Director/PDMR Shareholding

RNS Number : 9536I

Spire Healthcare Group PLC

06 April 2020

 

Spire Healthcare Group plc

6 April 2020

Notification of Transactions of Persons Discharging Managerial Responsibilities

This notification is made in accordance with DTR 3.1.4R (1) (a) of the Disclosure Rules and Transparency Rules.

Grant of Deferred Share Bonus Plan Awards

Spire Healthcare Group plc (the "Company") announces that on 6 April 2020, awards (the DSBP Awards) were granted over the Company's ordinary shares in the form of nil-cost options to the Directors named below, under the Spire Healthcare Group plc Deferred Share Bonus Plan (the "DSBP").

Under the DSBP, Executive Directors are required to defer a proportion of their gross cash bonus into shares in the Company for a period of three years. The Directors listed below have the following interest in shares as deferred share bonus awards under the DSBP:

Director	Percentage deferral of 2019 gross cash bonus*	Deferred Shares
Justin Ash	50%	170,833
Jitesh Sodha	33%	73,140

* As disclosed in the 2019 Annual Report and Accounts

The share price used to determine the number of Deferred Shares subject to award was 81.0 pence, the mid-market closing share price over the dealing day on 3 April 2020.

The DSBP Awards will vest on the third anniversary of the grant date on 6 April 2023, subject to the conditions set out in the 2019 Annual Report and Accounts including continued employment.  Upon vesting, the options will remain exercisable until 5 April 2030.

Grant of 2020 Long Term Incentive Plan awards

The Company further announces that, on 6 April 2020, a performance share award (the "LTIP Award") was granted over the Company's ordinary shares in the form of nil cost options to the following Executive Directors in the Company, under the rules of the Spire Healthcare Group plc Long Term Incentive Plan ("LTIP").

Director  Maximum number of shares under Award

Justin Ash  1,028,046

Jitesh Sodha  660,289

The number of shares set out above represents 150% of each Executive Director's base salary and is the maximum number which may vest under the LTIP Awards following the end of the performance period (31 December 2022).  The shareholder approved Remuneration Policy permits awards of up to 200% of base salary.

The actual number of shares which vest will depend on the extent to which the relevant performance conditions have been satisfied.

The performance conditions applicable to the LTIP Awards will be based as follows:

· 40% on relative total shareholder return (TSR) performance;

· 20% on adjusted earnings per share (EPS) performance; and

· 40% on two Operational Excellence measures.

Further details of these performance conditions are disclosed on the Company's website and details of the LTIP in the 2019 Directors' Remuneration Report.

The share price used to determine the number of shares under the LTIP Awards was 89.7 pence being the average of the middle market quotation over the 30 trading days ending on 3 April 2020.

The transaction place is London.

Notes:

1)  The 2020 awards described above will also be subject to a further two-year holding period.

2)  As previously disclosed, Justin Ash and Jitesh Sodha also have interests in awards granted under the Long Term Incentive Plan during 2018 and 2019.  Details of these can be found in the Company's 2019 Annual Report and Accounts.

3)  The actual number of shares which vest will depend on the extent to which the relevant performance conditions are satisfied in due course.

Name of contact and telephone number for queries:

Philip Davies

Deputy Company Secretary

Spire Healthcare Group plc

Tel:  [phone]

The following disclosure is made in accordance with Article 19 of the EU Market Abuse Regulation 596/2014.

a)	Name	Justin Ash
2	Reason for the notification
a)	Position/status	Chief Executive Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Spire Healthcare Group plc
b)	LEI	213800IBJPW3SE2RA350
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 GB00BNLPYF73
b)	Nature of the transaction	Grant of performance share awards under the Company's Deferred Share Bonus Plan
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		Nil	107,833
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	2020-04-06
f)	Place of the transaction	XLON

a)	Name	Jitesh Sodha
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	Spire Healthcare Group plc
b)	LEI	213800IBJPW3SE2RA350
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 GB00BNLPYF73
b)	Nature of the transaction	Grant of performance share awards under the Company's Deferred Share Bonus Plan
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		Nil	73,140
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	2020-04-06
f)	Place of the transaction	XLON

a)	Name	Justin Ash
2	Reason for the notification
a)	Position/status	Chief Executive Officer
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Spire Healthcare Group plc
b)	LEI	213800IBJPW3SE2RA350
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 GB00BNLPYF73
b)	Nature of the transaction	Grant of performance share awards under the Company's Long Term Incentive Plan
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		Nil	1,028,046
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	2020-04-06
f)	Place of the transaction	XLON

a)	Name	Jitesh Sodha
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	Spire Healthcare Group plc
b)	LEI	213800IBJPW3SE2RA350
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 GB00BNLPYF73
b)	Nature of the transaction	Grant of performance share awards under the Company's Long Term Incentive Plan
c)	Price(s) and volume(s)	Price(s)	Volume(s)
		Nil	660,289
d)	Aggregated information - Aggregated volume - Price	As above
e)	Date of the transaction	2020-04-06
f)	Place of the transaction	XLON

 

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