PDMR notification - grant of LTIP awards

Trustpilot Group PLC

04 April 2024

 

4 April 2024

TRUSTPILOT GROUP PLC

Notification and public disclosure of transactions by PDMRs

Grant of LTIP Awards

Trustpilot Group plc (the "Company") announces that on 2 April 2024 the following awards over ordinary shares of 1 pence each in the Company were granted under the Trustpilot Group plc Long Term Incentive Plan (the "LTIP") to the following persons discharging managerial responsibilities:

Participant	Position	No. of Shares under Award
Adrian Blair	Chief Executive Officer	609,632
Hanno Damm	Chief Financial Officer	427,766

The awards above were granted as conditional awards and will ordinarily vest on 2 April 2027, 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 awards above are subject to a two-year post-vesting holding period.

The vesting of 75 per cent. of such awards (the "Relative TSR Part") is subject to the Company's total shareholder return ("TSR") performance over a three year period that commenced on 2 April 2024 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 2 April 2024. 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 awards (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 2024 and 31 December 2026. 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	1. Adrian Blair 2. Hanno Damm
(b)	Position/status	1. Chief Executive Officer / PDMR 2. Chief Financial 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)
		1.   Nil 2.   Nil	1.   609,632 2.   427,766
(d)	Aggregated information/Aggregated volume Price	N/A - single transactions
(e)	Date of the transaction	2024-04-02 (UTC+1)
(f)	Place of the transaction	Outside a trading venue

Enquiries:

Trustpilot:	Anne McSherry, Company Secretary [e-mail]
Headland Consultancy:	Stephen Malthouse Charlie Pepper [phone]

 

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