Director/PDMR Shareholding

RNS Number : 9498N
Brooks Macdonald Group PLC
04 October 2021
 

Brooks Macdonald Group PLC

(the "Company")

 

Director/PDMR Shareholding

 

Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMR") in accordance with the Market Abuse Regulations. 

 

On 30 September 2021, the Company granted pursuant to the 2018 Brooks Macdonald Long Term Incentive Plan (the "Plan") conditional awards (the "Executive Director LTIP Awards") over the ordinary shares of 1 pence each in the Company (the "Shares") to the following PDMRs:

 

PDMR

Number of Shares Over Which Awards are Granted

Andrew Shepherd

33,086

Ben Thorpe

28,950

Lynsey Cross

11,994

 

The Plan has been established to retain and incentivise the Executive Directors in order to deliver our ambitious growth aims and to closely align the interests of executives with those of shareholders.

 

Vesting of Awards

Awards will only vest upon achieving significantly challenging targets over the three-year vesting period. The target metrics will be based 90% on underlying, diluted Earnings Per Share (EPS), and 10% based on a basket of ESG based metrics. 

 

Further the Executive Director LTIP Awards are also subject to continued employment and malus and clawback provisions.

 

Holding period

The Executive Director LTIP Awards shall be subject to a compulsory, holding period of a further two years from the date of vesting.

 

Timetable

The Executive Director LTIP Awards are expected to vest on 30 September 2024, following the announcement of the Group's results for the year ended 30 June 2024 and the holding requirement is expected to lapse on 30 September 2026.

 

On 30 September 2021, the Company granted pursuant to the 2018 Brooks Macdonald Long Term Incentive Plan (the "Plan") conditional awards (the "LTIP Awards") over the ordinary shares of 1 pence each in the Company (the "Shares") to the following PDMR:

 

PDMR

Number of Shares Over Which Awards are Granted

Robin Eggar

1,655

 

The Plan has been established to retain and incentivise key executives in order to deliver sustainable growth and in addition to align further the interests of those executives with those of shareholders.

 

Vesting of Awards

The LTIP Awards will vest in full subject to both the following performance conditions being met:

i)  the maintenance of a satisfactory risk, compliance, governance and internal control environment; and

ii)  a Remuneration Committee assessment that the value being delivered on vesting is commensurate with the underlying financial performance of the Company over the three-year vesting period.

 

Further the LTIP Awards are also subject to continued employment and malus and clawback provisions.

 

Holding period

The LTIP Awards shall be subject to a compulsory, holding period of a further two years from the date of vesting.

 

Timetable

The LTIP Awards are expected to vest on 30 September 2023, following the announcement of the Group's results for the year ended 30 June 2023 and the holding requirement is expected to lapse on 30 September 2025.

 

 

On 30 September 2021, the Company granted pursuant to the 2018 Brooks Macdonald Long Term Incentive Plan (the "Plan") nil price options (the "DBP Awards") over the ordinary shares of 1 pence each in the Company (the "Shares") to the following PDMRs under the Company's Deferred Bonus Plan:

 

PDMR

Number of Shares Over Which Awards are Granted

Andrew Shepherd

4,247

Ben Thorpe

5,476

Lynsey Cross

3,971

Robin Eggar

3 ,033

Richard Hughes

2 ,758

 

The DBP Awards vest in three equal tranches on 30 September 2022, 30 September 2023 and 30 September 2024. There are no performance conditions or holding periods associated with the DBP Awards.

 

As at today's date, these Awards together represent 0.59% of the total voting rights of the Company.

 

ANNEX

The notification below, made in accordance with the EU Market Abuse Regulation, provides further details:

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Andrew Shepherd

2.

Reason for the notification

(a)

Position/status

 CEO

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1 pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of a conditional award over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 33,086

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Ben Thorpe

2.

Reason for the notification

(a)

Position/status

Chief Financial Officer 

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of a conditional award over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 28,950

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

 

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Lynsey Cross

2.

Reason for the notification

(a)

Position/status

Chief Operating Officer

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of a conditional award over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 11,994

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Robin Eggar

2.

Reason for the notification

(a)

Position/status

Managing Director, Head of UK Investment Management

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of a conditional award over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 1,655

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

 

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Andrew Shepherd

2.

Reason for the notification

(a)

Position/status

CEO

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of nil price options over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 4,247

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Ben Thorpe

2.

Reason for the notification

(a)

Position/status

Chief Financial Officer

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of nil price options over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 5,476

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

 

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Lynsey Cross

2.

Reason for the notification

(a)

Position/status

C hief Operating Officer  

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of nil price options over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 3,971

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Robin Eggar

2.

Reason for the notification

(a)

Position/status

Managing Director, Head of UK Investment Management 

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of nil price options over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 3,033

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

1.

Details of the person discharging managerial responsibilities / person closely associated

(a)

Name

Richard Hughes

2.

Reason for the notification

(a)

Position/status

CEO International

(b)

Initial notification /Amendment

Initial notification

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor  

(a)

Name  

Brooks Macdonald Group plc

(b)

LEI

213800WRDF8LB8MIEX37

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 1pence each

 

BRK

 ISIN GB00B067N833 

(b)

Nature of the transaction

Grant of nil price options over the ordinary shares of 1 pence each in the Company

(c)

Price(s) and volume(s)

Volume granted: 2,758

Exercise Price(s): Nil

(d)

Aggregated information

Aggregated volume: n/a

Aggregated price: n/a


Date of the transaction

30 September 2021


Place of the transaction

Outside of a main market

 

 

 

 

Enquiries:

 

Brooks Macdonald Group PLC


Andrew Shepherd, CEO

  +44 (0)20 7659 3492

Ben Thorpe, Chief Financial Officer

  +44 (0)20 7659 3492



Peel Hunt LLP


Rishi Shah / John Welch

+44 (0)20 7418 8900

 

LEI: 213800WRDF8LB8MIEX37

 

 

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