CareTech Holdings

New Long-Term Incentive Plan & PDMR Dealings

RNS Number : 2630J
CareTech Holdings PLC
21 December 2020
 

 

 

21 December 2020

 

 

 

CareTech Holdings PLC

       ("CareTech" or "the Group")   

 

 

New Long-Term Incentive Plan

PDMR Dealings

CareTech Holdings PLC (AIM: CTH), a pioneering provider of specialist social care and education services to adults and children in the UK, announces that, upon the recommendation of the Group's remuneration committee, the Board has approved the implementation of a new Long-Term Incentive Plan ('LTIP'). Pursuant to the LTIP, the Board has also made an initial grant of nil-cost options over ordinary shares in the Company ("Awards") to the Company's executive directors and certain other members of the senior management team (the "Participants"). The total initial grant of Awards is for a total of 803,689 share options.

The LTIP replaces the Group's existing executive share option scheme and has been established with a view to encourage long-term value creation for the Group's shareholders and to align the interests of the Participants with shareholders. The Board believes that the implementation of the LTIP will also assist the Group in attracting and retaining high-calibre individuals for the future. In establishing the LTIP, the Board consulted with AON Hewitt Consulting Services.

 

Further details of the Long-Term Incentive Plan

 

Awards will normally vest on the third anniversary of the date of grant, subject to the satisfaction of any performance conditions and the grantee's continued service. Upon vesting, 50% of the Award shares are subject to a holding period of 4 years from the date of grant, with the remaining 50% of the Award shares subject to a holding period of 5 years from the date of grant. During the holding period, restrictions will apply to the sale or other disposal of the shares. Malus and clawback provisions are also in place to reduce or recover the awards for criteria such as any material misstatement of the financial statements, a serious breach of the Company's code of ethics.

 

Grants under the LTIP are subject to a dilution limit of no more than 10% of the ordinary share capital (across all of the Group's share plans) within a cumulative ten-year period going forwards.

 

PDMR Dealings

 

The following Awards have been granted to the following person(s) discharging managerial responsibilities.

 

 

PDMR

No. of shares under Award on the basis of achieving the maximum performance targets

Farouq Sheikh

123,203

Haroon Sheikh

138,604

Christopher Dickinson

92,402

Michael Adams

19,251

John Ivers

55,441

Nasir Quraishi

26,233

Wahid Cockar

19,543

Shokat Akbar

22,331

Amanda Sherlock

21,068

Joan Bone

16,170

Andrew Lee

10,780

David Parkinson

7,084

Vesting of these Awards above are subject to the growth in underlying earnings per share ("EPS") during the three financial years ending 30 September 2023 (the "Performance Period"). 100% of the Awards will vest in the event that EPS increases 35% during the Performance Period.

Details of the full notifications received by the Company are set out below.

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Farouq Sheikh

2

Reason for Notification

a)

Position/status

Chairman

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

123,203

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Haroon Sheikh

2

Reason for Notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

138,604

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Christopher Dickinson

2

Reason for Notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

92,402

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Mike Adams

2

Reason for Notification

a)

Position/status

Purple Chief Executive Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

19,251

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

John Ivers

2

Reason for Notification

a)

Position/status

Chief Operating Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

55,441

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Nasir Quraishi

2

Reason for Notification

a)

Position/status

Group Executive Director - People

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

26,233

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Wahid Cockar

2

Reason for Notification

a)

Position/status

Group Executive Director - IT

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

19,543

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Shokat Akbar

2

Reason for Notification

a)

Position/status

Group Executive Director - Corporate

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

22,331

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Amanda Sherlock

2

Reason for Notification

a)

Position/status

Group Executive Director - Compliance

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

21,068

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Joan Bone

2

Reason for Notification

a)

Position/status

Group Executive Director - Marketing

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

16,170

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Andrew Lee

2

Reason for Notification

a)

Position/status

Commercial Director

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

10,780

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

David Parkinson

2

Reason for Notification

a)

Position/status

Group Financial Controller

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

CareTech Holdings PLC

b)

LEI

213800HI1AZG2GLBYF65

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

Option over Ordinary Shares of 0.5 pence each in CareTech Holdings PLC

 

Identification code

GB00B0KWHQ09

b)

Nature of the transaction

Grant of a nil cost option award under the CareTech Holdings PLC Long Term Incentive Plan.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

Nil

7,084

 

d)

Aggregated information

Aggregated volume

Price

Not applicable - single transaction

e)

Date of the transaction

18 December 2020

f)

Place of the transaction

Outside a trading venue

 

For further information, please contact:

 

CareTech Holdings PLC                            01707 601800

Farouq Sheikh, Executive Chairman

Christopher Dickinson, Group Finance Director

 

Consilium Strategic Communications    020 3709 5700

Mary-Jane Elliott

Chris Welsh

Angela Gray

 

Panmure Gordon (Nomad and Joint Broker)       020 7886 2500

Emma Earl

Freddy Crossley

Charles Leigh-Pemberton

 

Numis (Joint Broker)                                                      020 7260 1000

Jonathan Wilcox

James Black

Duncan Monteith

 

About CareTech

 

CareTech Holdings PLC is a leading provider of specialist social care services supporting around 5,000 adults and children with a wide range of complex needs in more than 550 day services the UK employing more than 10,500 staff; and an emerging presence in international markets.

 

Committed to the highest standards of care and care governance, CareTech's innovative Care Pathway covers Foster care, Children's Services, Adults Services and Technology Solutions.

 

CareTech, which was founded in 1993, began trading on the AIM market of the London Stock Exchange in October 2005 under the ticker symbol CTH.

 

For further information please visit:  www.caretech-uk.com

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