Director/PDMR Shareholding

RNS Number : 3828A

Computacenter PLC

23 March 2017

 

Computacenter plc

Incorporated in England and Wales

Registration number: 03110569

LEI: 549300XSXUZ1I19DB105

ISIN: GB00BV9FP302

Computacenter plc

(the 'Company')

The following notifications are made under article 19 of the Market Abuse Regulation ('MAR') relating to certain transactions in the shares of the Company by Directors of the Company, Persons Discharging Managerial Responsibilities ('PDMR') of the Company and Persons Closely Associated ('PCA') with the Directors and PDMRs.

Grant of Awards

The Company announces that on 22 March 2017, in accordance with the rules of the Computacenter Performance Share Plan 2005 (the 'PSP'), the Company granted conditional awards over Ordinary Shares of 7⁵/₉ pence each, to the following Directors/PDMR:

Director/PDMR	Number of shares awarded1
Mr F Conophy (Director)	80,788
Mr M Norris (Director)	142,566
Mr C Webb (PDMR)	47,522
1 Calculated using the middle market quotation of 736.5 pence as derived from the Daily Official List of the London Stock Exchange on 21 March 2017, being the day before the date of grant of the award.

Performance Criteria

No consideration was paid for the grant of the PSP awards which are structured as nil cost options, and which shall ordinarily vest and become exercisable by the three participants listed above, subject to the satisfaction of the performance conditions set by the Remuneration Committee of the Company which are based on (i) the Group's compound annual EPS growth rate, commencing on 1 January 2017 and ending on 31 December 2019 (the 'Performance Period') and (ii) the compound annual growth rate of the Group's Services Revenue over the Performance Period.

PDMR	Number of shares awarded1
Mr N Hall (PDMR)	13,917
Mr R Gray (PDMR)	4,684
1 Calculated using the middle market quotation of 736.5 pence as derived from the Daily Official List of the London Stock Exchange on 21 March 2017, being the day before the date of grant of the award.

Performance Criteria

No consideration was paid for the grant of the PSP awards which are structured as nil cost options, and which shall ordinarily vest and become exercisable by the two participants listed above, subject to the satisfaction of the performance conditions set by the Remuneration Committee of the Company which are based on the Group's compound annual EPS growth rate over the Performance Period.

All of the awards set out above will be satisfied out of shares held by the 2011 Computacenter Employee Benefit Trust.  The relevant FCA notifications are set out below.

Exercise of Options and Subsequent Sale of Shares

The Company announces that on 22 March 2017, the following Directors and PDMRs exercised nil cost option awards over Ordinary Shares of 7⁵/₉ pence ('Ordinary Shares') in the capital of the Company.  This followed, in accordance with the rules of the Computacenter Performance Share Plan 2005 (the 'PSP'), the Company vesting the related conditional awards, which were granted on 20 March 2014, over Ordinary Shares.  Further, certain of the Ordinary Shares, resulting from the exercise of options, were sold for 717.563 pence each.

DIRECTOR/PDMR	Number of shares exercised		% Award vested2	Number of shares sold3	Number of shares retained4
Mr F Conophy (Director)	70,941		85.13%	-	70,941
Mr M Norris (Director)	124,732		85.13%	58,801	65,931
Mr C Webb (PDMR)	42,098		85.13%	42,098	-
Mr R Gray (PDMR)	2,637		100.00%	1,220	1,417
2 On 22 March 2017, the Directors and PDMRs listed above became entitled to ordinary shares of 75/9 pence each in the capital of the Company, as a result of awards vesting under the PSP.  Awards granted under the PSP scheme vest subject to the satisfaction of performance conditions at the end of a three year period.  The level of vesting for awards granted in 2014 was 100% for the PSP Standard Scheme and 85.13% for the PSP Enhanced Scheme.
3 For Mr M Norris and Mr R Gray, the sale of Ordinary Shares was sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the vested options.
4 Mr M Norris transferred the residual balance of his Ordinary Shares retained following the exercise and sale shown above to a Person Closely Associated ('PCA') with him, Mrs J Norris.

The relevant FCA notifications are set out below.

Position following Grant of Awards, Exercise of Options and Sale of Ordinary Shares

Following the completion of the transactions set out in this announcement:

DIRECTOR	Number of Ordinary Shares held5			Balance of conditional awards under the PSP
Mr F Conophy (Director)	1,857,856			227,067
Mr M Norris (Director)	1,208,088			399,760
5 Includes interests held by a PCA

PDMR/PCA FCA Transaction Notification

1.	Details of Person Discharging Managerial Responsibilities
	Name	Francis Anthony Conophy
2.	Reason for the notification
2(a)	Position/Status	Group Finance Director
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award.  Vesting is subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	80,788
4(d)	Aggregated Information Aggregated Volume and Price	nil	80,788
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award.  Vesting was subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	70,941
4(d)	Aggregated Information Aggregated Volume and Price	nil	70,941
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.

1.	Details of Person Discharging Managerial Responsibilities
	Name	Michael John Norris
2.	Reason for the notification
2(a)	Position/Status	Chief Executive Officer
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award.  Vesting is subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	142,566
4(d)	Aggregated Information Aggregated Volume and Price	nil	142,566
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award.  Vesting was subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	124,732
4(d)	Aggregated Information Aggregated Volume and Price	nil	124,732
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares sold sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the option acquired from the conditional award vested under the PSP.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		7.17563	58,801
4(d)	Aggregated Information Aggregated Volume and Price	7.17563	58,801
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares disposed in order to meet the tax and national insurance liabilities and administrative fees arising from the exercise were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of £7.17563 on 22 March 2017.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Transfer of the balance of Ordinary Shares retained following the exercise on 22 March 2017 into the name of Mrs Jacqui Norris, a Person Closely Associated with him, for nil consideration.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	65,931
4(d)	Aggregated Information Aggregated Volume and Price	nil	65,931
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside a trading venue.

1.	Details of Person Closely Associated with Person Discharging Managerial Responsibilities
	Name	Jacqueline Ann Norris
2.	Reason for the notification
2(a)	Position/Status	Person Closely Associated with Michael John Norris - Chief Executive Officer of Computacenter plc (the 'Company')
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Transfer of the balance of Ordinary Shares retained following the exercise by Michael John Norris, the Chief Executive of the Company, on 22 March 2017 into the name of Jacqueline Ann Norris, a Person Closely Associated, for nil consideration.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	65,931
4(d)	Aggregated Information Aggregated Volume and Price	nil	65,931
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.

1.	Details of Person Discharging Managerial Responsibilities
	Name	Christopher Mark Webb
2.	Reason for the notification
2(a)	Position/Status	Group Chief Operating Officer
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award.  Vesting is subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	47,522
4(d)	Aggregated Information Aggregated Volume and Price	nil	47,522
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award.  Vesting was subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	42,098
4(d)	Aggregated Information Aggregated Volume and Price	nil	42,098
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Sale of Ordinary Shares.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		7.17563	42,098
4(d)	Aggregated Information Aggregated Volume and Price	7.17563	42,098
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares disposed were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of £7.17563 on 22 March 2017.

1.	Details of Person Discharging Managerial Responsibilities
	Name	Neil Philip Hall
2.	Reason for the notification
2(a)	Position/Status	Group Director, Business Enablement & Contractual Services
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award.  Vesting is subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	13,917
4(d)	Aggregated Information Aggregated Volume and Price	nil	13,917
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.

1.	Details of Person Discharging Managerial Responsibilities
	Name	Raymond John Gray
2.	Reason for the notification
2(a)	Position/Status	Group Company Secretary, Group Head of Financial Reporting
2(b)	Initial Notification/ Amendment	Initial Notification
3.	Details of the issuer
3(a)	Name	Computacenter plc
3(b)	LEI	549300XSXUZ1I19DB105
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Grant of a conditional award over Ordinary Shares under the Computacenter Performance Share Plan 2005 (the 'PSP'). There is no price payable on the grant or exercise of the award.  Vesting is subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		nil	4,684
4(d)	Aggregated Information Aggregated Volume and Price	nil	4,684
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares acquired following exercise of a conditional award under the PSP. There was no price payable on the grant or exercise of the award.  Vesting was subject to the achievement of performance conditions over a three year period.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		7.17563	2,637
4(d)	Aggregated Information Aggregated Volume and Price	7.17563	2,637
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares for the above-mentioned exercise were satisfied out of those held by the 2011 Computacenter Employee Benefit Trust.
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 transaction(s) have been conducted
4(a)	Description of the financial instrument	Ordinary shares of 7 5/9 pence in Computacenter plc ('Ordinary Shares') ISIN: GB00BV9FP302
4(b)	Nature of Transaction	Ordinary Shares sold sufficient only to fund the tax and national insurance liabilities and administrative fees arising from the exercise of the option acquired from the conditional award vested under the PSP.
4(c)	Price(s) and Volume(s)	Price(s) (in GBP)	Volume(s)
		7.17563	1,220
4(d)	Aggregated Information Aggregated Volume and Price	7.17563	1,220
4(e)	Date of the transaction	22-03-2017
4(f)	Place of the transaction	Outside of a trading venue.  The Ordinary Shares disposed in order to meet the tax and national insurance liabilities and administrative fees arising from the exercise were sold to the 2011 Computacenter Employee Benefit Trust in off-market transactions at the market volume-weighted average price of £7.17563 on 22 March 2017.

Enquiries:

Name:	Raymond Gray
	Company Secretary
Address:	Computacenter plc Hatfield Avenue Hatfield Hertfordshire AL10 9TW
Telephone:	01707 631 000

 

END

 

 

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