REG - Victrex PLC - Director/PDMR Shareholding

VictrexAnnouncement

12/02/2026 15:30

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RNS Number : 8282S  Victrex PLC  12 February 2026

12 February 2026

Victrex plc

Grant of Nil-Cost Options

On 12 February 2026 (the "Grant Date") the Company granted awards in the form
of nil-cost options over a total of 318,449 ordinary shares in Victrex to Dr.
James Routh, Chief Executive Officer, comprising:

 

(a)      three standalone awards over the number of shares specified in
the table below, which reflect three long-term incentive awards forfeited by
Dr Routh as a result of him ceasing to be an employee of his previous
employer, AB Dynamics plc, in order to join Victrex, as agreed as part of his
recruitment package (the "Buyout Awards")

 

                                        Number of Victrex shares  Normal Vesting Date*
 Part 1 of the 2023 LTIP Buy-Out Award  25,530                    4 December 2025
 2024 LTIP Buy-Out Award                54,538                    8 February 2027
 2025 LTIP Buy-Out Award                66,380                    29 November 2027

 

*The Awards will vest on the later of their Normal Vesting Date and the date
on which the extent of achievement against the applicable performance
conditions is determined and approved by the Victrex Remuneration Committee.

 

(b)      two awards under the Victrex 2019 Long Term Incentive Plan (the
"LTIP") over 21,501 Shares ("Part 2 of the 2023 LTIP Buy-Out Award") and
150,500 Shares (the "2026 LTIP Award").

 

Buyout award terms

 

The buy-out arrangements were structured in accordance with the principles set
out in the Company's approved Directors' Remuneration Policy, in particular
that they are limited to a reasonable estimate of value of remuneration lost
when leaving the former employer and reflect the delivery mechanism, time
horizons and performance requirements attached to that remuneration. The
structure of the awards mirrors what was forfeited on leaving AB Dynamics, and
the conversion into Victrex shares on joining provides alignment with Victrex
shareholders. The Buyout Awards (including Part 2 of the 2023 LTIP Buy-Out
Award) are, therefore, subject to the same performance conditions (where
applicable) and post-vesting holding periods as the forfeited AB Dynamics LTIP
awards. Further details will be contained within the 2026 Directors'
Remuneration Report.

 

The Buyout Awards (including Part 2 of the 2023 LTIP Buy-Out Award) will
become exercisable on the same dates as the awards they replace (provided the
Company's remuneration committee can assess the extent to which the
performance conditions are met) and any shares acquired are subject to the
same holding periods.

 

The number of ordinary shares over which the Buyout Awards were granted was
based on the mid-market closing share price of Victrex and AB Dynamics plc on
31 December 2025, being the latest dealing date prior to Dr. Routh commencing
employment with Victrex on 1 January 2026.

The exercise of the Buyout Awards will not be satisfied with an issue of
shares or a transfer of treasury shares.

2026 LTIP Award

The 2026 LTIP Award has been granted with a value representing 175% of Dr
Routh's base salary as at the Grant Date.

The 2026 LTIP Award will vest based on the achievement of EPS, TSR, ROIC and
sustainability targets over a 3-year performance period. The detailed
performance conditions will be provided in the 2026 Directors' Remuneration
Report. The 2026 LTIP Award is subject to a holding period ending on the fifth
anniversary of the date of grant.

The number of shares over which the 2026 LTIP Award was granted was calculated
based on a share price of £6.9767, being the mid-market price quoted over a
three-day average immediately preceding the Grant Date.

Notes:

As a result of these transactions, Dr. James Routh holds options over 318,449
ordinary shares in the Company.

The Notification of Dealing Forms set out below are provided in accordance
with the requirements of the UK Market Abuse Regulation.

Enquiries:

Andrew Hanson, Director of Investor Relations, Corporate Communications &
ESG +44 (0) 7809 595831

About Victrex:

Victrex is an innovative world leader in high performance polymer solutions,
focused on the strategic markets of Automotive, Aerospace, Energy &
Industrial, Electronics and Medical. Every day, millions of people rely on
products or applications which contain our sustainable materials, from
smartphones, aircraft and cars to energy operations and medical devices. With
over 40 years' experience, we are moving beyond the polymer into semi-finished
and finished products which shape future performance for our customers and our
markets, enable environmental and societal benefit for our customers and drive
value for our shareholders. Find out more at www.victrexplc.com
(http://www.victrexplc.com)

Registered Office: Victrex Technology Centre, Hillhouse International,
Thornton Cleveleys, Lancashire, FY5 4QD

Registered Number: 2793780, England and Wales

 

Buyout Awards

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             James Routh
 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                                             Victrex plc
 (b)  LEI                                              213800UYNPHAUNHPXL67
 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          Nil-cost options over ordinary shares of 1p each
      Identification code of the Financial Instrument  GB0009292243
 (b)  Nature of the transaction                        Grant of nil-cost options to acquire ordinary shares in the Company in
                                                       compensation for awards forfeited on leaving former employer
 (c)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       25,530
                                                       Nil       54,538
                                                       Nil       66,380
 (d)  Aggregated information:

      -       Aggregated volume                        N/A

                                                       Nil

      -       Price
 (e)  Date of the transaction                          12 February 2026
 (f)  Place of the transaction                         Outside a trading venue

(d)

Aggregated information:

-       Aggregated volume

 

-       Price

 

N/A

Nil

(e)

Date of the transaction

12 February 2026

(f)

Place of the transaction

Outside a trading venue

 

 

2026 LTIP Award

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             James Routh
 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                                             Victrex plc
 (b)  LEI                                              213800UYNPHAUNHPXL67
 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          Nil-cost options over ordinary shares of 1p each
      Identification code of the Financial Instrument  GB0009292243
 (b)  Nature of the transaction                        Grant of two LTIP awards (in the form of nil-cost options to acquire ordinary
                                                       shares in the Company)

 (c)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       21,501
                                                       Nil       150,500
 (d)  Aggregated information:

      -       Aggregated volume                        N/A

                                                       Nil

      -       Price
 (e)  Date of the transaction                          12 February 2026
 (f)  Place of the transaction                         Outside a trading venue

(d)

Aggregated information:

-       Aggregated volume

 

-       Price

 

N/A

Nil

(e)

Date of the transaction

12 February 2026

(f)

Place of the transaction

Outside a trading venue

 

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