REG - Spire Healthcare Grp - Director/PDMR Shareholding
16/03/2023 10:00
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RNS Number : 1375T Spire Healthcare Group PLC 16 March 2023
Spire Healthcare Group plc
16 March 2023
Notification of Transactions of Persons Discharging Managerial
Responsibilities
This notification is made in accordance with DTR 3.1.4R (1) (a) of the
Disclosure and Transparency Rules.
Grant of Deferred Share Bonus Plan ("DSBP") Awards
Spire Healthcare Group plc (the "Company") announces that on 15 March 2023,
awards (the "DSBP Awards") were granted over the Company's ordinary shares in
the form of nil-cost options to the Directors named below, under the Spire
Healthcare Group plc DSBP.
Under the DSBP, Executive Directors are required to defer a proportion of
their gross cash bonus, received in respect of the full year ended 31 December
2022, into shares in the Company for a period of three years. The Directors
listed below have the following interest in shares as deferred share bonus
awards under the DSBP:
Director Percentage deferral of 2022 gross cash bonus* Deferred Shares
Justin Ash 50% 116,473
Jitesh Sodha 33% 51,569
* To be disclosed in the 2022 Annual Report and Accounts
The share price used to determine the number of Deferred Shares subject to
award was 213.0 pence, being the mid-market closing share price on 14 March
2023 (the dealing day prior to the awards being made).
The DSBP Awards will vest on the third anniversary of the grant date on 15
March 2026, subject to continued employment. Upon vesting, the options will
remain exercisable until 14 March 2033.
Grant of Long Term Incentive Plan ("LTIP") awards
The Company further announces that, on 15 March 2023, a performance share
award was granted over the Company's ordinary shares in the form of nil cost
options to the following Executive Directors and PDMR in the Company, under
the rules of the Spire Healthcare Group plc Long Term Incentive Plan.
Executive Director Maximum number of shares under Award
Justin Ash 541,661
Jitesh Sodha 364,448
Other PDMRs
John Forrest 206,426
The number of shares set out above represents 200% of each Executive
Director's base salary and 125% of John Forrest's base salary. It is the
maximum number which may vest under the LTIP Awards following the end of the
performance period (31 December 2025). The shareholder-approved Remuneration
Policy permits awards of up to 200% of base salary for Executive Directors.
The actual number of shares which vest will depend on the extent to which the
relevant performance conditions have been satisfied.
The performance conditions applicable to the LTIP Awards will be based as
follows:
· 35% on relative total shareholder return (TSR) performance;
· 35% on ROCE performance; and
· 30% on two Operational Excellence measures.
Further details of these performance conditions will be disclosed in the 2022
Annual Report and Accounts when published.
The share price used to determine the number of shares under the LTIP Awards
was 237.4 pence being the average of the mid-market closing share price over
the thirty trading days ending on 14 March 2023.
The transaction place is London.
Notes:
1) For Justin Ash and Jitesh Sodha the 2023 LTIP awards described above
will also be subject to a further two-year holding period following the
vesting date.
2) The actual number of shares which vest under the LTIP awards will
depend on the extent to which the relevant performance conditions are
satisfied in due course.
Name of contact and telephone number for queries:
Philip Davies
Company Secretary
Spire Healthcare Group plc
Tel: 07803 508348
Notification and public disclosure of transaction by persons discharging
managerial responsibility and persons closely associated with them
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Justin Ash
2 Reason for the notification
a) Position/status Chief Executive 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 Spire Healthcare Group plc
b) LEI 213800IBJPW3SE2RA350
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 pence each
Identification code
GB00BNLPYF73
b) Nature of the transaction Grant of performance share awards under the Company's Deferred Share Bonus
Plan
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 116,473
d) Aggregated information As above
- Aggregated volume
- Price
e) Date of the transaction 2023-03-15
f) Place of the transaction XLON
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jitesh Sodha
2 Reason for the notification
a) Position/status Chief Financial 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 Spire Healthcare Group plc
b) LEI 213800IBJPW3SE2RA350
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 pence each
Identification code
GB00BNLPYF73
b) Nature of the transaction Grant of performance share awards under the Company's Deferred Share Bonus
Plan
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 51,569
d) Aggregated information As above
- Aggregated volume
- Price
e) Date of the transaction 2023-03-15
f) Place of the transaction XLON
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Justin Ash
2 Reason for the notification
a) Position/status Chief Executive 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 Spire Healthcare Group plc
b) LEI 213800IBJPW3SE2RA350
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 pence each
Identification code
GB00BNLPYF73
b) Nature of the transaction Grant of performance share awards under the Company's Long Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 541,661
d) Aggregated information As above
- Aggregated volume
- Price
e) Date of the transaction 2023-03-15
f) Place of the transaction XLON
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Jitesh Sodha
2 Reason for the notification
a) Position/status Chief Financial 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 Spire Healthcare Group plc
b) LEI 213800IBJPW3SE2RA350
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 pence each
Identification code
GB00BNLPYF73
b) Nature of the transaction Grant of performance share awards under the Company's Long Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 364,448
d) Aggregated information As above
- Aggregated volume
- Price
e) Date of the transaction 2023-03-15
f) Place of the transaction XLON
a) Name John Forrest
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 Spire Healthcare Group plc
b) LEI 213800IBJPW3SE2RA350
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 pence each
Identification code
GB00BNLPYF73
b) Nature of the transaction Grant of performance share awards under the Company's Long Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
Nil 206,426
d) Aggregated information As above
- Aggregated volume
- Price
e) Date of the transaction 2023-03-15
f) Place of the transaction XLON
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