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REG - Cropper(James) PLC - Grant of Awards under Long-Term Incentive Plan

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RNS Number : 7247T  Cropper(James) PLC  04 August 2025

4 August 2025

 

James Cropper plc

(the "Company")

 

Grant of Awards under Long-Term Incentive Plan

 

James Cropper (AIM: CRPR), the Advanced Materials and Paper & Packaging
group, announces that the following awards of options ("Options") were made on
1 August 2025 ("Award Date") under the James Cropper plc Long-Term Incentive
Plan ("LTIP"), to certain PDMRs over ordinary shares in the Company of 25p
each ("Ordinary Shares"):

 

     PDMR            Position                                  Maximum number of Ordinary Shares available under the Options (1)
 1.  David Stirling  Chief Executive Officer                   205,882
 2.  Andrew Goody    Chief Financial and Operations Officer    36,843
 3.  Andrew Walton   Managing Director, Advanced Materials     36,043
 4.  Paul Barber     Managing Director, Paper & Packaging      35,294
 5.  Matt Ratcliffe  General Counsel and Company Secretary     16,828
 6.  Sarah Hart      People and Culture Director               14,118

 

(1) Determined using a price of 255.0p per Ordinary Share, being the Company's
10-day average closing price ending 30 July 2025 for the Ordinary Shares.

 

The Options were awarded for nil-cost subject to the rules of the LTIP and,
subject to vesting, will be exercisable from the third anniversary of the
Award Date to the tenth anniversary of the Award Date, following which they
will lapse.

 

Vesting of the Options is subject to stretching performance targets determined
by the Remuneration Committee (developed with support from an independent
remuneration consultant) relating to a three-year performance period covering
the financial years 2025/26, 2026/27 and 2027/28. Performance targets have
been set against the following measures:

 

 Performance measure                   Weighting
 Growth in adjusted EBITDA ("EBITDA")  50%
 Total Shareholder Return ("TSR")      50%

 

Each performance measure is structured with a threshold target (resulting in
20% vesting) and a maximum target (resulting in 100% vesting).  Vesting is
adjusted on a straight-line basis between threshold and maximum targets.
Awards will lapse to the extent that performance is below the threshold target
for each performance measure.

 

Targets against these performance measures have been set by the Committee as
follows:

 

 EBITDA(2)                      Threshold  Maximum
 Financial Year 2027/28 Target  £11.0m     £13.4m
 CAGR(3)                        18%        26%
 Vesting                        20%        100%

( )

(2) EBITDA = the Group's Earnings Before Interest Tax Depreciation and
Amortisation, adjusted to add back the impact of IAS 19 (pension adjustments)
and other exceptional items, in each financial year.

(3) Compound Annual Growth Rate measured from Group EBITDA in Financial Year
2024/25.

( )

 TSR(4)   Threshold  Maximum
 Target   170%       243%
 Vesting  20%        100%

( )

(4) TSR = ((ESP + D) / ISP) - 1 (and expressed as a percentage).  Whereas:
ESP is the average closing share price in the final 3 months of the
performance period; D is the dividends declared in the performance period; and
ISP is the average closing share price in the 3 months prior to commencement
of the performance period (being £1.98).

( )

Remuneration Committee discretion and considerations

In accordance with its Remuneration Policy, to ensure that performance targets
remain appropriate, the Remuneration Committee retains discretion when
assessing the Company's performance against the above measures to avoid
formulaic outcomes and to reduce the above awards as it sees fit to avoid
windfall gains.  The Remuneration Committee also retains discretion to adjust
awards in the event of corporate activity.  In accordance with best practice,
when granting awards and satisfying vested awards, the Remuneration Committee
and the Board intends that any dilution of the Company's share capital arising
through the issue of any new Ordinary Shares under all share schemes operated
by the Company shall not exceed 10% in any 10-year period.

Following the above award of options, options outstanding over Ordinary Shares
now amount to, in aggregate, 499,097, representing approximately 5.2% per cent
of the Company's issued share capital.

The information contained within this announcement is deemed to constitute
inside information as stipulated under the UK Market Abuse Regulation. Upon
publication of this announcement, this inside information is now considered to
be in the public domain.

Enquiries

 

James Cropper plc

Matt Ratcliffe, General Counsel and Company Secretary

Tel: +44 (0) 1539 722 002

 

Shore Capital - (Nominated Adviser and Broker)

Daniel Bush, David Coaten, Henry Willcocks, Lucy Bowden

Tel: +44 (0) 7601 6100

 

IFC Advisory - Financial PR

Graham Herring, Tim Metcalfe, Zach Cohen

james.cropper@investor-focus.co.uk (mailto:james.cropper@investor-focus.co.uk)

Tel: +44 (0) 203 934 6630

 

The following information is included in accordance with Article 19(3) of the
Market Abuse Regulation (No. 596/2014):

 1.   Details of person discharging managerial responsibilities/person closely
      associated

 a)   Name                                             1.     David Stirling

                                                       2.     Andrew Goody

                                                       3.     Andrew Walton

                                                       4.     Paul Barber

                                                       5.     Matthew Ratcliffe

                                                       6.     Sarah Hart

 2.   Reason for the notification

 a)   Position/status                                  1.     Chief Executive Officer

                                                       2.     Chief Financial Officer

                                                       3.     Managing Director, Advanced Materials

                                                       4.     Managing Director, Paper & Packaging

                                                       5.     General Counsel and Company Secretary

                                                       6.     People and Culture Director

 b)   Initial notification/amendment                   Initial Notification
 3.   Details of the issuer

 a)   Name                                             James Cropper plc

 b)   Legal Entity Identifier                          213800XM78VTDYGBRM93

 4.   Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted.

 a)   Description of the                               Ordinary Shares of 25 pence each

      financial instrument
 b)   Identification code of the Financial Instrument  GB0002346053
 c)   Nature of the                                    Award of nil-cost options under the Company's Long Term Incentive

                                                Plan
      transaction
 d)   Currency                                         GBP

 e)   Price(s) and volume(s)

Price(s)             Volume(s)
                                                       1.     Nil-Cost      205,882
                                                       2.     Nil-Cost      36,843
                                                       3.     Nil-Cost      36,043
                                                       4.     Nil-Cost      35,294
                                                       5.     Nil-Cost      16,828
                                                       6.     Nil-Cost      14,118

 
 f)   Aggregated

      information

      -      volume                                    N/A

      -      Price

      -      Total

 g)   Date of the transaction                          1 August 2025
 h)   Place of the transaction                         Outside trading venue

 

f)

Aggregated

information

-      volume

-      Price

-      Total

 

 

 

N/A

g)

Date of the transaction

1 August 2025

h)

Place of the transaction

Outside trading venue

 

 

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