Director/PDMR Shareholding
Close Brothers Group plc
Notification of transactions by
persons discharging managerial responsibilities
in Ordinary shares of the Company of 25p each (Shares)
Close Brothers Group plc (the "Company") notifies that on 5 October 2021, share awards under the Company's Omnibus Share Incentive Plan (the "Plan") were granted to the executive directors and other persons discharging managerial responsibilities ("PDMRs") noted below under the deferred annual bonus plan ("DAB") and long term incentive plan ("LTIP"). A share price of £15.458 per share has been applied to determine the number of shares awarded under each of the plans.
Deferred Annual Bonus Plan Share Awards
These awards entitle participants to call for specified amounts of their award shares at their option and at nil cost at any time during defined one year periods between 5 October 2022 and 5 October 2024.
These entitlements will lapse if the participant leaves employment in certain circumstances and are subject to forfeiture or reduction in particular adverse circumstances.
Long Term Incentive Plan Awards
These awards entitle participants to call at any time between 5 October 2026 and 4 October 2027 at their option, at nil cost, for their award shares subject to achievement of certain performance conditions.
The number of shares shown in the individual notifications below is the maximum available to each director or other PDMR on satisfaction, in full, of the performance targets for the LTIP. 35% of the LTIP award will be subject to a target based on the Company's average return on equity over the performance period being at least 10% per annum, with maximum vesting at 18% per annum. A further 35% of each award will be subject to a requirement that the growth in the Company's adjusted earnings per share over the performance period must exceed 10% over that period with maximum vesting at 30% over that period. The relevant part of a participant's award will lapse if the return on equity and/or adjusted earnings per share performance is below the lower level; 25% will vest at the lower level and 100% at the top level. For performance between the two levels, the award will vest on a sliding scale. The remaining 30% of the LTIP award will be subject to a measure which is based on risk management objectives which focus on capital, balance sheet management, funding, liquidity, and risk, compliance and controls. 25% of this part of the award will vest at threshold performance, with 100% vesting at exceptional performance and no vesting at below threshold performance.
These entitlements will lapse if the participant leaves employment in certain circumstances and are subject to forfeiture or reduction in particular adverse circumstances.
The following notifications, made pursuant to Article 19(3) of the Market Abuse Regulation, provide further details.
Name of authorised official of issuer responsible for making notification
Helen Thorpe
Head of Secretariat
Close Brothers Group plc
7 October 2021
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||
a)
| Name
| Adrian Sainsbury
| |||||||||
2
| Reason for the notification
| ||||||||||
a)
| Position/status
| Group Chief Executive | |||||||||
b)
| Initial notification /Amendment
| Initial notification | |||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||
a)
| Name
| Close Brothers Group plc | |||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| |||||||||
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 25p each
GB0007668071
| |||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP'). | |||||||||
c)
| Price(s) and volume(s)
|
| |||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
109,280
Nil
| |||||||||
e)
| Date of the transaction
| 5 October 2021 | |||||||||
f)
| Place of the transaction
| Off market | |||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||
a)
| Name
| Mike Morgan
| |||||||||
2
| Reason for the notification
| ||||||||||
a)
| Position/status
| Group Finance Director | |||||||||
b)
| Initial notification /Amendment
| Initial notification | |||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||
a)
| Name
| Close Brothers Group plc | |||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| |||||||||
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 25p each
GB0007668071
| |||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP')
| |||||||||
c)
| Price(s) and volume(s)
|
| |||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
66,668
Nil
| |||||||||
e)
| Date of the transaction
| 5 October 2021 | |||||||||
f)
| Place of the transaction
| Off market | |||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||||
a)
| Name
| Martyn Atkinson
| ||||||
2
| Reason for the notification
| |||||||
a)
| Position/status
| Group 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
| Close Brothers Group plc | ||||||
b)
| LEI
| 213800W73SYHR14I3X91
| ||||||
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 25p each
GB0007668071
| ||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Long Term Incentive Plan ('LTIP')
| ||||||
c)
| Price(s) and volume(s)
|
| ||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
| ||||||
e)
| Date of the transaction
| 5 October 2021 | ||||||
f)
| Place of the transaction
| Off market | ||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||
a)
| Name
| Neil Davies | |||||||||
2
| Reason for the notification
| ||||||||||
a)
| Position/status
| Chief Executive Officer Commercial | |||||||||
b)
| Initial notification /Amendment
| Initial notification | |||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||
a)
| Name
| Close Brothers Group plc | |||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| |||||||||
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 25p each
GB0007668071
| |||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP')
| |||||||||
c)
| Price(s) and volume(s)
|
| |||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
14,556
Nil | |||||||||
e)
| Date of the transaction
| 5 October 2021 | |||||||||
f)
| Place of the transaction
| Off market | |||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||
a)
| Name
| Rebekah Etherington
| |||||||||
2
| Reason for the notification
| ||||||||||
a)
| Position/status
| Group Head of Human Resources | |||||||||
b)
| Initial notification /Amendment
| Initial notification | |||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||
a)
| Name
| Close Brothers Group plc | |||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| |||||||||
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 25p each
GB0007668071
| |||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP')
| |||||||||
c)
| Price(s) and volume(s)
|
| |||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
20,055
Nil
| |||||||||
e)
| Date of the transaction
| 5 October 2021 | |||||||||
f)
| Place of the transaction
| Off market | |||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||||||||
a)
| Name
| Rebecca McNeil | ||||||||||
2
| Reason for the notification
| |||||||||||
a)
| Position/status
| Chief Executive Officer Retail | ||||||||||
b)
| Initial notification /Amendment
| Initial notification | ||||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||||||
a)
| Name
| Close Brothers Group plc | ||||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| ||||||||||
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 25p each
GB0007668071
| ||||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP')
| ||||||||||
c)
| Price(s) and volume(s)
|
| ||||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
16,497
Nil
| ||||||||||
e)
| Date of the transaction
| 5 October 2021 | ||||||||||
f)
| Place of the transaction
| Off market | ||||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||||||||
a)
| Name
| Frank Pennal | |||||||||
2
| Reason for the notification
| ||||||||||
a)
| Position/status
| Chief Executive Officer Property | |||||||||
b)
| Initial notification /Amendment
| Initial notification | |||||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||||||||
a)
| Name
| Close Brothers Group plc | |||||||||
b)
| LEI
| 213800W73SYHR14I3X91
| |||||||||
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 25p each
GB0007668071
| |||||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Deferred Annual Bonus ('DAB') 2. Long Term Incentive Plan ('LTIP')
| |||||||||
c)
| Price(s) and volume(s)
|
| |||||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
38,815
Nil
| |||||||||
e)
| Date of the transaction
| 5 October 2021 | |||||||||
f)
| Place of the transaction
| Off market | |||||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||||
a)
| Name
| Robert Sack
| ||||||
2
| Reason for the notification
| |||||||
a)
| Position/status
| Group Chief Risk Officer | ||||||
b)
| Initial notification /Amendment
| Initial notification | ||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||
a)
| Name
| Close Brothers Group plc | ||||||
b)
| LEI
| 213800W73SYHR14I3X91
| ||||||
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 25p each
GB0007668071
| ||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Long Term Incentive Plan ('LTIP')
| ||||||
c)
| Price(s) and volume(s)
|
| ||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
| ||||||
e)
| Date of the transaction
| 5 October 2021 | ||||||
f)
| Place of the transaction
| Off market | ||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||||
a)
| Name
| Philip Yarrow
| ||||||
2
| Reason for the notification
| |||||||
a)
| Position/status
| Winterflood Chief Executive | ||||||
b)
| Initial notification /Amendment
| Initial notification | ||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||
a)
| Name
| Close Brothers Group plc | ||||||
b)
| LEI
| 213800W73SYHR14I3X91
| ||||||
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 25p each
GB0007668071
| ||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Long Term Incentive Plan ('LTIP') | ||||||
c)
| Price(s) and volume(s)
|
| ||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
| ||||||
e)
| Date of the transaction
| 5 October 2021 | ||||||
f)
| Place of the transaction
| Off market | ||||||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||||
a)
| Name
| Angela Yotov
| ||||||
2
| Reason for the notification
| |||||||
a)
| Position/status
| Group General Counsel | ||||||
b)
| Initial notification /Amendment
| Initial notification | ||||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||
a)
| Name
| Close Brothers Group plc | ||||||
b)
| LEI
| 213800W73SYHR14I3X91
| ||||||
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 25p each
GB0007668071
| ||||||
b)
| Nature of the transaction
| 2021 share awards under the Company's Omnibus Share Incentive Plan: 1. Long Term Incentive Plan ('LTIP').
| ||||||
c)
| Price(s) and volume(s)
|
| ||||||
d)
| Aggregated information
- Aggregated volume
- Price
|
| ||||||
e)
| Date of the transaction
| 5 October 2021 | ||||||
f)
| Place of the transaction
| Off market | ||||||
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