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RNS Number : 3212U TClarke PLC 27 March 2023
TClarke plc
("the Company")
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them
The Company announces that on 27(th) March 2023, the following Executive
Directors of the Company were granted nil cost conditional share awards over
ordinary shares of 10p each in Company ("Shares") pursuant to the TClarke 2021
Long-term Incentive Plan ("the Plan") as follows:
Executive Director: Number of conditional shares awarded:
Mark Lawrence 337,843
Mike Crowder 287,934
Trevor Mitchell 253,382
No consideration was paid for the grant of the conditional share awards. The
conditional share awards will normally vest on 27(th) March 2026, being the
third anniversary of the date of grant, and will be subject to continued
employment with the Company.
50% of the award will be subject to satisfaction of the earnings per share
performance condition as set out below:
Annual growth in EPS above CPI* Proportion of award vesting
Less than 3% Nil
3% 25%
Between 3% and 10% Between 25% and 100% on a straight-line basis
Above 10% 100%
*Base point from which performance is measured is based on average underlying
EPS for the two years ended 31(st) December 2022. Earnings per share
calculated by underlying profit before tax divided by weighted average of
number of shares in issue during the financial year.
50% of the award is being made to incentivise the achievement of the Company's
3 year ambitious organic growth plan, achievement of which would substantially
enhance earnings per share. This element of the award will be subject to
satisfaction of the Total Shareholder Return (TSR) performance condition as
set out below:
TSR* Proportion of award vesting
Less than 35% Nil
35% 25%
Between 35% and 50% Between 25% and 100% on a straight-line basis
Above 50% 100%
* Base point share price 150p. The share price at maturity is the 3-month
average to 31 December 2025.
Formal notifications in respect of the conditional share awards to the
Executive Directors are below;
1 Details of the person discharging managerial responsibilities /
person closely associated
a) Name Mark Lawrence
2 Reason for the notification
a) Position/status Group Chief Executive Officer and Executive Director (PDMR).
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name TClarke plc
b) LEI 213800OIP8MU517BK123
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 10 pence each
Identification code
GB0002015021
b) Nature of the transaction Grant of a conditional share award under the Long-term Incentive Plan
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 337,843
d) Aggregated information N/A (single transaction)
- Aggregated volume
- Price
e) Date of the transaction 2023-03-27
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities /
person closely associated
a) Name Mike Crowder
2 Reason for the notification
a) Position/status Group Managing Director and Executive Director (PDMR).
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name TClarke plc
b) LEI 213800OIP8MU517BK123
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 10 pence each
Identification code
GB0002015021
b) Nature of the transaction Grant of a conditional share award under the Long-term Incentive Plan
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 287,934
d) Aggregated information N/A (single transaction)
- Aggregated volume
- Price
e) Date of the transaction 2023-03-27
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities /
person closely associated
a) Name Trevor Mitchell
2 Reason for the notification
a) Position/status Group Finance Director and Executive Director (PDMR).
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name TClarke plc
b) LEI 213800OIP8MU517BK123
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 10 pence each
Identification code
GB0002015021
b) Nature of the transaction Grant of a conditional share award under the Long-term Incentive Plan
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 253,382
d) Aggregated information N/A (single transaction)
- Aggregated volume
- Price
e) Date of the transaction 2023-03-27
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
For further information contact:
TClarke plc
Mark Lawrence Group Chief Executive
Trevor Mitchell Finance Director
Tel: 020 7997 7400
www.tclarke.co.uk (http://www.tclarke.co.uk/)
Cenkos Securities plc (Corporate Broker)
Ben Jeynes (Corporate Finance)
Alex Pollen (Sales)
Tel: 020 7397 8900
www.cenkos.com (http://www.cenkos.com/)
RMS Partners
Simon Courtenay
Tel: 020 3735 551
27 March 2023
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities /
person closely associated
a) Name Mike Crowder
2 Reason for the notification
a) Position/status Group Managing Director and Executive Director (PDMR).
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name TClarke plc
b) LEI 213800OIP8MU517BK123
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 10 pence each
Identification code
GB0002015021
b) Nature of the transaction Grant of a conditional share award under the Long-term Incentive Plan
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 287,934
d) Aggregated information N/A (single transaction)
- Aggregated volume
- Price
e) Date of the transaction 2023-03-27
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
1 Details of the person discharging managerial responsibilities /
person closely associated
a) Name Trevor Mitchell
2 Reason for the notification
a) Position/status Group Finance Director and Executive Director (PDMR).
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name TClarke plc
b) LEI 213800OIP8MU517BK123
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 10 pence each
Identification code
GB0002015021
b) Nature of the transaction Grant of a conditional share award under the Long-term Incentive Plan
c) Price(s) and volume(s)
Price(s) Volume(s)
Nil 253,382
d) Aggregated information N/A (single transaction)
- Aggregated volume
- Price
e) Date of the transaction 2023-03-27
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A (single transaction)
e)
Date of the transaction
2023-03-27
f)
Place of the transaction
Outside a trading venue
For further information contact:
TClarke plc
Mark Lawrence Group Chief Executive
Trevor Mitchell Finance Director
Tel: 020 7997 7400
www.tclarke.co.uk (http://www.tclarke.co.uk/)
Cenkos Securities plc (Corporate Broker)
Ben Jeynes (Corporate Finance)
Alex Pollen (Sales)
Tel: 020 7397 8900
www.cenkos.com (http://www.cenkos.com/)
RMS Partners
Simon Courtenay
Tel: 020 3735 551
27 March 2023
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