Director/PDMR Shareholding

RNS Number : 2039T

CYBG PLC

18 March 2019

 

CYBG PLC

(Company)

LEI: 213800ZK9VGCYYR6O495

18 March 2019

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBLITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

The Company announces that on 15 March 2019, Hugh Chater, a PDMR, was granted share awards under the CYBG PLC Deferred Equity Plan (CYBG DEP) and Buy Out share awards vested under the Virgin Money Deferred Bonus Share Plan (VM DBSP) and Virgin Money Long Term Incentive Plan (VM LTIP).  Further details are noted below.

2018 DEP Deferred Bonus Awards

The number of rights awarded was based on the middle market quotation share price on 14 March 2019 before the grant, being £2.036.

It included the following:

•     2018 deferred bonus award in the form of rights to acquire CYBG PLC Ordinary Shares of £0.10 each, which vests over five years from March 2022 until March 2026 in equal tranches in line with the requirements of the PRA Remuneration Code; and

•     2018 upfront share bonus award in the form of rights to acquire CYBG PLC Ordinary Shares of £0.10 each which immediately vested with a 12 month holding period for the net shares (after shares are sold to cover tax liabilities and sale costs) in line with the requirements of the PRA Remuneration Code.

Vesting of Buy-out Share Awards under the VM DBSP and the VM LTIP

On the 15 October 2018 the Company acquired the entire issued ordinary share capital of Virgin Money Holdings (UK) plc (Virgin Money) by way of a court sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the 'Scheme').  Awards outstanding under the Virgin Money Share Plans including the VM DBSP and VM LTIP, vested at the time of the Court sanction for the Scheme to the extent determined by the Virgin Money Remuneration Committee subject to the relevant plan and any deferral requirements under the PRA Remuneration Remuneration Code. 

In line with the PRA Remuneration Code, on 15 March 2019 vestings took place under the VM DBSP and VM LTIP in respect of awards made to Hugh Chater under the terms of his appointment by Virgin Money plc to compensate for forfeited awards from previous employment. The net shares are subject to a further six-month holding period (after shares were sold to cover tax liabilities and sale costs).

Summary of Awards/Vestings for Hugh Chater on 15 March 2019

Number of shares awarded under the  2018 DEP	Number of upfront shares awarded under the 2018 DEP	Total of shares awarded under the 2018 DEP	Number of shares vested under the VM DBSP	Number of shares vested under the VM LTIP
35,363	70,726	106,089	7,469	11,818

This announcement is made in accordance with the requirements of the FCA's DTR Disclosure Guidance and Transparency Rules Sourcebook and EU Market Abuse Regulation.

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name		Hugh Chater
2	Reason for the notification
a)	Position/status		PDMR
b)	Initial notification /Amendment		Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name		CYBG PLC
b)	LEI		213800ZK9VGCYYR6O495
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 £0.10 each GB00BD6GN030
b)	Nature of the transaction		1) Grant in relation to the 2018 deferred share bonus  award under the CYBG DEP 2) Grant in relation to the Upfront 2018 bonus award under the CYBG DEP 3) Vesting of the Upfront 2018 bonus award in relation to the CYBG DEP 4) Vesting of the deferred bonus award in relation to the VM DBSP 5) Vesting of the deferred bonus award in relation to the VM LTIP
c)	Price(s) and volume(s)		Price(s) Volume(s) 1) £2.036 33,363 2) £2.036 70,726 3) Nil-consideration 70,726 4) Nil-consideration 7,469 5) Nil-consideration 11,818
d)	Aggregated information		N/A
e)	Date of the transaction		15 March 2019
f)	Place of the transaction		London / London Stock Exchange (LON:LSE)
5	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 £0.10 each GB00BD6GN030
b)	Nature of the transaction	3), 4) and 5) Shares sold to cover tax liabilities and sale costs
c)	Price(s) and volume(s)	Price Volume(s) 3) £2.018 33,358 4) £2.0224 3,379 5) £2.0224 5,338
d)	Aggregated information - Aggregated volume - Price	N/A
e)	Date of the transaction	15 March 2019
f)	Place of the transaction	London / London Stock Exchange (LON:LSE)

 

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