PDMR notification - grant of LTIP award

Trustpilot Group PLC

21 September 2023

 

21 September 2023

TRUSTPILOT GROUP PLC

Notification and public disclosure of transactions by PDMRs

Grant of LTIP Award

Trustpilot Group plc (the "Company") announces that on 19 September 2023 the following award over ordinary shares of 1 pence each in the Company was granted under the Trustpilot Group plc Long Term Incentive Plan (the "LTIP") to the following person discharging managerial responsibilities:

Participant	Position	No. of Shares under Award
Adrian Blair	Chief Executive Officer	1,390,049

The award above was granted as a conditional award and will ordinarily vest on 19 September 2026, subject to the grantee's continued service and the Remuneration Committee's assessment of the extent to which the award's performance conditions are satisfied. The award above is subject to a two-year post-vesting holding period.

The performance measures and performance period are the same as those for the LTIP awards granted by the Company on 24 March 2023:

• The vesting of 75 per cent. of such award (the "Relative TSR Part") is subject to the Company's total shareholder return ("TSR") performance over a three year period that commenced on 24 March 2023 relative to the TSR performance over the same period of the constituents of the FTSE 250 Index (excluding investment trusts and the Company) as at 24 March 2023. One quarter of the Relative TSR Part will vest for median ranking performance, rising on a straight-line basis to full vesting of the Relative TSR Part for upper quartile ranking (or better) relative TSR performance.

• The vesting of 25 per cent. of such award (the "Trust Measure Part") is subject to targets set for the average rating of all reviews of Trustpilot on the Trustpilot platform posted between 1 January 2023 and 31 December 2025. One quarter of the Trust Measure Part will vest for an average rating over the measurement period of 4.0, rising on a straight-line basis to full vesting of the Trust Measure Part for an average rating over the measurement period of 4.4 (or better). 

• As an additional condition, a term of the performance conditions include that no part of such LTIP awards will vest unless the Remuneration Committee is satisfied as to overall Company performance over the period until vesting, and, as required by the UK Corporate Governance Code, the Remuneration Committee will retain a power to moderate the vesting levels from awards if this is appropriate in all of the circumstances, including consideration of shareholder experience.

The following notifications, made pursuant to Article 19 of the UK Market Abuse Regulation, provide further details.

1.	Details of PDMR
(a)	Name	Adrian Blair
(b)	Position/status	Chief Executive Officer / PDMR
(c)	Initial notification/amendment	Initial Notification
2.	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 and identification code	Ordinary shares of GBP 0.01 each in Trustpilot Group plc (LEI: 2138002ILUNMGNPSGG46) ISIN: GB00BNK9TP58
(b)	Nature of the transaction	Grant of a conditional award under the Trustpilot Group plc Long Term Incentive Plan
(c)	Price(s) and volume(s)	Price(s)	Volume(s)
		Nil	1,390,049
(d)	Aggregated information/Aggregated volume Price	N/A - single transactions
(e)	Date of the transaction	2023-09-19 (UTC)
(f)	Place of the transaction	Outside a trading venue

Enquiries: Trustpilot: Teneo:

Derek Brown, Head of Investor Relations [phone] James Macey White Ed Cropley [phone]

 

END