Director/PDMR Shareholding

Costain Group PLC

09 April 2024

 

 

Costain Group PLC (the Company)

9 April 2024

GRANT OF SHARE PLAN AWARDS

Costain announces the following grants of share awards to Alex Vaughan, chief executive officer, and Helen Willis, chief financial officer.

A.  SHARE DEFERRAL PLAN AWARDS

On 9 April 2024, awards have been made under The Costain 2023 Share Deferral Plan (Share Deferral Plan) over ordinary shares of 50p each in the Company in the form of options with a nil exercise price (SDP Awards). An SDP Award was granted to Alex Vaughan over 235,611 shares and Helen Willis over 195,656 shares, each representing deferral into shares of one third of their 2023 Annual Incentive Plan earned. No consideration was paid for the grant of the Awards.

The SDP Awards will normally become exercisable on the second anniversary of the grant date subject to the rules of the Share Deferral Plan. To the extent that all or any part of the SDP Awards become exercisable, they will remain exercisable until the tenth anniversary of the date of grant provided the individual remains an employee or officer of the Company.

 B.  LONG TERM INCENTIVE PLAN AWARDS

Also on 9 April 2024, awards have been made under The Costain 2023 Long Term Incentive Plan (LTIP) over ordinary shares of 50p each in the Company in the form of options with a nil exercise price (LTIP Awards). An LTIP Award was granted to Alex Vaughan over 666,279* shares and to Helen Willis over 553,359* shares, each representing 100% of salary. No consideration was paid for the grant of the Awards. 

The Awards will normally vest three years after grant, subject to the satisfaction of performance conditions, but will not normally be released (so that they can be exercised) until the fifth anniversary of the grant date (with no further performance conditions required after vesting).

The vesting of the Awards is subject to the satisfaction of performance conditions assessed over the three financial years ending 31 December 2026. The Company's 2023 Directors' Remuneration Report included proposed performance conditions which have now been finalised by the Remuneration Committee of the Company and are unchanged.

The Remuneration Committee may reduce the extent to which the LTIP Awards vest if the Committee considers that any of the value at vesting represents a "windfall gain", taking into account such factors as the Committee determines.

The Notification of Dealing Forms for both the SDP and the LTIP, set out further below, are provided in accordance with the requirements of the Market Abuse Regulation.

*  Each of Alex Vaughan and Helen Willis has also been granted a tax qualifying option over 77,519 shares, at a per share exercise price of £0.774 as part of their LTIP Award. These tax qualifying options are linked to the nil cost option such that, at the time of exercise, to the extent that there is a gain in the tax qualifying option, the nil cost option will be forfeited to the value of that gain.

Enquiries

Investors and analysts Paul Sharma, Costain	[e-mail] [phone]
Financial media - Headland	[e-mail]
Andy Rivett-Carnac Charlie Twigg	[phone] [phone]

Notification of Dealing Forms

1.	Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name	ALEXANDER JOHN VAUGHAN
2.	Reason for the notification
a)	Position /status		CHIEF EXECUTIVE OFFICER/PDMR
b)	Initial notification / amendment		INITIAL NOTIFICATION
3.	Details of the Issuer
a)	Name		COSTAIN GROUP PLC
b)	LEI code		213800PKIJBZ2EDTKC88
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 50 PENCE EACH ISIN:  GB00B64NSP76
b)	Nature of the transaction	GRANT OF AN OPTION UNDER THE COSTAIN 2023 SHARE DEFERRAL PLAN (2024 SDP GRANT)
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil cost 235,611
d)	Aggregated information -  Aggregated volume -  Price	N/A
e)	Date of the transaction	9 APRIL 2024
f)	Place of the transaction	OUTSIDE A TRADING VENUE

1.	Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name	HELEN MARGARET WILLIS
2.	Reason for the notification
a)	Position /status		CHIEF FINANCIAL OFFICER/PDMR
b)	Initial notification / amendment		INITIAL NOTIFICATION
3.	Details of the Issuer
a)	Name		COSTAIN GROUP PLC
b)	LEI code		213800PKIJBZ2EDTKC88
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 50 PENCE EACH ISIN:  GB00B64NSP76
b)	Nature of the transaction	GRANT OF AN OPTION UNDER THE COSTAIN 2023 SHARE DEFERRAL PLAN (2024 SDP GRANT)
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil cost 195,656
d)	Aggregated information -  Aggregated volume -  Price	N/A
e)	Date of the transaction	9 APRIL 2024
f)	Place of the transaction	OUTSIDE A TRADING VENUE

1.	Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name	ALEXANDER JOHN VAUGHAN
2.	Reason for the notification
a)	Position /status		CHIEF EXECUTIVE OFFICER/ PDMR
b)	Initial notification / amendment		INITIAL NOTIFICATION
3.	Details of the Issuer
a)	Name		COSTAIN GROUP PLC
b)	LEI code		213800PKIJBZ2EDTKC88
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 50 PENCE EACH ISIN:  GB00B64NSP76
b)	Nature of the transaction	GRANT OF OPTIONS UNDER THE COSTAIN 2023 LONG TERM INCENTIVE PLAN (2024 LTIP GRANT)
c)	Price(s) and volume(s)	Nil cost option Price(s) Volume(s) Nil cost 666,279 Tax qualifying option Price(s) Volume(s) £0.774 (per Ordinary Share exercise price) 77,519
d)	Aggregated information -  Aggregated volume -  Price	Options granted over 743,798 shares in total N/A
e)	Date of the transaction	9 APRIL 2024
f)	Place of the transaction	OUTSIDE A TRADING VENUE
1.	Details of the Person Discharging Managerial Responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name	HELEN MARGARET WILLIS
2.	Reason for the notification
a)	Position /status	CHIEF FINANCIAL OFFICER/ PDMR
b)	Initial notification / amendment	INITIAL NOTIFICATION
3.	Details of the Issuer
a)	Name	COSTAIN GROUP PLC
b)	LEI code	213800PKIJBZ2EDTKC88
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 50 PENCE EACH ISIN:  GB00B64NSP76
b)	Nature of the transaction	GRANT OF OPTIONS UNDER THE COSTAIN 2023 LONG TERM INCENTIVE PLAN (2024 LTIP GRANT)
c)	Price(s) and volume(s)	Nil cost option Price(s) Volume(s) Nil cost 553,359 Tax qualifying option Price(s) Volume(s) £0.774 (per Ordinary Share exercise price) 77,519
d)	Aggregated information -  Aggregated volume -  Price	Options granted over 630,878 shares in total N/A
e)	Date of the transaction	9 APRIL 2024
f)	Place of the transaction	OUTSIDE A TRADING VENUE

 

 

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