Hill & Smith Holdings PLC ('Hill & Smith' or 'the Company')
Director and PDMR Shareholdings
20 September 2021
Hill & Smith 2014 Long-Term Incentive Plan
LTIP Award - 16 September 2021
On 16 September 2021 the Remuneration Committee of the Company approved the grant of awards, in the form of nil-cost options over ordinary shares in the Company in accordance with the provisions of the Hill & Smith Holdings 2014 Long Term Incentive Plan (the "LTIP").
Mr P Simmons has been granted a nil-cost option over 58,762 ordinary shares and Mrs H K Nichols has been granted a nil-cost option over 31,075 ordinary shares.
Under the rules of the LTIP and the Company's Remuneration Policy, the vesting of the Awards is subject to the achievement of set performance conditions. In the Directors' Remuneration Report for the year ending 31 December 2020, the Company noted that it would confirm these when the awards were granted. As with previous years, the performance measures are based 50% upon the Company's underlying earnings per share and 50% upon its Total Shareholder Return ('TSR'). The relative TSR measure (including the comparator group) remains the same as previously. Having regard to the impact of the Covid-19 pandemic, the Remuneration Committee has concluded that it would be better to set the EPS targets as absolute rather than growth measures. The performance measures and targets are summarised below.
| Vesting amount | Underlying Earnings per Share for the year ending 31 December 2023 (50% of the Awards) | TSR performance over the three years ending 31 December 2023 (50% of the Awards)** |
| 0% vesting | Less than £0.82 | Below median |
| Threshold: 20% vesting | £0.82 | Median |
| 100% vesting* | 102p | Upper quartile |
*Straight line vesting applies between threshold and maximum vesting
** compared to the FTSE 250 excluding investment trusts and financial services companies
The Awards will (subject to the achievement of the performance conditions) vest following the end of the performance period but may not ordinarily be exercised until the end of a further two-year holding period.
| 1. | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) | Name | Mr P Simmons | |
| 2. | Reason for the notification | ||
| (a) | Position/status | Chief Executive Officer | |
| (b) | Initial notification/ Amendment | Initial notification | |
| 3. | Details of the issuer | ||
| (a) | Name | Hill & Smith Holdings PLC | |
| (b) | LEI | 2138003A3ISGQZBOWI83 | |
| 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 | Ordinary shares of £0.25 each | |
| (b) | Identification code of the Financial Instrument | GB0004270301 | |
| (c) | Nature of the transaction | Grant of Nil-Cost Option as part of 2021 LTIP Award
| |
| (d) | Price(s) and volume(s) | Price(s) | Volume(s) |
| | | Nil
| 58,762 shares
|
| (e) | Aggregated information | | |
| - Aggregated volume | 58,762 | ||
| - Price | Nil | ||
| (f) | Date of the transaction | 16 September 2021 | |
| (g) | Place of the transaction | Outside a trading venue
| |
| 1. | Details of the person discharging managerial responsibilities/person closely associated | ||
| (a) | Name | Mrs H K Nichols | |
| 2. | Reason for the notification | ||
| (a) | Position/status | Chief Financial Officer | |
| (b) | Initial notification/ Amendment | Initial notification | |
| 3. | Details of the issuer | ||
| (a) | Name | Hill & Smith Holdings PLC | |
| (b) | LEI | 2138003A3ISGQZBOWI83 | |
| 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 | Ordinary shares of £0.25 each | |
| (b) | Identification code of the Financial Instrument | GB0004270301 | |
| (c) | Nature of the transaction | Grant of Nil-Cost Option as part of 2021 LTIP Award | |
| (d) | Price(s) and volume(s) | Price(s) | Volume(s) |
| | | Nil | 31,075 shares |
| (e) | Aggregated information | | |
| - Aggregated volume | 31,075 shares | ||
| - Price | Nil Cost | ||
| (f) | Date of the transaction | 16 September 2021 | |
| (g) | Place of the transaction | Outside a trading venue | |
Enquiries:
Alex Henderson
Company Secretary
Tel: +44 (0) 121 704 7430
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
