Long Term Incentive Plan Awards

RNS Number : 3995B

Costain Group PLC

07 October 2020

 

 

Costain Group PLC

(the "Company")

 

LONG TERM INCENTIVE PLAN AWARDS

Costain announces the following grant of a share award to the chief executive officer of the Company.

On 7 October 2020, awards were made under the Costain Group PLC 2014 Long Term Incentive Plan (the "LTIP") over ordinary shares of 50p each in the Company in the form of options with a nil exercise price (the "Awards").  An award was granted to Alex Vaughan over 553,909 shares. No consideration was paid for the grant of the Awards. 

The vesting of the Awards is subject to the satisfaction of performance conditions assessed over the three financial years ending 31 December 2022. As set out in the Company's 2019 Directors' Remuneration Report, the performance conditions are based on EPS as regards two thirds of each award and cash conversion as regards one third of each award. The proposed performance targets for the EPS condition were set out in the 2019 Directors' Remuneration Report.  However, having regard to the change in circumstances, including the capital raising in May 2020, the Remuneration Committee has revised the EPS targets.  The Committee considers that the revised targets are achievable but still require the delivery of EPS performance which is appropriately stretching.  The revised EPS targets are set out below. The cash conversion targets have not changed from those proposed in the Directors' Remuneration Report, but are also stated below for completeness. In addition to revising the EPS targets, the Committee has taken into account market conditions and reduced the quantum of Alex Vaughan's award from 100% of salary to 55% of salary.

Vesting	EPS (aggregate EPS over the three year performance period)	Cash conversion (average cash conversion over the performance period)
Below threshold: 0%	Below 22.6 pence	Below 80%
Threshold: 15%	22.6 pence	80%
Between threshold and maximum: 15% - 100% pro rata on a straight-line basis	Between 22.6 pence and 26.7 pence	Between 80% and 100%
Maximum: 100%	26.7 pence	100%

The extent to which the Award granted to Alex Vaughan vests will normally be determined following the end of the three financial year performance period ending 31 December 2022, but the Award will not normally be released (so that it can be exercised) until the end of a further two year period (with no further performance conditions required after vesting).

The Remuneration Committee may reduce the extent to which the Award vests if the Committee considers that any of the value at vesting represents a "windfall gain", taking into account such factors as the Committee determines.

The Notification of Dealing Form set out below is provided in accordance with the requirements of the EU Market Abuse Regulation.

Notification of Dealing Form

1.	Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name	ALEXANDER JOHN VAUGHAN
2.	Reason for the notification
a)	Position /status		CHIEF EXECUTIVE OFFICER/ PDMR
b)	Initial notification / amendment		INITIAL NOTIFICATION
3.	Details of the Issuer
a)	Name		COSTAIN GROUP PLC
b)	LEI code		213800PKIJBZ2EDTKC88
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 50 PENCE EACH ISIN:  GB00B64NSP76
b)	Nature of the transaction	GRANT OF 553,909 OPTIONS UNDER THE COMPANY'S 2014 LONG TERM INCENTIVE PLAN
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil cost 553,909
d)	Aggregated information -  Aggregated volume -  Price	N/A
e)	Date of the transaction	7 OCTOBER 2020
f)	Place of the transaction	OUTSIDE A TRADING VENUE

7 OCTOBER 2020

Enquiries:
Costain Group PLC	Tel:  [phone]
Sharon Harris, Company Secretary
MHP Communications Tim Rowntree, Peter Hewer	Tel:  [phone] [e-mail]

 

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