REG - Property FranchiseGp - Grant of Options, Share Awards & PDMR Shareholding
Thu 17:45
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RNS Number : 5659R Property Franchise Group PLC (The) 17 July 2025
17 July 2025
THE PROPERTY FRANCHISE GROUP PLC
("TPFG", the "Company" or the "Group")
Grant of Options, Vesting of Options, Share Awards and PDMR Shareholdings
The Property Franchise Group Plc (LON:TPFG) the UK's largest multi-brand
property franchisor announces that (i) it has granted nominal cost options
over 1,022,000 ordinary shares in the Company to certain executives and
employees under the TPFG Share Option Plan; and (ii) has made share awards of
284,500 ordinary shares of 1p each in the Company pursuant to the vesting and
exercise of options by certain executives and employees. These options vested
and were exercised pursuant to the Company's Share Option Schemes issued in
2022 ("2022 Scheme") and recognise the full achievement of the targets set.
Grant of Options
These awards recognise each of their roles and responsibilities in developing
and implementing the Company's strategic plans and are designed to continue to
incentivise them appropriately.
The awards will be subject to two performance conditions; total shareholder
return ("TSR") and adjusted basic earnings per share adjusted for exceptional
income/costs, amortisation arising on consolidation and share-based payment
charges ("Adjusted EPS") over the three years to 31 December 2027. Each
performance condition will apply to 50% of the awards being made.
In respect of the TSR, the award will be subject to absolute TSR growth of 35%
to achieve threshold vesting (at which point 25% of this portion of the award
will vest), which corresponds to 10.4% compound annual growth rate ("CAGR"),
rising to full vesting at 50% growth over the period which corresponds to
14.5% CAGR.
In respect of Adjusted EPS, the award will be subject to adjusted EPS growth
of 35% over the period to achieve threshold vesting (25% vesting), which
corresponds to 10.4% CAGR, rising to full vesting at 50% growth over the
period, which corresponds to 14.5% CAGR.
Straight-line vesting applies between the thresholds.
The maximum awards for the executives are stated below:
Name Position Number of shares subject to awards
Gareth Samples Chief Executive Officer 250,000
Ben Dodds Chief Financial Officer 200,000
Michelle Brook Executive Director 100,000
Immediately prior to these awards the Company's issued share capital was
63,752,008 ordinary shares and it had outstanding awards granted under prior
incentive schemes of 1,871,952 ordinary shares.
Share Awards
The share awards under the 2022 Scheme have been effected by way of transfers
of shares that were held in the Company's employee benefit trust.
The executives who exercised options and to whom a share award has been made
under the 2022 Scheme are as follows:
PDMR Role Number of Ordinary Shares acquired following exercise of options Exercise price per Share (Share Option Schemes) Number of Ordinary Shares sold to EBT Total resultant holding in Company's issued share capital Total resultant percentage holding of issued share capital
Gareth Samples Chief Executive Officer 175,000 1p 82,419 615,651
0.97%
Gareth Samples has sold 82,419 shares to the Company's employee benefit trust
to meet the exercise price of the options and certain tax liabilities arising
as a result of the exercise of the options.
PDMR Shareholdings
Further information is provided below in accordance with Article 19(3) of the
UK Market Abuse Regulation No 596/2014:
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Gareth Samples
2 Reason for the notification
a) Position/status Chief Executive Officer
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name The Property Franchise Group plc
b) LEI 2138008J5PTJ8C77I535
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 penny each
Identification code
ISIN: GB00BH0WFH67
b) Nature of the transaction Grant of nil cost options
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 250,000 ordinary shares
d) Aggregated information
- Aggregated volume N/A - single transaction
- Price
e) Date of the transaction 16 July 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Ben Dodds
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 The Property Franchise Group plc
b) LEI 2138008J5PTJ8C77I535
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 penny each
Identification code
ISIN: GB00BH0WFH67
b) Nature of the transaction Grant of nil cost options
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 200,000 ordinary shares
d) Aggregated information
- Aggregated volume N/A - single transaction
- Price
e) Date of the transaction 16 July 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Michelle Brook
2 Reason for the notification
a) Position/status Executive Director
b) Initial notification /Amendment Initial
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name The Property Franchise Group plc
b) LEI 2138008J5PTJ8C77I535
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 penny each
Identification code
ISIN: GB00BH0WFH67
b) Nature of the transaction Grant of nil cost options
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 100,000 ordinary shares
d) Aggregated information
- Aggregated volume N/A - single transaction
- Price
e) Date of the transaction 16 July 2025
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
e)
Date of the transaction
16 July 2025
f)
Place of the transaction
Outside a trading venue
Details of the person discharging managerial responsibilities / person closely
associated
Name Gareth Samples
Reason for the notification
Position/status Chief Executive Officer
Initial notification /Amendment Initial
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
Name The Property Franchise Group plc
LEI 2138008J5PTJ8C77I535
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.
Description of the financial instrument, type of instrument Ordinary shares of 1 penny each
Identification code
ISIN: GB00BH0WFH67
Nature of the transaction (i) Exercise of Options
(ii) Sale of ordinary shares
Price(s) and volume(s)
Price(s) Volume(s)
(i) 1p (i) 175,000 ordinary shares
(ii) 550p (ii) 82,419 ordinary shares
Aggregated information
- Aggregated volume N/A - single transaction
- Price
Date of the transaction 16 July 2025
Place of the transaction Outside a trading venue
Aggregated information
- Aggregated volume
- Price
N/A - single transaction
Date of the transaction
16 July 2025
Place of the transaction
Outside a trading venue
For further information, please contact:
The Property Franchise Group PLC 01202 405 549
Gareth Samples, Chief Executive Officer company.secretary@propertyfranchise.co.uk
(mailto:company.secretary@propertyfranchise.co.uk)
Ben Dodds, Chief Financial Officer
Canaccord Genuity Limited (Nominated Adviser and Joint Broker) 020 7523 8000
Max Hartley
Harry Rees
Singer Capital Markets (Joint Broker) 020 7496 3000
Rick Thompson
James Fischer
Alma Strategic Communications 020 3405 0209
Justine James propertyfranchise@almastrategic.com
(mailto:propertyfranchise@almastrategic.com)
Joe Pederzolli
Kinvara Verdon
About The Property Franchise Group PLC:
The Property Franchise Group PLC (AIM: TPFG) is the UK's largest multi-brand
property franchisor, with a network of over 1,946 outlets delivering high
quality services to residential clients, combined with an established
Financial Services business.
The Company was founded in 1986 and has since strategically grown to a diverse
portfolio of 18 brands operating throughout the UK, comprising longstanding
high-street focused brands and two hybrid brands. The Property Franchise Group
is also a member of two leading mortgage networks through its mortgage
brokers, Brook Financial (MAB) and The Mortgage Genie (Primis).
TPFG's brands are: Belvoir, CJ Hole, Country Properties, Ellis & Co,
EweMove, Fine & Country, Hunters, Lovelle, Martin & Co, Mr and Mrs
Clarke, Mullucks, Newton Fallowell, Nicholas Humphreys, Northwood, Parkers,
The Guild of Property Professionals and Whitegates.
Headquartered in Bournemouth, the Company was listed on AIM on the London
Stock Exchange in 2013 and entered the AIM 100 in July 2024.
More information is available at www.propertyfranchise.co.uk
(http://www.propertyfranchise.co.uk/)
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