Source - LSE Regulatory
RNS Number : 6662I
JTC PLC
20 April 2022
 

 

20 April 2022

 

 

JTC PLC

(the "Company" and together with its subsidiaries "JTC" or the "Group")

 

Vesting and Grant of Performance Share Plan Awards

 

 

2019 PSP Awards Vesting 

 

Further to the announcement of the Company's full year results for the year ended 31 December 2021 and following approval by the Remuneration Committee, JTC announces the vesting of awards of Ordinary shares of £0.01 each in the Company ("Ordinary Shares") granted to Directors and certain persons discharging managerial responsibilities ("PDMRs") under JTC's Performance Share Plan (the "PSP"), as announced on 4 April 2019 (the "2019 Awards"), as follows:

Name of Director / PDMR

Number of Shares Vested

Nigel Le Quesne

84,611

Martin Fotheringham

64,687

Wendy Holley

13,584

Iain Johns

14,602

Jonathan Jennings

10,187

 

Further details of the achievement of the performance conditions applicable to the 2019 Awards will be provided in the Company's forthcoming Annual Report and Accounts for the year ended 31 December 2021.

The 2019 Awards will be satisfied by the transfer of existing Ordinary Shares held by JTC PLC EBT to each Participant. The 2019 Awards are subject to a two-year holding period from the date of vesting.

The notification set out below is provided in accordance with the requirements of Article 19 of the UK Market Abuse Regulation ("UK MAR").

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name:

1.   Nigel Le Quesne

2.   Martin Fotheringham

3.   Wendy Holley

4.   Iain Johns

5.   Jonathan Jennings

 

2

Reason for the notification

a)

Position/Status:

1.   Chief Executive Officer

2.   Chief Financial Officer

3.   Chief Operating Officer

4.   Group Head of Private Client Services and PDMR

5.   Group Head of Institutional Client Services and PDMR

 

b)

Initial Notification/Amendment:

Initial Notification

3

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

a)

Name:

JTC PLC

b)

LEI:

213800DVUG4KLF2ASK33

4.

Details of 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:

Identification code:

Ordinary shares of £0.01 each
 

JE00BF4X3P53

b)

Nature of the transaction:

Vesting of awards granted under the PSP

c)

Price(s) and volume(s):

Price(s)

Volume(s)

1.   Nil

2.   Nil

3.   Nil

4.   Nil

5.   Nil

 

1.   84,611

2.   64,687

3.   13,584

4.   14,602

5.   10,187

 

d)

Aggregated volume:

Price:

N/A

 

e)

Date of the Transaction:

19 April 2022

f)

Place of the Transaction:

Outside a trading venue

 

 

Grant of Conditional 2022 PSP Awards

 

In accordance with the requirements of Market Abuse Regulation Article 19, JTC announces that it has made PSP Awards over Ordinary Shares to certain of its directors and PDMRs (the "2022 Awards") as described below.

Name of Director / PDMR

Number of Conditional Shares Awarded

Nigel Le Quesne

83,062

Martin Fotheringham

60,516

Wendy Holley

46,114

Iain Johns

16,391

Jonathan Jennings

15,773

Michael Halloran

9,481

Richard Ingle

6,364

Dean Blackburn

8,040

 

No consideration was paid for the grant of the 2022 Awards, which are structured as conditional share awards in accordance with the PSP rules. Nigel Le Quesne, Martin Fotheringham and Wendy Holley's 2022 Awards vest dependent on the achievement of relative Total Shareholder Return ("TSR") and absolute Earnings Per Share ("EPS") performance conditions measured over the three-year performance period, from 01.01.2022 to 31.12.2024.

Iain Johns, Jonathan Jennings, Michael Halloran, Richard Ingle and Dean Blackburn's 2022 Awards vest dependent on the achievement of TSR, EPS and Group Business Plan performance conditions measured over a three-year performance period, from 01.01.2022 to 31.12.2024.

To the extent that the Performance Conditions are not satisfied, the relevant part of the 2022 Awards shall lapse.

In addition, the 2022 Awards are further subject to an underpin performance condition that the extent of vesting reflects the overall performance of the Company over the three-year performance period. When making this determination the Committee will have full discretion to ensure that the final outcome is warranted based on the performance of the Company in the light of all relevant factors to ensure there have been no windfall gains.

The 2022 Awards are additionally subject to a two-year holding period following the date of vesting during which a dividend equivalent will accrue in the form of additional shares to the extent the awards vest, as calculated on a re-investment basis.

The 2022 Awards, which are subject to the Malus and Clawback conditions of the PSP, will ordinarily vest on the date on which the Committee determines the extent to which the performance conditions have been satisfied at the end of the three year performance period.

Further details of the conditions applicable to the 2022 Awards and the remuneration arrangements for the Executive Directors are contained in Annual Report and Accounts for the year ended 31 December 2021.

The notification set out below is provided in accordance with the requirements of Article 19 of the UK MAR.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name:

1.   Nigel Le Quesne

2.   Martin Fotheringham

3.   Wendy Holley

4.   Iain Johns

5.   Jonathan Jennings

6.   Michael Halloran

7.   Richard Ingle

8.   Dean Blackburn

 

2

Reason for the notification

a)

Position/Status:

1.   Chief Executive Officer

2.   Chief Financial Officer

3.   Chief Operating Officer

4.   Group Head of Private Client Services and PDMR

5.   Group Head of Institutional Client Services and PDMR

6.   Global Head of Technology Strategy and PDMR

7.   Chief Risk Officer and PDMR

8.   Chief Commercial Officer and PDMR

 

b)

Initial Notification/Amendment:

Initial Notification

3

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

a)

Name:

JTC PLC

b)

LEI:

213800DVUG4KLF2ASK33

4.

Details of 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:

Identification code:

Ordinary shares of £0.01 each
 

JE00BF4X3P53

b)

Nature of the transaction:

Grant of conditional share award under the PSP

c)

Price(s) and volume(s):

Price(s)

Volume(s)

Nominal price of £0.01 per share

1.   83,062

2.   60,516

3.   46,114

4.   16,391

5.   15,773

6.   9,481

7.   6,364

8.   8,040

 

d)

Aggregated volume:

Price:


N/A

e)

Date of the Transaction:

19 April 2022

f)

Place of the Transaction:

Outside trading venue

 

For further information please contact:

 

Miranda Lansdowne

JTC (Jersey) Limited

Company Secretary

+44 1534 700 000

Miranda.Lansdowne@jtcgroup.com

 

About JTC

JTC is a publicly listed, global professional services business with deep expertise in fund, corporate and private client services. Every JTC person is an owner of the business and this fundamental part of our culture aligns us with the best interests of all our stakeholders. Our purpose is to maximize potential and our success is built on service excellence, long-term relationships and technology capabilities that drive efficiency and add value.

www.jtcgroup.com

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