14 April 2022
Deliveroo plc ("Deliveroo" or "the Company")
Notifications of transactions by Persons Discharging Managerial Responsibility ("PDMR")
This announcement is made in accordance with the Market Abuse Regulation ('MAR') and relates to Adam Miller, Chief Financial Officer, being granted conditional share awards on 12 April 2022 under the Company's: (i) Annual Bonus Deferred Share Plan (the "DSP Award"); and (ii) Deliveroo Incentive Plan (the "PSP Award").
The Annual Bonus is delivered one-half in cash with the remaining half deferred into shares (the DSP Award), which will vest after three years subject to continued employment. The Annual Bonus is subject to stretching performance conditions to align with the delivery of the Company's annual budget commitments and, through deferral via the DSP Award, ensures that a substantial amount of the Annual Bonus remains aligned with long term creation of value for shareholders.
The PSP Awards made under the Deliveroo Incentive Plan are subject to stretching performance targets based on a total shareholder return (TSR) matrix covering both absolute and relative TSR, to maintain strong alignment with the long-term performance of the Company and the interests of shareholders. Performance is measured over three years with a further two-year post vesting holding period. The performance targets for the PSP Awards are set out on page 126 of the Company's 2021 Annual Report and Accounts (the "2021 Annual Report").
As highlighted in the Remuneration Committee's annual statement in the 2021 Annual Report, the Remuneration Committee decided that the IPO share price of £3.90 should be used to calculate the number of shares granted to the CFO under both of the DSP and PSP awards to mitigate against windfall gains. This approach in using the IPO share price rather than the current share price reduces the face value of these share awards (and the 2021 annual bonus payment) to a more conservative level.
For further details of the Annual Bonus/DSP and Deliveroo Incentive Plan/PSP, please see the Company's 2021 Annual Report. It should be noted that the Remuneration Committee determined to grant the awards in April to be within the 42 day period following the announcement of our FY2021 preliminary financial results, in accordance with the rules of the relevant share plans.
The attached notification, which has been made in accordance with the requirements of the EU Market Abuse Regulation (as it forms part of UK law pursuant to the European Union (Withdrawal) Act 2018), provides further detail.
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Contacts |
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| Investor relations |
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| David Hancock, VP Investor Relations Tim Warrington, Investor Relations Director | 07966 930 716 |
| Media relations |
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| Joe Carberry, VP Communications | 07787 561 905 |
| Tulchan Communications, James Macey White,
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| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| (a) | Name | Adam Miller | ||||
| 2. | Reason for the notification | |||||
| (a) | Position/status | 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 | Deliveroo plc | ||||
| (b) | LEI | 984500F6537F74DDEE77 | ||||
| 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 | Class A Ordinary Shares of 0.5p each | ||||
| (b) | Identification code | ISIN: GB00BNC5T391 | ||||
| (c) | Nature of the transaction | Grant of a conditional award over shares under the Annual Bonus Deferred Share Plan | ||||
| (d) | Price(s) and volume(s) |
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| (e) | Aggregated information - Aggregated volume - Price |
Not applicable £359,997.30 | ||||
| (f) | Date of the transaction | 12 April 2022 | ||||
| (g) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||
| 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 | Class A Ordinary Shares of 0.5p each | ||||
| (b) | Identification code | ISIN: GB00BNC5T391 | ||||
| (c) | Nature of the transaction | Grant of a conditional award over shares under the Deliveroo Incentive Plan.
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| (d) | Price(s) and volume(s) |
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| (e) | Aggregated information - Aggregated volume - Price |
Not applicable £2,999,997 | ||||
| (f) | Date of the transaction | 12 April 2022 | ||||
| (g) | Place of the transaction | London Stock Exchange, Main Market (XLON) | ||||
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