REG - Spectris PLC - Director/PDMR Shareholding
19/04/2022 16:45
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RNS Number : 6473I Spectris PLC 19 April 2022
Spectris plc: Director/PDMR Shareholding
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") and relates to the grant of share awards
under the terms of the Spectris Long Term Incentive Plan ("LTIP") and the
Spectris Deferred Bonus Plan("DBP") to persons discharging managerial
responsibilities ("PDMRs").
On 19 April 2022, Spectris plc (the "Company") was informed that, Derek
Harding and Andrew Heath, the Executive Directors and PDMRs of the Company
accepted awards, on 14 and 19 April 2022 respectively, granted by the Company
of nominal-cost share options over ordinary 5p shares on 17 March 2022,
pursuant to both the terms of the LTIP ("LTIP Awards") and the DBP ("DBP
Awards"), as set out below:
Name Position Maximum number of shares that may vest under the LTIP Awards granted (1,2) Number of shares under DBP Award
Derek Harding Chief Financial Officer 51,637 11,249
Andrew Heath Chief Executive 66,313 17,407
1. Includes 1.4X multiplier. More details on the performance
conditions attached to these LTIP Awards and the multiplier can be found in
the Company's 2020 Remuneration Policy.
2. Derek Harding's and Andrew Heath's LTIP nominal-cost options are
linked to a grant of market-value share options ("Linked Options"). Linked
Options are granted up to the £30,000 limit under the HMRC's Company Share
Option Plan. For the avoidance of doubt, no additional gross value can be
delivered from the exercise of these Linked Options under the terms of the
LTIP.
The total number of ordinary shares over which these LTIP Awards and DBP
Awards were accepted represents 0.13% of the Company's issued ordinary share
capital on 19 April 2022.
No consideration was paid for the grant of the LTIP Awards and the DBP Awards.
The vesting of these LTIP Awards is subject to the continued employment of the
Executive Directors, malus and clawback provisions and the satisfaction of
performance conditions set by the Remuneration Committee of the Company. The
LTIP Awards will normally vest on the later of the third anniversary of grant
and the determination of the performance conditions. The Executive Directors'
LTIP Awards are then subject to an additional two-year vesting period. To the
extent that these LTIP Awards vest, they are exercisable for a period of five
years from the end of the additional vesting period.
The DBP Awards are not subject to performance conditions. All DBP Awards are
subject to malus and clawback provisions. DBP Awards will normally vest, and
become exercisable, on the third anniversary of the date of grant subject to
continued employment.
The nominal award price payable by each participant on the exercise of these
LTIP Awards and DBP Awards is 5 pence per share.
While the Remuneration Committee (the "Committee") recognises that the grant
of these awards have been made during a period of market turbulence, the
Committee believes that this is not specific to the Company and the Committee
has determined that the price used to calculate the number of shares awarded
is appropriate and is consistent with the Company's historic practice.
The Committee recognises that there will be a further opportunity to review
the appropriateness of the approach taken in the context of further
developments during the relevant LTIP performance period, to avoid any
unacceptable 'windfall' gains. On vesting, the Committee will review this as
part of its general consideration of the appropriateness of the formulaic
application of the LTIP performance conditions.
The information set out below is provided in accordance with the requirements
of Article 19(3) of MAR and provides further detail:
1 Details of the persons discharging managerial responsibilities
a) Name(s) Derek Harding
2 Reason for the notification
a) Position/status Director and PDMR
b) Initial notification/Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Spectris plc
b) LEI 213800Z4CO2CZO3M3T10
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 Option granted over ordinary shares of 5p each
Identification code GB0003308607
b) Nature of the transaction Acceptance of a grant of a share option over ordinary shares of 5p each on 14
April 2022, pursuant to the terms of the LTIP and DBP.
c) Price(s) and volume(s) Price(s) Volume(s)
£0.05 LT
IP
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£0.05 DBP nominal-cost share option of 11,249 ordinary 5p shares.
d) Aggregated information Aggregated Volume 62,886
Price £3,144.30
e) Date of the transaction 14 April 2022
f) Place of the transaction Outside a trading venue
1 Details of the persons discharging managerial responsibilities
a) Name(s) Andrew Heath
2 Reason for the notification
a) Position/status Director and PDMR
b) Initial notification/Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Spectris plc
b) LEI 213800Z4CO2CZO3M3T10
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 Option granted over ordinary shares of 5p each
Identification code GB0003308607
b) Nature of the transaction Acceptance of a grant of a share option over ordinary shares of 5p each on 19
April 2022, pursuant to the terms of the LTIP and DBP.
c) Price(s) and volume(s) Price(s) Volume(s)
£0.05 LT
IP
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£0.05 DBP nominal-cost share option of 17,407 ordinary 5p shares.
d) Aggregated information Aggregated Volume 83,720
Price £4,186.00
e) Date of the transaction 19 April 2022
f) Place of the transaction Outside a trading venue
Name of contact and telephone number for queries:
Guy Holden
Group Share Plan and Reward Manager
07585 403180
For and on behalf of Spectris plc
LEI Number: 213800Z4CO2CZO3M3T10
Date: 19 April 2022
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