REG - S4 Capital PLC - Director/PDMR Shareholding

S4 CapitalAnnouncement

03/04/2024 16:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240403:nRSC2124Ja&default-theme=true

RNS Number : 2124J  S4 Capital PLC  03 April 2024

S4 CAPITAL PLC

("S4 Capital" or the "Company")

Notification of transactions by Persons Discharging Managerial
Responsibilities ("PDMRs")

On 28 March 2024, in accordance with the terms of Mary Basterfield's
appointment, the Nomination and Remuneration Committee of S4 Capital granted
market value options over 616,620 ordinary shares of £0.25 each ("Shares") in
the Company ("Options") and a conditional share award over 616,621 Shares
("Award") under the Company's Employee Share Ownership Plan (together, the
"Grant") to Mary Basterfield, a PDMR. No consideration was paid for the
Grant.

The Options are exercisable at a price of 40.54 pence per Share, equivalent to
the 30-day volume weighted average price per Share on the date of grant. The
Grant will vest on 2 August 2026, being the fourth anniversary of the first
annual grant made to Mary Basterfield under the terms of her appointment,
subject to the Company's determination that the applicable performance
conditions have been satisfied.

The Company additionally announced that on 28 March 2024, the Nomination and
Remuneration Committee made the following conditional award under the Employee
Share Ownership Plan 2023 Long Term Incentive Plan (the "LTIP") to Jean-Benoit
Berty, a PDMR of the Company.  No consideration was paid for the grant of the
LTIP award.

The LTIP award comprises a premium priced Options over 924,930 Shares and a
conditional share award over 924,931 Shares.  The Options are exercisable at
a price of 200 pence per Share.

The LTIP award was made on 28 March 2024 based on a price of 40.54 pence per
Ordinary Share (equivalent to the 30-day volume weighted average price per
Share prior to the date of grant). The vesting of the LTIP award is subject to
the continued employment of the PDMR, malus and clawback provisions and the
satisfaction of performance conditions set by the Nomination and Remuneration
Committee, and normally vests on the later of the third anniversary of the
date of grant and the determination of the performance conditions.

Both the Grant and the LTIP award are being issued as part of a long-term
equity incentive plan to ensure Mary and Jean-Benoit have a significant share
interest in the Company which aligns with the other executive directors and
shareowners more generally, while being subject to the achievement of certain
performance conditions.

This notification is made under Article 19(1) of the EU Market Abuse
Regulation 596/2014 as it forms part of domestic law by virtue of the European
Union (Withdrawal) Act 2018 ("MAR"). The information set out below is
provided in accordance with the requirements of Article 19(3) of MAR.

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                                            Mary Basterfield
 2   Reason for the notification
 a)  Position/status                                                                 Group Chief Financial Officer / Executive Director
 b)  Initial notification /Amendment                                                 Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            S4 Capital plc
 b)  LEI                                                                             21380068SP9V65KPQN68
 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 and identification  Description: Ordinary shares of 25 pence each (Ordinary Shares)
     code

                                                                                     ID Code: GB00BFZZM640
 b)  Nature of the transaction                                                       Grant of options over Ordinary Shares in the Company and conditional share

                                                                               award over Ordinary Shares in the Company.

 c)  Price(s) and volume(s)                                                          Price (s)                                                          Volumes (s)
                                                                                     Market value options with an exercise price of £0.4054 per Share   616,620
                                                                                     Nil for conditional share awards                                   616,621
 d)  Aggregated information

     -       Volume

n/a
     -       Price

     -       Total
 e)  Date of the transaction                                                         28 March 2024
 f)  Place of the transaction                                                        Outside a trading venue

d)

Aggregated information

-       Volume

-       Price

-       Total

 

n/a

e)

Date of the transaction

28 March 2024

f)

Place of the transaction

Outside a trading venue

 

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                                            Jean-Benoit Berty
 2   Reason for the notification
 a)  Position/status                                                                 Chief Operating Officer / PDMR
 b)  Initial notification /Amendment                                                 Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            S4 Capital plc
 b)  LEI                                                                             21380068SP9V65KPQN68
 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 and identification  Description: Ordinary shares of 25 pence each (Ordinary Shares)
     code

                                                                                     ID Code: GB00BFZZM640
 b)  Nature of the transaction                                                       Grant of options over Ordinary Shares in the Company and conditional share

                                                                               award over Ordinary Shares in the Company.

 c)  Price(s) and volume(s)                                                          Price (s)                                                          Volumes (s)
                                                                                     Premium priced options with an exercise price of £2.00 per Share   924,930
                                                                                     Nil for conditional share awards                                   924,931
 d)  Aggregated information

     -       Volume

n/a
     -       Price

     -       Total
 e)  Date of the transaction                                                         28 March 2024
 f)  Place of the transaction                                                        Outside a trading venue

d)

Aggregated information

-       Volume

-       Price

-       Total

 

n/a

e)

Date of the transaction

28 March 2024

f)

Place of the transaction

Outside a trading venue

 

Tim Maw

Deputy Company Secretary

+44 (0) 20 3793 0003

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  DSHIJMITMTAMBPI