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RNS Number : 3423S Johnson Service Group PLC 08 March 2023
8 March 2023
AIM: JSG
Johnson Service Group PLC
PDMR Shareholding - Grant of Share Options
Johnson Service Group PLC (the "Company") announces that it has today granted
nil cost options over ordinary shares of 10 pence each in the Company under
the Johnson Service Group 2018 Long-Term Incentive Plan ("2018 LTIP Scheme")
(the "2023 LTIP Award").
In addition, linked awards were granted on the same date over ordinary shares
of 10 pence each in the Company under the Johnson Service Group 2018 Long-Term
Incentive Plan CSOP Section (the "2023 Approved LTIP Award") at an exercise
price of 117.0 pence each.
The number of options granted to each of the Executive Directors are as
follows:
No. of Options Granted
Executive Director Position 2023 LTIP 2023 Approved LTIP Award
Award
Peter Egan CEO 487,934 25,641
Yvonne Monaghan CFO 322,228 25,641
The 2023 LTIP Award options may be exercised on or after 8 March 2026, subject
to the satisfaction of performance conditions over the three financial years
ending 31 December 2025 and are exercisable up to ten years from the date of
grant.
Performance Conditions and Vesting
In determining the applicable performance conditions, the Remuneration
Committee has taken into account the Group's business plan as well as the
outlook for the sector, general macroeconomic conditions and, to the extent
available, the range of analysts' consensus forecasts for the financial year
ending 31 December 2025. Following careful consideration, the Remuneration
Committee has agreed two separate performance targets. The specific
performance conditions are set out below.
Adjusted Profit Before Tax per Share
50 per cent of the 2023 LTIP Award will vest by reference to the Company's
adjusted profit before tax ("PBT") per share as at 31 December 2025. None of
the PBT per share element of the 2023 LTIP Award will vest if PBT per share
growth is less than 5 per cent per annum above the level of PBT per share for
the financial year ended 31 December 2022. One quarter of this element will
vest for PBT per share growth of 5 per cent per annum above the PBT per share
for the financial year ended 31 December 2022, and the whole of this element
will vest for PBT per share growth of 10 per cent per annum or greater above
the PBT per share for the financial year ended 31 December 2022. Vesting will
be on a straight-line basis if PBT per share growth is between 5 per cent and
10 per cent per annum.
Total Shareholder Return
The remaining 50 per cent of the 2023 LTIP Award will vest by reference to the
annualised growth in the Company's net return index ("TSR") over the
performance period relative to the annualised growth in the FTSE AIM All-Share
Industrial Goods and Services net return index (the "Index") over the
performance period. None of this element of the 2023 LTIP Award will vest if
the TSR growth is less than the Index growth, one quarter will vest if the TSR
growth is equal to the Index growth and the whole of this element of the 2023
LTIP Award will vest if the TSR growth is at least seven per cent above the
Index growth. Vesting will be on a straight-line basis between these points.
Linked Award
The 2023 Approved LTIP Award has been granted to allow, where possible, the
participant to receive part of the gain which may have been received under the
2023 LTIP Award tax efficiently. The participant will receive the same gross
gain as they would have received had they only been granted the 2023 LTIP
Award and not been granted the 2023 LTIP Award and the linked 2023 Approved
LTIP Award. At the time of exercise, to the extent that there is a gain on
the 2023 Approved 2023 LTIP Award, the options granted under the 2023 LTIP
Award will be forfeited to the same value.
Further Holding Period
The 2023 LTIP Award is subject to an additional holding period of two years
from the date on which the 2023 LTIP Award vests (the "Holding
Period"). During the Holding Period, the 2023 LTIP Award holder may not
normally dispose of any of the shares which vest except to cover any income
tax or social security contributions arising on the exercise of the 2023 LTIP
Award.
Malus, Clawback and Remuneration Committee Discretion
The 2023 LTIP Award will be subject to the 2018 LTIP Scheme rules. In line
with its Remuneration Policy, the Remuneration Committee can apply malus and
clawback provisions to the 2023 LTIP Award and has discretion to vary
formulaic outturns where they do not reflect underlying performance or are
inappropriate in the context of unexpected or unforeseen circumstances.
Enquiries:
Johnson Service Group PLC
Peter Egan, CEO
Yvonne Monaghan, CFO
Tel: 01928 704 600
Investec Investment Banking (NOMAD) Camarco (Financial PR)
David Flin Ginny Pulbrook
Carlton Nelson Rosie Driscoll
Virginia Bull Letaba Rimell
Tel: 020 7597 5970 Tel: 020 3757 4992 / 4981
About Johnson Service Group PLC
www.jsg.com (http://www.jsg.com/)
Headquartered in Preston Brook, Cheshire, JSG provides textile services
across the UK. The Group is a leading supplier of workwear and protective
wear in the UK and also provides premium linen services for the hotel,
catering and hospitality markets. With its core values of quality, reliability
and service, the Group aims to provide customers with an outstanding level of
customer care.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1. Details of the person discharging managerial responsibilities / person closely
associated
a) Name Peter Egan
2. Reason for the Notification
a) Position / Status Chief Executive Officer / PDMR
b) Initial Notification / Amendment Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Entity legal name Johnson Service Group PLC
b) Entity LEI 2138004WZUPWV53KWV11
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 securities Options over ordinary shares of 10 pence each
Identification code GB0004762810
b) Nature of the transaction Grant of options
c) Individual transaction price(s) and volume(s) Price Volume
£nil 487,934
d) Aggregated price and volume Grant of 487,934 options over ordinary shares of 10 pence each at an exercise
price of £nil
e) Date of the transaction 8 March 2023
f) Place of the transaction Outside of a trading platform
d)
Aggregated price and volume
Grant of 487,934 options over ordinary shares of 10 pence each at an exercise
price of £nil
e)
Date of the transaction
8 March 2023
f)
Place of the transaction
Outside of a trading platform
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1. Details of the person discharging managerial responsibilities / person closely
associated
a) Name Peter Egan
2. Reason for the Notification
a) Position / Status Chief Executive Officer / PDMR
b) Initial Notification / Amendment Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Entity legal name Johnson Service Group PLC
b) Entity LEI 2138004WZUPWV53KWV11
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 securities Options over ordinary shares of 10 pence each
Identification code GB0004762810
b) Nature of the transaction Grant of options
c) Individual transaction price(s) and volume(s) Price Volume
117.0 pence 25,641
d) Aggregated price and volume Grant of 25,641 options over ordinary shares of 10 pence each at an exercise
price of 117.0 pence
e) Date of the transaction 8 March 2023
f) Place of the transaction Outside of a trading platform
d)
Aggregated price and volume
Grant of 25,641 options over ordinary shares of 10 pence each at an exercise
price of 117.0 pence
e)
Date of the transaction
8 March 2023
f)
Place of the transaction
Outside of a trading platform
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1. Details of the person discharging managerial responsibilities / person closely
associated
a) Name Yvonne Monaghan
2. Reason for the Notification
a) Position / Status Chief Financial Officer / PDMR
b) Initial Notification / Amendment Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Entity legal name Johnson Service Group PLC
b) Entity LEI 2138004WZUPWV53KWV11
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 securities Options over ordinary shares of 10 pence each
Identification code GB0004762810
b) Nature of the transaction Grant of options
c) Individual transaction price(s) and volume(s) Price Volume
£nil 322,228
d) Aggregated price and volume Grant of 322,228 options over ordinary shares of 10 pence each at an exercise
price of £nil
e) Date of the transaction 8 March 2023
f) Place of the transaction Outside of a trading platform
d)
Aggregated price and volume
Grant of 322,228 options over ordinary shares of 10 pence each at an exercise
price of £nil
e)
Date of the transaction
8 March 2023
f)
Place of the transaction
Outside of a trading platform
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
1. Details of the person discharging managerial responsibilities / person closely
associated
a) Name Yvonne Monaghan
2. Reason for the Notification
a) Position / Status Chief Financial Officer / PDMR
b) Initial Notification / Amendment Initial notification
3. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Entity legal name Johnson Service Group PLC
b) Entity LEI 2138004WZUPWV53KWV11
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 securities Options over ordinary shares of 10 pence each
Identification code GB0004762810
b) Nature of the transaction Grant of options
c) Individual transaction price(s) and volume(s) Price Volume
117.0 pence 25,641
d) Aggregated price and volume Grant of 25,641 options over ordinary shares of 10 pence each at an exercise
price of 117.0 pence
e) Date of the transaction 8 March 2023
f) Place of the transaction Outside of a trading platform
d)
Aggregated price and volume
Grant of 25,641 options over ordinary shares of 10 pence each at an exercise
price of 117.0 pence
e)
Date of the transaction
8 March 2023
f)
Place of the transaction
Outside of a trading platform
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