REG - XPS Pensions Group - Director/PDMR Shareholding

XPS PensionsAnnouncement

17/07/2023 07:00

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RNS Number : 1502G  XPS Pensions Group PLC  17 July 2023

17 July 2023

XPS Pensions Group plc

(the "Company")

 

TRANSACTIONS BY DIRECTORS / PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES

 

XPS announces that, on 17 July 2023, Ben Bramhall (Co-Chief Executive
Officer), Paul Cuff (Co-Chief Executive Officer) and Snehal Shah (Chief
Financial Officer), all Directors and persons discharging managerial
responsibilities ("PDMRs"), were granted awards under the Company's
Performance Share Plan ("PSP") as set out below.

The value of the awards was calculated by reference to the price of an
ordinary share on 14 July 2023, being £1.87. The awards were structured as
main awards of 150% of salary for the Co-Chief Executive Officers and 125% of
salary for the Chief Financial Officer; and an additional one-off award of 25%
of salary granted to the Co-Chief Executive Officers and Chief Financial
Officer. The awards were made in the form of nominal-cost options which will
generally become exercisable on the third anniversary of the date of grant,
subject to the satisfaction of performance targets as set out below.

The main awards are subject to 3 performance targets; (1) 70% of the awards
are subject to an Earnings Per Share (EPS) growth target whereby 25% vests for
compounded annual growth (CAG) of 5% and 100% vests for CAG of 10% (with
vesting on a straight-line basis for performance between 5% and 10% CAG and no
vesting for performance below 5% CAG); (2) 20% of the awards are subject to a
relative Total Shareholder Return (TSR) target whereby 25% vests for median
ranking and 100% vests for upper quartile ranking (with vesting on a
straight-line basis for performance between median and upper quartile ranking
and no vesting for a ranking below median), the TSR Comparator Group consists
of the constituents of the FTSE Small Cap Index (excluding investment trusts);
and (3) 10% of the awards are subject to a performance measure relating to
reducing the Company's CO2 emissions (scope 1 and 2), whereby 25% vests for
20% reduction in emissions / number of employees and 100% vests for 30%
reduction in emissions / number of employees (with vesting on a straight-line
basis for reduction between 20% and 30% and no vesting for a reduction less
than 20%).

100% of the additional awards are subject to an Earnings Per Share (EPS)
growth target, whereby 25% vests for compounded annual growth (CAG) of 10% and
100% vests for CAG of 15% (with vesting on a straight-line basis for
performance between 10% and 15% CAG and no vesting for performance below 10%
CAG).

Once vested, the options will be exercisable until the tenth anniversary of
the date of grant, unless the exercise period is shortened in accordance with
the PSP rules.

Further details are set out in the below notification, made in accordance with
the requirements of the UK Market Abuse Regulation.

 

 1.  Details of PDMR/person closely associated with them ('PCA')
 a)  Name                                           Benjamin Bramhall
 b)  Position/status                                Co-Chief Executive Officer / PDMR
 c)  Initial notification/                          Initial notification

     amendment
 2.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                           XPS Pensions Group plc
 b)  LEI                                            2138004Y8OBPJEAACJ11
 3.  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 transaction(s) has been conducted
 a)  Description of the financial  instrument       Ordinary shares of 0.05 pence each ("Ordinary Shares")

                                                    ISIN: GB00BDDN1T20

 b)  Nature of the transaction                     Grant of nominal-cost option over Ordinary Shares under the XPS Pensions Group
                                                   plc Performance Share Plan, which will vest on 17 July 2026, subject to the
                                                   satisfaction of performance conditions.
 c)  Price(s) and                                  Price(s)  Volume(s)

                                             0.05p     333,200 Ordinary Shares
     volume(s)

 

 d)  Aggregated information                        n/a (single transaction)

     Aggregated volume

     Price
 e)  Date of the transaction                       17 July 2023
 f)  Place of the transaction                      London Stock Exchange (XLON)

 

 

d)

Aggregated information

 

Aggregated volume

Price

n/a (single transaction)

 

e)

Date of the transaction

17 July 2023

f)

Place of the transaction

 

London Stock Exchange (XLON)

 

 

 1.  Details of PDMR/person closely associated with them ('PCA')
 a)  Name                                           Paul Cuff
 b)  Position/status                                Co-Chief Executive Officer / PDMR
 c)  Initial notification/                          Initial notification

     amendment
 2.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                           XPS Pensions Group plc
 b)  LEI                                            2138004Y8OBPJEAACJ11
 3.  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 transaction(s) has been conducted
 a)  Description of the financial  instrument       Ordinary shares of 0.05 pence each ("Ordinary Shares")

                                                    ISIN: GB00BDDN1T20

 b)  Nature of the transaction                     Grant of nominal-cost option over Ordinary Shares under the XPS Pensions Group
                                                   plc Performance Share Plan, which will vest on 17 July 2026, subject to the
                                                   satisfaction of performance conditions.
 c)  Price(s) and                                  Price(s)  Volume(s)

                                             0.05p     333,200 Ordinary Shares
     volume(s)

 

 d)  Aggregated information                        n/a (single transaction)

     Aggregated volume

     Price
 e)  Date of the transaction                       17 July 2023
 f)  Place of the transaction                      London Stock Exchange (XLON)

 

 

d)

Aggregated information

 

Aggregated volume

Price

n/a (single transaction)

 

e)

Date of the transaction

17 July 2023

f)

Place of the transaction

 

London Stock Exchange (XLON)

 

 

 1.  Details of PDMR/person closely associated with them ('PCA')
 a)  Name                                           Snehal Shah
 b)  Position/status                                Chief Financial Officer / PDMR
 c)  Initial notification/                          Initial notification

     amendment
 2.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                           XPS Pensions Group plc
 b)  LEI                                            2138004Y8OBPJEAACJ11
 3.  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 transaction(s) has been conducted
 a)  Description of the financial  instrument       Ordinary shares of 0.05 pence each ("Ordinary Shares")

                                                    ISIN: GB00BDDN1T20

 b)  Nature of the transaction                     Grant of nominal-cost option over Ordinary Shares under the XPS Pensions Group
                                                   plc Performance Share Plan, which will vest on 17 July 2026, subject to the
                                                   satisfaction of performance conditions.
 c)  Price(s) and                                  Price(s)  Volume(s)

                                             0.05p     241,239 Ordinary Shares
     volume(s)

 

 d)  Aggregated information                        n/a (single transaction)

     Aggregated volume

     Price
 e)  Date of the transaction                       17 July 2023
 f)  Place of the transaction                      London Stock Exchange (XLON)

 

 

d)

Aggregated information

 

Aggregated volume

Price

n/a (single transaction)

 

e)

Date of the transaction

17 July 2023

f)

Place of the transaction

 

London Stock Exchange (XLON)

 

 

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