Director/PDMR Shareholding

B.P. Marsh & Partners PLC

12 December 2024

 

12 December 2024

B.P. Marsh & Partners Plc

("B.P. Marsh" or the "Company")

PDMR and Director Dealings

B.P. Marsh (AIM: BPM), the specialist investor in early-stage financial services businesses, has been notified of the sale of Ordinary Shares of 10p each in the Company ("Ordinary Shares") on 11 December 2024 at the open market price of 740p per share by Ms. Alice Foulk, Managing Director, Mr. Dan Topping, Chief Investment Officer and Ms. Francesca Chappell, Chief Finance Officer.  The Ordinary Shares sold were held under the B.P. Marsh Joint Share Ownership Plan (the "JSOP") ("JSOP Shares").

The JSOP was established on 13 June 2018 and announced by the Company on the same date. On this date the Employee Participants entered into individual Joint Ownership Agreements ("JOAs") with JTC Employer Solutions Trustee Limited (formerly RBC Cees Trustee Limited) (the "EBT") as part of the Company's remuneration and staff incentive arrangements.

The beneficial interests in the JSOP Shares are jointly held between the relevant employee and the EBT. The terms of the JOAs included a minimum vesting period of three years and, subject to the Employee Participant remaining employed for this duration, state that upon sale of the vested shares the proceeds of sale will be divided between the joint owners so that the EBT receives 312.6p per share (which represents the Initial Threshold Value of 281p plus a hurdle amount of 3.75% per annum during the vesting period) and the Employee Participant is entitled to the balance of 427.4p per share. The JOAs matured as fully vested on 13 June 2021 and Ms. Foulk, Mr. Topping and Ms. Chappell have now partially exercised their right to sell 30,000 JSOP Shares in aggregate.

Alice Foulk has sold 10,000 Ordinary Shares for a price of 740p per share. As a result of the transaction, Alice's beneficial interest in the Company is as follows:

Ordinary Shares held under SOP(1)	260,000
Ordinary Shares held under JSOP	80,415
Ordinary Shares held directly	23,428
Ordinary Shares held under SIP(2)	15,362
Total	379,205
Shareholding Percentage	1.02%

Dan Topping has also sold 10,000 Ordinary Shares for a price of 740p per share. As a result of the transaction, Dan's beneficial interest in the Company is as follows:

Ordinary Shares held under SOP(1)	220,000
Ordinary Shares held under JSOP	157,465
Ordinary Shares held directly*	142,281
Ordinary Shares held under SIP(2)	15,949
Total	535,695
Shareholding Percentage	1.45%

* including 11,434 shares owned by his wife Claire Cronin and 1,758 shares owned by his daughter Felicity Topping

Francesca Chappell has also sold 10,000 Ordinary Shares for a price of 740p per share. As a result of the transaction, Francesca's beneficial interest in the Company is as follows:

Ordinary Shares held under SOP(1)	137,500
Ordinary Shares held under JSOP	76,104
Ordinary Shares held under SIP(2)	15,362
Ordinary Shares held directly	587
Total	229,553
Shareholding Percentage	0.62%

Notes:

⁽¹⁾         The Company established a Share Option Plan ("SOP") for certain employees and directors, as announced on 20 November 2023.

⁽²⁾         The Company also established an HMRC approved Share Incentive Plan ("SIP") during the year to 31 January 2017.

The information below, set out in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Alice Foulk
2	Reason for notification
a)	Position / status	Managing Director, PDMR
b)	Initial notification / amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	B.P. Marsh & Partners Plc
b)	LEI	2138008G8EPE3HAHEM13
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	ISIN: GB00B0XLRJ79
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volumes(s)	Price(s) £7.40 Volume(s) 10,000
d)	Aggregated information	N/A
e)	Date of the transaction	24-12-11
f)	Place of the transaction	London Stock Exchange, AIM (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Daniel Topping
2	Reason for notification
a)	Position / status	Chief Investment Officer, PDMR
b)	Initial notification / amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	B.P. Marsh & Partners Plc
b)	LEI	2138008G8EPE3HAHEM13
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	ISIN: GB00B0XLRJ79
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volumes(s)	Price(s) £7.40 Volume(s) 10,000
d)	Aggregated information	N/A
e)	Date of the transaction	24-12-11
f)	Place of the transaction	London Stock Exchange, AIM (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Francesca Chappell (née Lowley)
2	Reason for notification
a)	Position / status	Chief Finance Officer, PDMR
b)	Initial notification / amendment	Initial
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	B.P. Marsh & Partners Plc
b)	LEI	2138008G8EPE3HAHEM13
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	ISIN: GB00B0XLRJ79
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volumes(s)	Price(s) £7.40 Volume(s) 10,000
d)	Aggregated information	N/A
e)	Date of the transaction	24-12-11
f)	Place of the transaction	London Stock Exchange, AIM (XLON)

For further information, please visit www.bpmarsh.co.uk or contact:
B.P. Marsh & Partners Plc Brian Marsh OBE / Alice Foulk	[phone]
Nominated Adviser & Joint Corporate Broker: Panmure Liberum Limited Atholl Tweedie / Amrit Mahbubani / Ailsa MacMaster	[phone]
Joint Corporate Broker: Singer Capital Markets Advisory LLP Charles Leigh Pemberton / James Moat / Asha Chotai	[phone]
Financial PR & Investor Relations: Tavistock Simon Hudson / Katie Hopkins	[e-mail] [phone]

Notes to Editors:

B.P. Marsh's current portfolio contains seventeen companies. More detailed descriptions of the portfolio can be found at www.bpmarsh.co.uk.

Since formation over 30 years ago, the Company has assembled a management team with considerable experience both in the financial services sector and in managing private equity investments. Many of the directors have worked with each other in previous roles, and all have worked with each other for over ten years.

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