Director/PDMR Shareholding

Kainos

02/06/2025 16:49

RNS Number : 0890L

Kainos Group plc

02 June 2025

 

02 June 2025

Kainos Group plc

("Kainos" or the "Company") 

 

Director / PDMR shareholdings

 

The Company announces that on 2 June 2025, share awards (the "Awards") approved by the Board of Directors of the Company under the Kainos Group Performance Share Plan (the "PSP Awards"), in the form of nominal value options over Ordinary Shares were awarded to executive directors and executive managers of the Company.  The PSP Awards vest, other than in exceptional circumstances, over a three year period from 2 June 2025 (subject to the provisions of the Executive Director Shareholding Policy).  The performance conditions associated with the PSP Awards are as follows:

 

(a)    50% of each PSP Award is subject to a performance condition based on the Company's Earnings Per Share ("EPS") Growth measured over the three financial years commencing 1 April 2024.  This portion of the PSP Award will:

·        not vest at all if EPS Growth over the measurement period is less than 5%;

·        vest in respect of 30% if EPS Growth over the measurement period is 5%;

·        vest in full if EPS Growth over the measurement period is 13% or higher;

·    vest proportionately, calculated on a straight-line basis if EPS Growth over the measurement period is higher than 5% but less than 13%.

 

(b)    30% of each PSP Award is subject to a performance condition based on the Company's Total Shareholder Return ("TSR") performance compared with the FTSE techMARK All-Share index ("Index") measured over the period of three years commencing 1 April 2024.  This portion of the PSP Award will:

·       not vest at all if TSR performance over the measurement period is below the mean average Index ("Initial Vesting Threshold");

·      vest in respect of 30% if the TSR performance is equal to the mean average Index price;

·     vest in full if TSR performance over the measurement period is above the mean average price growth for the FTSE techMARK All-Share index plus four percentage points ("Upper Vesting Threshold");

·        vest proportionately, calculated on a straight-line basis if TSR performance over the measurement period is greater than the Initial Vesting Threshold but less than the Upper Vesting Threshold.

 

(c)   20% of each PSP Award is subject to performance conditions associated with Kainos being a Responsible Company. This portion of the PSP Award will vest as follows:

·    10% of the award will vest if by 31 March 2028 if the latest available Employee Engagement score equates to 7.7 or better as measured though our employee engagement tool, Peakon, or such equivalent engagement measure as the Committee considers appropriate;

·    10% of the award will vest if by 31 March 2028, if there is a reduction in the carbon intensity of Scope 3 greenhouse gas emissions of 45% of the profitability adjusted annual baseline.

 

Notification and public disclosure of transactions by persons discharging

managerial responsibilities and persons closely associated with them.

 (A19 Market Abuse Regulation)

 

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a.
Name
Brendan Mooney
2.
Reason for the notification
a.
Position/status
CEO
b.
Initial notification
/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.
Name
Kainos Group plc
b.
LEI
213800H2PQMIF3OVZY47
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
Financial instrument/
type of instrument
Identification code
Options over Ordinary Shares of £0.005 each
KNOS
b.
Nature of the transaction
PSP Share Awards 2025
c.
Price(s) and volume(s)
PSP Award1
Exercise Price(s)
Volume(s)
£0.005
10,094
1. Subject to the PSP Awards vesting criteria.
d.
Aggregated information
· Aggregated volume
· Price
N/A
e.
Date of the transaction
02-06-25
f.
Place of the transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a.
Name
Richard McCann
2.
Reason for the notification
a.
Position/status
CFO/COO
b.
Initial notification
/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.
Name
Kainos Group plc
b.
LEI
213800H2PQMIF3OVZY47
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
Financial instrument/
type of instrument
Identification code
Options over Ordinary Shares of £0.005 each
KNOS
b.
Nature of the transaction
PSP Share Awards 2025
c.
Price(s) and volume(s)
PSP Award1
Exercise Price(s)
Volume(s)
£0.005
41,829
1. Subject to the PSP Awards vesting criteria.
d.
Aggregated information
· Aggregated volume
· Price
N/A
e.
Date of the transaction
02-06-25
f.
Place of the transaction
Outside a trading venue

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a.
Name
Kieran Barber
2.
Reason for the notification
a.
Position/status
Head of Services
b.
Initial notification
/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.
Name
Kainos Group plc
b.
LEI
213800H2PQMIF3OVZY47
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
Financial instrument/
type of instrument
Identification code
Options over Ordinary Shares of £0.005 each
KNOS
b.
Nature of the transaction
PSP Share Awards 2025
c.
Price(s) and volume(s)
PSP Award1
Exercise Price(s)
Volume(s)
£0.005
14,173
1. Subject to the PSP Awards vesting criteria.
d.
Aggregated information
· Aggregated volume
· Price
N/A
e.
Date of the transaction
02-06-25
f.
Place of the transaction
Outside a trading venue

 

 

1.
Details of the person discharging managerial responsibilities / person closely associated
a.
Name
Malachy Smith
2.
Reason for the notification
a.
Position/status
Head of Product
b.
Initial notification
/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.
Name
Kainos Group plc
b.
LEI
213800H2PQMIF3OVZY47
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
Financial instrument/
type of instrument
Identification code
Options over Ordinary Shares of £0.005 each
KNOS
b.
Nature of the transaction
PSP Share Awards 2025
c.
Price(s) and volume(s)
PSP Award1
Exercise Price(s)
Volume(s)
£0.005
17,824
1. Subject to the PSP Awards vesting criteria.
d.
Aggregated information
· Aggregated volume
· Price
N/A
e.
Date of the transaction
02-06-25
f.
Place of the transaction
Outside a trading venue

 

 

Ends

 

For further information, please contact:

 

Kainos                                                                                        via FTI Consulting LLP

Brendan Mooney, Chief Executive Officer

Richard McCann, Chief Financial Officer

 

Investec Bank plc                                                                              +44 20 7597 5970

Patrick Robb / Ben Griffiths / Nick Prowting

 

FTI Consulting LLP                                                                               +44 20 3727 1000

Dwight Burden / Kwaku Aning

 

About Kainos

Kainos Group plc is a UK-headquartered provider of sophisticated IT services to major public sector, commercial and healthcare customers.  Our shares are listed on the London Stock Exchange (LSE: KNOS).

 

Our expertise spans three divisions:  Digital Services, Workday Services, and Workday Products.

 

Digital Services

Our Digital Services customers face a range of business problems, including the need to improve their customer service, reduce costs and increase productivity. We help them to solve these problems by developing and supporting custom digital service platforms. Our solutions enable customers and their users to work smarter, faster and better, while ensuring the platforms are secure, accessible and cost effective.

 

Workday Services

We are a respected partner to Workday Inc. in Europe and North America, providing a comprehensive range of services to support customers deploying Workday's Finance, HR and Planning products. Our experience in complex deployments means we are trusted to launch, test, expand and support Workday systems.

 

Workday Products

We have developed proprietary software products that complement Workday by enhancing our customers' system security and compliance and improving their document generation and storage. Over 550 global customers use one or more of our products, with adoption growing rapidly.

 

Our people

Our people are central to our success. We have more than 2,800 people in 20 countries across Europe, Asia and the Americas.

 

Find out more

You can discover more about us at www.kainos.com.

 

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