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REG - Softcat PLC - Director/PDMR Shareholding

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RNS Number : 4794I  Softcat PLC  02 December 2022

2 December 2022

Softcat plc (the "Company")

 

Notification of Transactions by

Persons Discharging Managerial Responsibilities

 

 

The following notification made under article 19.1 of the Market Abuse
Regulation ("MAR") relates to awards of nil-cost options to persons
discharging managerial responsibilities ("PDMR") on 30 November 2022 under the
Softcat plc Long Term Incentive Plan ("LTIP"). This announcement is made in
accordance with Article 19.3 of MAR.

 

Softcat plc Long Term Incentive Plan

 

On 30 November 2022, awards under the Company's Long Term Incentive Plan (the
"LTIP") were made as outlined below.

 

An award of nil-cost options to acquire 64,266 Ordinary shares was made to
Graeme Watt, a director and PDMR. The number of shares over which the nil-cost
option was awarded has been calculated by reference to the closing middle
market quotation of the ordinary shares derived from the Daily Official List
on the dealing day preceding the date of grant (1,287 pence). The award will
vest subject to the performance conditions outlined below. The Company has
previously announced that Graeme Watt shall retire as Chief Executive Officer
in 2023. At the point of retirement, this and all other unvested LTIP awards
made to Mr Watt shall be pro-rated from the respective date of grant to the
date of retirement.

 

An award of nil-cost options to acquire 42,844 Ordinary shares was made to
Graham Charlton, a director and PDMR. The number of shares over which the
nil-cost option was awarded has been calculated by reference to the closing
middle market quotation of the ordinary shares derived from the Daily Official
List on the dealing day preceding the date of grant (1,287 pence). The award
will vest subject to the performance conditions outlined below.

 

Performance Conditions and Vesting of Awards

 

These nil-cost options are subject to the rules of the LTIP and will vest
depending on performance against Total Shareholder Return ("TSR") and Earnings
per Share ("EPS") targets as measured over a three year performance period.

 

40% of the Award will be subject to the Company's relative TSR performance
against the FTSE 250 (excluding real estate and investment trusts):

 

TSR performance                       % of Award
vesting

Below median
                                      Nil

At
median
        30%

Upper quartile or above                       100%

 

There will be straight-line vesting between the points as outlined above.

 

 

60% of the Award will be subject to the Company's EPS for FY 2025:

 

EPS
                        % of Award vesting

Less than 55.8 pence
                             Nil

55.8 pence
 20%

59.6 pence
67%

67.0 pence or above
100%

 

There will be straight-line vesting between 20% and 67% and between 67% and
full vesting.

 

The normal date of vesting for the nil-cost options outlined above will be 30
November 2025 and the last date for exercise will be 29 November 2032, with
dividend equivalents payable in respect of the vesting of nil-cost options in
accordance with the rules of the LTIP.

 

For further information on the LTIP, please refer to the Company's Annual
Report and Accounts.

 

 

 1.  Details of PDMR / person closely associated with them ("PCA")
 a)  Name                                     Graeme Watt

 2.  Reason for the notification
 a)  Position / status                        CEO

 b)  Initial notification / amendment         Initial Notification

 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Softcat plc
 b)  LEI                                                                             213800N42YZLR9GLVC42
 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  Ordinary Shares of £0.0005 each

     Identification Code

                                              ISIN: GB00BYZDVK82
 b)  Nature of the transaction                Grant of nil cost option over Ordinary Shares of £0.0005 each under the
                                              Softcat plc Long Term Incentive Plan
 c)  Price(s) and volume(s)                   Price(s)  Volume(s)
                                              0.00      64,266
 d)  Aggregated information

     Aggregated volume                        N/A

     Price
 e)  Date of the transaction                  30 November 2022
 f)  Place of the transaction                 Outside a trading venue

d)

Aggregated information

Aggregated volume

Price

 

N/A

e)

Date of the transaction

30 November 2022

f)

Place of the transaction

Outside a trading venue

 

 

 

 

 

 

 

 1.  Details of PDMR / person closely associated with them ("PCA")
 a)  Name                                     Graham Charlton

 2.  Reason for the notification
 a)  Position / status                        CFO

 b)  Initial notification / amendment         Initial Notification

 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                                            Softcat plc
 b)  LEI                                                                             213800N42YZLR9GLVC42
 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  Ordinary Shares of £0.0005 each

     Identification Code

                                              ISIN: GB00BYZDVK82
 b)  Nature of the transaction                Grant of nil cost option over Ordinary Shares of £0.0005 each under the
                                              Softcat plc Long Term Incentive Plan
 c)  Price(s) and volume(s)                   Price(s)  Volume(s)
                                              0.00      42,844
 d)  Aggregated information

     Aggregated volume                        N/A

     Price
 e)  Date of the transaction

                                              30 November 2022
 f)  Place of the transaction

                                              Outside a trading venue

d)

Aggregated information

Aggregated volume

Price

 

N/A

e)

Date of the transaction

 

30 November 2022

f)

Place of the transaction

 

Outside a trading venue

 

 

Luke Thomas

 

Company Secretary, Softcat plc

2 December 2022

 

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