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REG - Smiths News PLC - Director/PDMR Shareholding

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RNS Number : 5599R  Smiths News PLC  03 February 2026

Smiths News plc
Director/PDMR Shareholding

Smiths News plc (the "Company") announces that it has been notified of the
following transactions in the Company's ordinary 5p shares undertaken by
directors / persons discharging managerial responsibility:

Long Term Incentive Plan FY2026 - 2028 ('LTIP')

The following awards were granted to, and accepted by, Jonathan Bunting (Chief
Executive Officer) and Richard Clay (Chief Financial Officer) as conditional
awards, where a participant may receive an allocation of shares following the
normal vesting date, subject to (i) the extent to which the applicable
performance conditions have been satisfied at the end of the three-year
performance period and (ii) their continuing employment at that time.

As indicated in the Company's Directors' Remuneration Report (published as
part of the Company's 2025 Annual Report and Accounts on 16 December 2025),
the Company confirms that the extent of any vesting of this LTIP award will
depend on the achievement of the following performance conditions:

 

                      Relative TSR vs FTSE Small Cap Index (excluding investment trusts) over the   Final Year Profit from Growth and Diversified Activities in FY2028
                      three-year performance period

                      70% weighting

                                                                                                    30% weighting                                                        Proportion exercisable
 Performance Period   1 September 2025 to 26 August 2028
 Performance Targets  Below Median                                                                  Below £4.29m                                                         Zero
                      Median                                                                        £4.29m                                                               25%
                      Between Median and Upper Quartile                                             Between £4.29m and £6.90m                                            25%-100%
                      Upper Quartile                                                                £6.90m                                                               100%

 

 

The Company has considered carefully the level of target performance and the
corresponding performance range for each performance measure to ensure that
they are sufficiently stretching and promote long-term sustainable success.

Any vested shares will be subject to a holding period of two years from the
vesting date and will be subject to customary malus and clawback events.  The
value of any dividends accrued, in the form of dividend equivalents, will
normally be paid in cash at the end of period (third anniversary) based on the
number of vested shares.

No consideration was paid for the grant of the award. For the purposes of this
award, the grant was made at a share price of 66.01p.

 Name of Participant  Form of Award      Normal Vesting Date                                                           Maximum Number of Shares

 Jonathan Bunting     Conditional award  The day following the end of the performance period on which the performance  1,003,757
                                         conditions have been assessed and notified to the Participant
 Richard Clay         Conditional award  The day following the end of the performance period on which the performance  653,905
                                         conditions have been assessed and notified to the Participant

 

As noted in the Company's Directors' Remuneration Report, the LTIP grant
levels are equivalent to 125% of base salary at grant for the Chief Executive
Officer and 110% of base salary at grant for the Chief Financial Officer.

 

The relevant notifications set out below are provided in accordance with the
requirements of Article 19 of the EU Market Abuse Regulation.

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Jonathan Bunting

 2    Reason for the notification

 a)   Position/status                                              Chief Executive Officer

 b)   Initial notification /Amendment                              Initial Notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Smiths News plc

 b)   LEI                                                          2138004033ONVOOQXB02

 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 5p shares

      Identification code                                          ISIN: GB00B17WCR61

 b)   Nature of the transaction                                    Grant of 1,003,757 nil cost options pursuant to the Long Term Incentive Plan

 c)   Price(s) and volume(s)

                                                                                         Price(s)              Volume(s)
                                                                                         Nil consideration     1,003,757

 d)   Aggregated information                                       n/a single transaction

      - Aggregated volume

      - Price

 e)   Date of the transaction                                      2 February 2026

 f)   Place of the transaction                                     Grant of the options took place outside of a trading venue

 

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Richard Clay

 2    Reason for the notification

 a)   Position/status                                              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                                                         Smiths News plc

 b)   LEI                                                          2138004033ONVOOQXB02

 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 5p shares

      Identification code                                          ISIN: GB00B17WCR61

 b)   Nature of the transaction                                    Grant of 653,905 nil cost options pursuant to the Long Term Incentive Plan

 c)   Price(s) and volume(s)

                                                                                        Price(s)             Volume(s)
                                                                                        Nil consideration    653,905

 d)   Aggregated information                                       n/a single transaction

      - Aggregated volume

      - Price

 e)   Date of the transaction                                      2 February 2026

 f)   Place of the transaction                                     Grant of the options took place outside of a trading venue

 

 

Person responsible for arranging release of this announcement:

Karen Mills, Deputy Company Secretary

Smiths News plc

Rowan House

Cherry Orchard North

Kembrey Park

Swindon

SN2 8UH

Email: cosec@smithsnews.co.uk

LEI: 2138004O33ONVOOQXB02

 

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