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RNS Number : 2110E Personal Group Holdings PLC 09 April 2025
9 April 2025
Personal Group Holdings Plc
("the Company" or "the Group")
Grant of LTIP
Personal Group Holdings Plc (AIM: PGH), the workforce benefits and health
insurance provider, announces the grant of options under the Company's
Long-Term Incentive Plan (the "LTIP") as detailed below.
LTIP Awards
A total of 446,751 share awards have been granted under the LTIP. These are in
the form of an option over ordinary shares in the Company and vest subject to
the achievement of certain performance criteria and have a nominal value
exercise price of £0.05 per share (the "LTIP Awards").
The vesting of the LTIP Awards is subject to the satisfaction of performance
conditions assessed over the three financial years ending 31 December 2027.
Once vested, the options may be exercised at any time until the tenth
anniversary of the award date. The LTIP Awards are subject to claw back and
malus provisions.
Performance conditions
The LTIP Awards are subject to performance hurdles on two targets, as below:
Attainment Target % of LTIP Awards subject to Attainment Target Measurement Period Number of LTIP Awards that vest if Attainment Target is satisfied
Total Shareholder Return ("TSR")(1) 50% 1 January 2025 to 12.5% of the LTIP Awards will vest at achievement of the threshold target with
50.0% vesting at maximum target and a linear sliding scale between 12.5% -
31 December 2027 50.0%.
Adjusted EBITDA(2) 50% 1 January 2025 to 12.5% of the LTIP Awards will vest at achievement of the threshold target with
50.0% vesting at maximum target and a linear sliding scale between 5.0% -
31 December 2027 50.0%
(1) Total Shareholder Return = ((Average Closing Share Price - Average Opening
Share Price) + cash dividends paid in the Performance Period) divided by the
Average Opening Share Price, with the resultant growth rate expressed as an
annual compound growth rate.
(2) Adjusted EBITDA is defined as earnings before interest, tax, depreciation,
amortisation of intangible assets, goodwill impairment, share-based payment
expenses, profit or loss on disposal of subsidiaries, corporate acquisition
costs and restructuring costs.
The core performance measures underpinning the LTIP Awards are the delivery
of:
· at least 14.9% per annum cumulative TSR growth up to a maximum of 26.6% for
full vesting; and
· a minimum of a 55% increase in EBITDA per share in 2027 in comparison to the
2024 value. The maximum threshold is achieved with an 80% increase in EBITDA
per share in 2027 in comparison to 2024.
On 08 April 2025 the LTIP Awards were granted to the following PDMRs:
PDMR Number of options over ordinary shares subject to Award
Paula Constant - Chief Executive Officer 151,134
Sarah Mace - Chief Financial Officer 94,976
Hywel Phillips - Chief Operating Officer 50,835
Helen Tinnelly - Chief Commercial Officer 37,795
Arianne Riddell - Chief Sales Officer 37,795
Karen Thornley - Chief Product and Partnerships Officer 31,738
Other senior staff members (non-PDMR) 42,478
Further detail is provided below in accordance with Article 19.3 of the EU
Market Abuse Regulation.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Paula Constant
2 Reason for the notification
a) Position/status Chief Executive
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) and volume(s) Price(s) Volume(s)
Nil 151,134
c)
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Sarah Mace
2 Reason for the notification
a) Position/status Chief Financial Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) Volume(s)
Nil 94,976
Price(s) and volume(s)
c)
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Hywel Phillips
2 Reason for the notification
a) Position/status Chief Operating Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) Volume(s)
Nil 50,836
Price(s) and volume(s)
c)
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Karen Thornley
2 Reason for the notification
a) Position/status Chief Product and Partnerships Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) Volume(s)
Nil 31,738
Price(s) and volume(s)
c)
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Helen Tinnelly
2 Reason for the notification
a) Position/status Chief Commercial Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) Volume(s)
Nil 37,795
Price(s) and volume(s)
c)
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Arianne Riddell
2 Reason for the notification
a) Position/status Chief Sales Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Personal Group Holdings Plc
b) LEI 213800TN8BH2YYWAH345
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 Options over ordinary shares of 5p each
Identification code
ISIN: GB0002760279
b) Nature of the transaction Grant of options
Price(s) Volume(s)
Nil 37,795
Price(s) and volume(s)
c)
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 8 April 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
8 April 2025
f)
Place of the transaction
Outside a trading venue
- ENDS -
For more information please contact:
Personal Group Holdings Plc
Paula Constant (CEO) / Sarah Mace (CFO) Via Alma
Canaccord Genuity Limited (Nominated Adviser & Broker)
Max Hartley / Harry Rees +44 (0)20 7523 8000
Alma Strategic Communications +44 (0)20 3405 0205
Caroline Forde / Kinvara Verdon / Rose Docherty personalgroup@almastrategic.com
Notes to Editors
Personal Group Holdings Plc (AIM: PGH) is a workforce benefits and health
insurance provider. Its vision is to be the champion of affordable and
accessible insurance and benefits, keeping businesses and their employees
happy, healthy and protected. The Group is proud to support the health and
wellbeing of c. 1.25 million UK employees.
The Group's insurance provides employees with access to affordable, individual
policies for hospital, recovery and death benefit plans. The Group's
award-winning benefits platform, Hapi, brings together extensive employee
benefits, discounts and rewards, in one responsive platform. As well as being
sold direct to employers, the Hapi platform supports Sage's Employee Benefits
offerings for SMEs.
This comprehensive range of offerings, powerful platform and unique sales
model of face-to-face, one-to-one engagement with employees, provides Personal
Group with a strong market position from which to grow.
Head-quartered in Milton Keynes, the Group has built an extensive blue-chip
customer list over its 40-year history, including Airtanker, B & Q,
Barchester Healthcare, British Transport Police, British Airways, Merseyrail,
Office of National Statistics, Randstad, Royal Mail Group, The Royal Mint,
Stagecoach Group plc, and The University of York.
For further information on the Group please see www.personalgroup.com
(http://www.personalgroup.com/)
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