REG - Mitchells & Butlers - Director/PDMR Shareholding
04/12/2024 11:30
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RNS Number : 8068O Mitchells & Butlers PLC 04 December 2024
4 December 2024
Mitchells & Butlers plc
LEI no. 213800JHYNDNB1NS2W10
Director/PDMR Shareholding
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Phil Urban
2 Reason for the notification
a) Position/status Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Mitchells & Butlers plc
b) LEI 213800JHYNDNB1NS2W10
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 Ordinary shares in Mitchells & Butlers plc (Shares)
Identification code
GB00B1FP6H53
b) Nature of the transaction Option granted on 3 December 2024 in respect of the FY 2025-2027 performance
cycle for the Performance Share Plan.
This option will be exercisable for the ninety day period following the end of
the performance cycle, subject to the satisfaction of performance conditions,
details of which are set out below:
Operating Cash Flow Performance Condition:
The Operating Cash Flow Performance Condition, which applies to 70% of the
M&B shares which are subject to the Option, is measured by reference to
M&B's cumulative Operating Cash Flow over the Performance Period.
The part of the Option which is subject to the Operating Cash Flow Condition
will Vest based on the following schedule:
Operating Cash Flow Vesting
Below £1,370m Nil
£1,370m 25%
Between £1,370m - £1,448m Straight line between 25% and 100%
At or above £1,448m 100%
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions in
full is shown in (c) below (excluding any dividend equivalent shares that may
be received by the participant in respect of any Shares that vest under the
option). In accordance with the Company's Remuneration Policy vested shares
are subject to a two year holding period and post cessation holding
requirements.
c) Price(s) and volume(s) The option is granted over a maximum of 494,908 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d) Aggregated information
- Aggregated volume N/A (single transaction)
- Price
e) Date of the transaction 3 December 2024
f) Place of the transaction London Stock Exchange
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions in
full is shown in (c) below (excluding any dividend equivalent shares that may
be received by the participant in respect of any Shares that vest under the
option). In accordance with the Company's Remuneration Policy vested shares
are subject to a two year holding period and post cessation holding
requirements.
c)
Price(s) and volume(s)
The option is granted over a maximum of 494,908 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
3 December 2024
f)
Place of the transaction
London Stock Exchange
4 December 2024
Mitchells & Butlers plc
LEI no. 213800JHYNDNB1NS2W10
Director/PDMR Shareholding
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Tim Jones
2 Reason for the notification
a) Position/status Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Mitchells & Butlers plc
b) LEI 213800JHYNDNB1NS2W10
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 Ordinary shares in Mitchells & Butlers plc (Shares)
Identification code
GB00B1FP6H53
b) Nature of the transaction Option granted on 3 December 2024 in respect of the FY 2025-2027 performance
cycle for the Performance Share Plan.
This option will be exercisable for the ninety day period following the end of
the performance cycle, subject to the satisfaction of performance conditions,
details of which are set out below:
Operating Cash Flow Performance Condition:
The Operating Cash Flow Performance Condition, which applies to 70% of the
M&B shares which are subject to the Option, is measured by reference to
M&B's cumulative Operating Cash Flow over the Performance Period.
The part of the Option which is subject to the Operating Cash Flow Condition
will Vest based on the following schedule:
Operating Cash Flow Vesting
Below £1,370m Nil
£1,370m 25%
Between £1,370m - £1,448m Straight line between 25% and 100%
At or above £1,448m 100%
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions in
full is shown in (c) below (excluding any dividend equivalent shares that may
be received by the participant in respect of any Shares that vest under the
option). In accordance with the Company's Remuneration Policy vested shares
are subject to a two year holding period and post cessation holding
requirements.
c) Price(s) and volume(s) The option is granted over a maximum of 413,849 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d) Aggregated information
- Aggregated volume N/A (single transaction)
- Price
e) Date of the transaction 3 December 2024
f) Place of the transaction London Stock Exchange
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions in
full is shown in (c) below (excluding any dividend equivalent shares that may
be received by the participant in respect of any Shares that vest under the
option). In accordance with the Company's Remuneration Policy vested shares
are subject to a two year holding period and post cessation holding
requirements.
c)
Price(s) and volume(s)
The option is granted over a maximum of 413,849 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
3 December 2024
f)
Place of the transaction
London Stock Exchange
4 December 2024
Mitchells & Butlers plc
LEI no. 213800JHYNDNB1NS2W10
Director/PDMR Shareholding
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Andrew Freeman
2 Reason for the notification
a) Position/status PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Mitchells & Butlers plc
b) LEI 213800JHYNDNB1NS2W10
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 Ordinary shares in Mitchells & Butlers plc (Shares)
Identification code
GB00B1FP6H53
b) Nature of the transaction Option granted on 3 December 2024 in respect of the FY 2025-2027 performance
cycle for the Performance Share Plan.
This option will be exercisable for the ninety day period following the end of
the performance cycle, subject to the satisfaction of performance conditions,
details of which are set out below:
Operating Cash Flow Performance Condition:
The Operating Cash Flow Performance Condition, which applies to 70% of the
M&B shares which are subject to the Option, is measured by reference to
M&B's cumulative Operating Cash Flow over the Performance Period.
The part of the Option which is subject to the Operating Cash Flow Condition
will Vest based on the following schedule:
Operating Cash Flow Vesting
Below £1,370m Nil
£1,370m 25%
Between £1,370m - £1,448m Straight line between 25% and 100%
At or above £1,448m 100%
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions
in full is shown in (c) below (excluding any dividend equivalent shares that
may be received by the participant in respect of any Shares that vest under
the option).
c) Price(s) and volume(s) The option is granted over a maximum of 109,832 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d) Aggregated information
- Aggregated volume N/A (single transaction)
- Price
e) Date of the transaction 3 December 2024
f) Place of the transaction London Stock Exchange
EPS Performance Condition
The EPS Performance Condition, which applies to 20% of the M&B shares
which are subject to the Option, is measured by reference to M&B's
Adjusted Earnings per Share growth ('EPS Growth') over the Performance Period.
The part of the Option which is subject to the EPS Performance Condition will
Vest based on the following schedule:
EPS Growth (CAGR) Vesting
Below 4.1% Nil
4.1% 25%
Between 4.1% - 6.9% Straight line between 25% and 100%
At or above 6.9% 100%
Sustainability Performance Condition
The Sustainability Performance Condition, which applies to 10% of the M&B
shares which are subject to the Option, is measured by reference to a
reduction in 1, 2 & 3 emissions tCO2e over the Performance Period. The
part of the Option which is subject to the Sustainability Performance
Condition will Vest in full if there is a reduction of at least 41,891 tCO2e.
Any reduction below 41,891 tCO2e will result in the part of the Option which
is subject to the Sustainability Performance Condition lapsing in full.
The maximum Share entitlement on satisfaction of the performance conditions
in full is shown in (c) below (excluding any dividend equivalent shares that
may be received by the participant in respect of any Shares that vest under
the option).
c)
Price(s) and volume(s)
The option is granted over a maximum of 109,832 Shares. The share price used
to determine the number of Shares under option was £2.455 per Share (being
the middle market quotation of a Share for the business day prior to the grant
date).
No amount was payable on the grant of the option.
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
3 December 2024
f)
Place of the transaction
London Stock Exchange
Enquiries:
Denise Burton
Deputy Company Secretary
0121 498 6514
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