REG - Pebble Group (The) - Director/PDMR Shareholding

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RNS Number : 4951Y  Pebble Group PLC (The)  09 September 2025

9 September 2025

 

THE PEBBLE GROUP PLC

("The Pebble Group", the "Group" or the "Company")

Grant of performance share awards to PDMRs under Long Term Incentive Plan

 

The Pebble Group, a leading provider of technology, products and related
services to the global promotional products industry, announces that on 9
September 2025 the Company made awards of nil-cost options to acquire up to a
maximum of 8.0 million Ordinary Shares of £0.01 each of the Company
("Ordinary Shares") under The Pebble Group plc Long Term Incentive Plan
("LTIP") to the Executive Directors of the Company ("Awards"), who are Persons
Discharging Managerial Responsibilities ("PDMRs"), as detailed below:

 

 PDMR             Position/Status  Maximum Number of Ordinary Shares under Awards
 Christopher Lee  CEO              4,608,000
 Claire Thomson   CFO              3,392,000

 

Key Terms of the Awards

 

The terms of the Awards are consistent with those set out in the Director's
Remuneration Policy of the Company, as amended pursuant to the passing of a
shareholder resolution at its General Meeting of 7 August 2025. Please refer
to the Notice of General Meeting dated 21 July 2025 for further information.

 

The Awards will vest three years from grant, subject to the meeting of a
share price performance condition covering the three years from the grant date
(the "Share Price Performance Period") and a cumulative adjusted EBITDA
performance condition covering the three financial years ending on 31 December
2027 (the "EBITDA Performance Period").

 

25% of the Awards will vest subject to the average closing price per Ordinary
Share over the final three months of the Share Price Performance Period
being 85 pence, rising on a straight-line basis to full vesting at 145
pence, conditional upon the Group's cumulative adjusted EBITDA over the EBITDA
Performance Period equalling or exceeding £52.9 million.

 

The table below summarises the key features of the share price performance
element of the Awards:

 

 Share price  CAGR over period (1)   Market cap (2)   Market cap increase  Vesting level  Total value to awardees  Dilution (3)   Awardees' share of value growth
 £0.80        19.4%                  £127m            £52m                 0%             £  -                     0.0%           0.0%
 £0.85        21.8%                  £135m            £60m                 25%            £1.7                     1.2%           2.7%
 £1.00        28.6%                  £159m            £84m                 44%            £3.5                     2.2%           4.0%
 £1.15        34.8%                  £183m            £108m                63%            £5.8                     3.0%           5.0%
 £1.30        40.4%                  £207m            £132m                81%            £8.5                     3.9%           6.0%
 £1.45        45.6%                  £231m            £156m                100%           £11.6                    4.8%           6.9%
 £1.70        53.5%                  £270m            £196m                100%           £13.6                    4.8%           6.5%

( )

(1) Compound Annual Growth Rate (CAGR) from 47 pence, being the average
closing price per Ordinary Share during June 2025. CAGR does not include any
dividends which may be paid during the Share Price Performance Period.

(2) Market capitalisation calculated by reference to the Company's Issued
Ordinary Share Capital as at 21 July 2025.

(3) Dilution is based on the Company's Issued Ordinary Share Capital as at 21
July 2025 and assumes all awards would be satisfied via the allotment of new
Ordinary Shares. (Note that it is intended that awards may be satisfied using
existing shares from the Company's Employee Benefit Trust, cash, or the
allotment of new Ordinary Shares).

 

The Awards will be subject to a two-year post vesting holding period, malus
and clawback provisions, an overriding Remuneration Committee discretion to
vary vesting levels from formulaic outcome to ensure values reflect underlying
performance, the experience of shareholders and exceptional adverse events,
and an overall value cap of £20 million (equivalent to achievement of
a £2.48 price per Ordinary Share), with Remuneration Committee discretion
to vary or waive this cap.

 

The Company will continue to operate within the standard UK employee share
award dilution limit of 10% over a ten-year period. The Awards will be
satisfied using Ordinary Shares held by the Company's Employee Benefit Trust,
cash, or the allotment of new Ordinary Shares. In the event of a change of
control of the Company, the Awards would vest in full, subject to
achievement of the share price conditions.

 

Enquiries:

 

The Pebble Group

Christopher Lee, Chief Executive Officer

Claire Thomson, Chief Financial Officer

+44 (0) 7385 024855

 

Temple Bar Advisory (Financial PR)

Alex Child-Villiers

Alistair de Kare-Silver

+44 (0) 207 183 1190

pebble@templebaradvisory.com (mailto:pebble@templebaradvisory.com)

 

Panmure Liberum (Nominated Adviser and Broker)

Edward Mansfield

William King

Gaya Bhatt

+44 (0) 20 3100 2000

 

About The Pebble Group

The Pebble Group is a provider of technology, products and related services to
the global promotional products industry, comprising two differentiated
businesses, Facilisgroup and Brand Addition, focused on specific areas of the
promotional products market. For further information, please
visit www.thepebblegroup.com (http://www.thepebblegroup.com/) .

 

DEALING NOTIFICATION FORMS FOR USE BY PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY AND THEIR CLOSELY ASSOCIATED PERSONS

Notification Form

The Pebble Group plc (Company)

 

The information set out below is provided in accordance with the requirements
of Regulation 19(3) of the EU Market Abuse Regulation No 596/2014:

 

 1    Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                                         1.    Christopher Lee

                                                                   2.    Claire Thomson

 2    Reason for the notification
 (a)  Position/status                                              1.    Chief Executive Officer

                                                                   2.    Chief Financial Officer

 (b)  Initial notification/Amendment                               Initial notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 (a)  Name                                                         The Pebble Group plc
 (b)  LEI                                                          213800LZUQAYBHDEQY04
 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 of 1 pence each

      Identification code                                          ISIN GB00BK71XP16

                                                                   PEBB.L
 (b)  Nature of the transaction                                    Award of nil-cost option share awards pursuant to The Pebble Group plc Long
                                                                   Term Incentive Plan
 (c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                   1 NIL       4,608,000

                                                                   2 NIL       3,392,000

 (d)  Aggregated information                                       N/A

      -         Aggregated volume

      -         Price
 (e)  Date of the transaction                                      9 September 2025
 (f)  Place of the transaction                                     Outside a trading venue

(d)

Aggregated information

-         Aggregated volume

-         Price

N/A

(e)

Date of the transaction

9 September 2025

(f)

Place of the transaction

Outside a trading venue

 

 

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