REG - Eurowag - Director/PDMR Shareholding

WAG Payment SolutionsAnnouncement

12/05/2023 09:15

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RNS Number : 2488Z  Eurowag  12 May 2023

 

W.A.G payment solutions plc

(the "Company" or "Eurowag")

Notification and public disclosure of transactions by PDMR

Acceptance of Options

W.A.G payment solutions plc (the "Company") a leading pan-European integrated
payments and mobility platform focused on the Commercial Road Transportation
("CRT") industry, today announces that on 12 May 2023 the following awards
over ordinary shares of 1 pence each in the Company were accepted by the
following person(s) discharging managerial responsibilities:

 Participant  Position                 Award                    Number of Shares under Award
 Oskar Zahn   Chief Financial Officer  Performance Share Award  682,395
 Oskar Zahn   Chief Financial Officer  Buy-Out Related Awards   775,570

The Performance Share Award was granted on 20 April 2023 under the Company's
Performance Share Plan and will ordinarily vest on the third anniversary of
its grant, subject to Mr Zahn's continued service and the extent to which the
Performance Share Award's performance conditions (described below) are
satisfied.

The performance vesting of a distinct 60 per cent of the Performance Share
Award (the "EPS Part") will be dependent on the Company's adjusted basic
earnings per share for its financial year ending 31 December 2025 ("EPS
2025"). One-quarter of the EPS Part shall vest for EPS 2025 of 11.5 cents and
full vesting of the EPS Part shall apply for EPS 2025 of 14.24 cents or
better. Pro-rata vesting of the EPS Part shall apply between such targets.

The performance vesting of a distinct 40 per cent of the Performance Share
Award (the "TSR Part") will be dependent on the Company's total shareholder
return ("TSR") performance over the performance period 1 January 2023 to 31
December 2025 relative to the TSR performance (over the same period) of a
comparator group of companies (the constituents of the FTSE 250 Index
(excluding investment trusts) as at the start of the performance period).

The Performance Share Award is structured as an option with a nominal option
price of 1p per share and is subject to a two-year post vesting holding period
(net of sales for applicable taxes).

The Buy-Out Related Awards were granted on 20 April 2023 under a one-off
arrangement delivered under the Company's Employee Share Plan to recognise the
value of incentive awards granted by his previous employer that were forfeited
on his departure from his previous employment.

The Buy-Out Related Awards comprise five distinct Awards as follows:

 Award      Notes                                        Normal Vesting Date  Number of Shares  under Award
 Award I    Relates to a forfeited time based award      10 May 2026          37,689
 Award II   Relates to a forfeited time based award      8 March 2027         45,240
 Award III  Relates to a forfeited deferred bonus award  8 March 2024         79,233
 Award IV   Relates to a forfeited LTIP award            10 May 2024          251,391
 Award V    Related to a forfeited LTIP award            8 March 2025         362,017

The Buy-Out Related Awards shall ordinarily vest on their Normal Vesting Date
subject to Mr Zahn's continued service through to the relevant dates and in
the case of Award IV and Award V to the extent to which their performance
conditions are met.

Award IV is subject to the same EBITDA per share related performance
conditions attached to the main senior awards granted to others under the
Company's Performance Share Plan at the time of the Company's admission to the
London Stock Exchange in 2021. Award V is subject to the same EPS and relative
TSR performance conditions attached to senior awards granted to others under
the Company's Performance Share Plan in 2022. Full details of such performance
conditions have been previously reported in the Company's Annual Reports.

The Buy-Out Related Awards are each structured as an option with a nominal
option price of 1p per share and Award IV and Award V are subject to a
two-year post vesting holding period (net of sales for applicable taxes).

The information set out below is provided in accordance with the requirements
of Article 19(3) of the Market Abuse Regulation (EU) No 596/2014.

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Oskar Zahn

 2   Reason for Notification
 a)  Position/status                                              Chief Financial Officer

 b)  Initial notification/Amendment                               Initial Announcement
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         W.A.G payment solutions plc
 b)  LEI                                                          213800HU63CWV5J8YK95

 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                                          ISIN GB00BLGXWY71
 b)  Nature of the transaction                                    Acceptance of awards under (1) the Company's Performance Share Plan and (2) a
                                                                  one-off arrangement delivered under the Company's Employee Share Plan.

 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)

                                                            1. Nil

                                                                            682,395

                                                                  2. Nil    775,570
 d)  Aggregated information

     -  Aggregated volume                                         1,457,965

     -  Price                                                     Nil
 e)  Date of the transaction                                      12 May 2023
 f)  Place of the transaction                                     Outside of a trading venue

d)

Aggregated information

-  Aggregated volume

-  Price

 

1,457,965

Nil

e)

Date of the transaction

12 May 2023

f)

Place of the transaction

Outside of a trading venue

 

ENQUIRIES:

Eurowag

Carla Bloom

Head of Investor Relations and Communications

+44 (0) 789 109 4542

investors@eurowag.com (mailto:investors@eurowag.com)

Instinctif Partners

Tim McCall, Galyna Kulachek, Bryn Woodward

IR and international media +44 (0)20 7457 2020

eurowag@instinctif.com (mailto:eurowag@instinctif.com)

About Eurowag

Eurowag was founded in 1995 and is a leading pan-European integrated payments
and mobility platform focused on the Commercial Road Transportation ("CRT")
industry. Eurowag's innovative solutions makes life simpler for small and
medium businesses in the CRT industry across Europe through its unique
combination of payments solutions, seamless technology, a data-driven digital
ecosystem and high-quality customer service. https://investors.eurowag.com

 

 

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