Director/PDMR Shareholding

Bakkavor Group PLC

12 April 2024

 

Bakkavor Group plc

Transaction by PDMRS

12 April 2024

Bakkavor Group plc

(the "Company" or "Bakkavor")

NOTIFICATION DEALING WITH GRANT OF AWARDS TO PDMRS

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them in accordance with the Market Abuse Regulations.

LTIP Awards

On 11 April 2024 the following awards over ordinary shares of 2 pence in Bakkavor Group plc were granted under the Bakkavor Group plc Long Term Incentive Plan to the following persons discharging managerial responsibilities:

PDMR	No. of shares under Award	Type of Award
Michael Edwards	972,135	Performance Share Award
Ben Waldron	624,944	Performance Share Award
Donna-Maria Lee	80,096	Restricted Share Award
Donna-Maria Lee	160,192	Performance Share Award
David Selleck	64,809	Restricted Share Award
David Selleck	129,618	Performance Share Award
Shona Taylor	62,494	Restricted Share Award
Shona Taylor	124,988	Performance Share Award
Lee Miley	57,865	Restricted Share Award
Lee Miley	115,730	Performance Share Award
Kamran Lodi	65,978	Restricted Share Award
Kamran Lodi	131,956	Performance Share Award

The awards noted above are structured as nil cost options other than in the case of the awards to Mr Lodi which are structured as conditional awards.

The awards structured as nil cost options will ordinarily become exercisable on the third anniversary of grant subject to the grantee's continued service and, in the case of such Performance Share Awards, only to the extent to which adjusted earnings per share ("EPS"), total shareholder return ("TSR") and environmental social governance ("ESG") performance conditions set for the award are satisfied that each apply in the weighting of EPS 40%, TSR 45% and ESG 15%. Further details of such performance conditions and related targets are as set out in the Directors' Remuneration Report section of our 2023 Annual Report.

The awards granted to Mr Edwards and Mr Waldron include a two-year post-vesting holding period requirement in respect of which vested shares (net of tax) acquired under the awards must be retained until at least the second anniversary of the vesting of the awards.

The awards to Mr Lodi will ordinarily vest on the third anniversary of grant subject to continued service and, in the case of his Performance Share Award, only to the extent to which Bakkavor USA related performance conditions are met.

Deferred Bonus Awards

On 11 April 2024 the following awards over ordinary shares of 2 pence in Bakkavor Group plc were granted under the Bakkavor Group plc Deferred Annual Bonus Plan to the following persons discharging managerial responsibilities:

PDMR	No. of shares (or notional shares) under Award	Type of Award
Michael Edwards	259,651	Nil cost Option
Ben Waldron	166,918	Nil cost Option

The awards noted above are structured as nil cost options and will ordinarily become exercisable on the third anniversary of grant subject to the grantee's continued service.

Notifications

Details of the full notifications received by the Company are set out below.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Michael Edwards
2	Reason for Notification
a)	Position/status	Chief Executive Officer
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	1. Grant of a nil cost option award under the Bakkavor Group plc Long Term Incentive Plan. A Performance Share Award which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. A two year (net of tax) post vesting holding requirement applies to the award. 2. Grant of a nil cost option award under the Bakkavor Group plc Deferred Annual Bonus Plan. The award will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 972,135 Nil 259,651  Nil cost option under DABP
d)	Aggregated information -       Aggregated volume -     Price	1,231,786 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Ben Waldron
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	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	1. Grant of a nil cost option award under the Bakkavor Group plc Long Term Incentive Plan. A Performance Share Award which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. A two year (net of tax) post vesting holding requirement applies to the award. 2.Grant of a nil cost option award under the Bakkavor Group plc Deferred Annual Bonus Plan. The award will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 624,944 Performance Share Award under LTIP Nil 166,918 Nil cost option under DABP
d)	Aggregated information -       Aggregated volume -     Price	791,862 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Donna-Maria Lee
2	Reason for Notification
a)	Position/status	Chief People Officer
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	Grant of nil cost option awards under the Bakkavor Group plc Long Term Incentive Plan. One award is a Performance Share Award and the other a Restricted Share Award both of which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. No performance conditions apply to the Restricted Share Award.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil Nil 160,192 Performance Share Award under LTIP 80,096 Restricted Share Award under LTIP
d)	Aggregated information -       Aggregated volume -     Price	240,288 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Selleck
2	Reason for Notification
a)	Position/status	Managing Director - Meals
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	Grant of nil cost option awards under the Bakkavor Group plc Long Term Incentive Plan. One award is a Performance Share Award and the other a Restricted Share Award both of which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. No performance conditions apply to the Restricted Share Award.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil Nil 129,618 Performance Share Award under LTIP 64,809 Restricted Share Award under LTIP
d)	Aggregated information -       Aggregated volume -     Price	194,427 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Shona Taylor
2	Reason for Notification
a)	Position/status	Managing Director - Bakery
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	Grant of nil cost option awards under the Bakkavor Group plc Long Term Incentive Plan. One award is a Performance Share Award and the other a Restricted Share Award both of which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. No performance conditions apply to the Restricted Share Award.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil Nil 124,988 Performance Share Award under LTIP 62,494 Restricted Share Award under LTIP
d)	Aggregated information -       Aggregated volume -     Price	187,482 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Lee Miley
2	Reason for Notification
a)	Position/status	UK Finance Director
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	Grant of nil cost option awards under the Bakkavor Group plc Long Term Incentive Plan. One award is a Performance Share Award and the other a Restricted Share Award both of which will ordinarily become exercisable three years from the date of grant, subject to continued service and once exercisable may ordinarily be exercised at any point up until the tenth anniversary of the date of grant. The Performance Share Award will only vest to the extent to which adjusted earnings per share, total shareholder return and environmental social governance performance conditions are met. No performance conditions apply to the Restricted Share Award.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil Nil 115,730 Performance Share Award under LTIP 57,865 Restricted Share Award under LTIP
d)	Aggregated information -       Aggregated volume -     Price	173,595 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

 

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Kamran Lodi
2	Reason for Notification
a)	Position/status	Chief Operating Officer, Bakkavor USA
b)	Initial notification/Amendment	Initial Announcement
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Bakkavor Group plc
b)	LEI	213800COL7AD54YU9949
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 Identification code	Ordinary Shares of 2 pence each in Bakkavor Group plc GB00BF8J3Z99
b)	Nature of the transaction	Grant of conditional awards under the Bakkavor Group plc Long Term Incentive Plan. One award is a Performance Share Award and the other a Restricted Share Award both of which will ordinarily vest three years from the date of grant, subject to continued service. The Performance Share Award will only vest to the extent to which Bakkavor USA related performance conditions are met. No performance conditions apply to the Restricted Share Award.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil Nil 131,956 Performance Share Award under LTIP 65,978 Restricted Share Award under LTIP
d)	Aggregated information -       Aggregated volume -     Price	197,934 Nil
e)	Date of the transaction	11 April 2024
f)	Place of the transaction	Outside a trading venue

-Ends-

ENQUIRIES

Institutional investors and analysts:

Ben Waldron, Chief Financial Officer

Richard Wooldridge, Interim Head of Investor Relations                                            [phone]

Annabel Tagoe-Bannerman, Group General Counsel & Company Secretary            [phone]                                                                                                                                                                                                

Financial media:                                                                                                [e-mail]

Katie Hunt, MHP                                                                                                         [phone]

                                                                                                                                   [phone]

Rachel Farrington, MHP                                                                                            [phone]

Oliver Hughes, MHP                                                                                                  [phone]

About Bakkavor

We are the leading provider of fresh prepared food in the UK, and our presence in the US and China positions the Group well in these high-growth markets. We leverage our consumer insight and scale to provide innovative food that offers quality, choice, convenience, and freshness. Around 18,000 colleagues operate from 44 sites across our three markets, supplying a portfolio of over 3,000 products across meals, pizza & bread, salads and desserts to leading grocery retailers in the UK and US, and international food brands in China. Find out more at www.bakkavor.com.

LEI number: 213800COL7AD54YU9949

 

END