Director/PDMR Shareholding
Marks and Spencer Group plc (the 'Company') announces that on 29 June 2021 it was notified of the following transactions in the Company's Ordinary 25p shares undertaken by director / persons discharging managerial responsibility ('PDMRs'):
1. Performance Share Plan Award 2021/22
As reported within the Company's 2021 Annual Report, published on 2 June 2021, the Performance Share Plan ('PSP') continues to be the Company's primary long-term incentive plan for executives. As a result, awards under the PSP have been made to the seven PDMRs of the Company.
These awards were granted as conditional shares, the vesting of which is subject to the satisfaction of certain performance conditions, as well as the continued employment of the participant. Specifically, the vesting of the award will depend on relative Total Shareholder Return (TSR), the Company's Earnings Per Share (EPS), Return on Capital Employed (ROCE) and strategic measures over a fixed three-year performance period starting on the first day of the financial year in which the award was granted.
As disclosed in the Annual Report, after careful consideration, given the continuing uncertainty of the impact of the pandemic on macroeconomic factors, target setting for the 2021 awards has been delayed until appropriately stretching but realistic goals can be set. Targets for these awards will be set and disclosed no later than 31 December 2021.
On vesting, the award is subject to an additional, mandatory two-year holding period, making a total period of five years post grant. The value of dividends accrued, in the form of dividend equivalents, will be paid at the end of the period (third anniversary) based on the number of vested shares. No consideration was paid for the grant of the award and no price is payable on the exercise of the award. For the purposes of this award, the five-day average share price immediately preceding the date of grant of £1.5267 was used.
2. Restricted Share Plan
On the same day, conditional share awards were made under the Marks and Spencer Group Restricted Share Plan to the three PDMRs detailed below. The awards will vest, subject to their continued employment with the Company.
The value of dividends accrued, in the form of dividend equivalents, will be paid on the vesting date based on the number of vested shares. No consideration was paid for the grant of the award and no price is payable on the exercise of the award. For the purposes of this award, the five-day average share price immediately preceding the date of grant of £1.5267 was used. The Company requires members of the Executive Committee to have an equity position equivalent to 100% of salary within five years of appointment.
|
| Conditional shares granted | Vesting date |
| Stuart Machin, Chief Operating Officer | 400,000 | 28 June 2024 |
| Katie Bickerstaffe, Chief Operating Officer | 200,000 500,000 | 19 June 2023 28 June 2024 |
| Sacha Berendji, Group Property, Store Development & IT Director | 100,000 200,000 | 19 June 2023 28 June 2024 |
The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the EU Market Abuse Regulation.
1. Performance Share Plan
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | S Rowe | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (Chief Executive Officer) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction)
| ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | E Tonge | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (Chief Financial Officer) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | S Berendji | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (Property, Store Development & IT Director) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | P Friston | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (International Director) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | S Machin | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (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 | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | R Price | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (Managing Director, Clothing & Home) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | K Bickerstaffe | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (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 | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
2. Restricted Share Plan
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | S Machin | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (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 | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Restricted Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | K Bickerstaffe | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (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 | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Restricted Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name | S Berendji | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | PDMR (Property, Store Development & IT Director) | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Marks and Spencer Group plc | ||||
| b) | LEI | 213800EJP14A79ZG1X44 | ||||
| 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 25p shares
ISIN: GB0031274896 | ||||
| b) | Nature of the transaction | Award of conditional shares pursuant to the Marks and Spencer Group Restricted Share Plan | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
| n/a (single transaction) | ||||
| e) | Date of the transaction | 2021-06-29 | ||||
| f) | Place of the transaction | Grant of conditional shares occurred outside a trading venue | ||||
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