Source - LSE Regulatory
RNS Number : 5605I
TClarke PLC
27 March 2024
 

TClarke plc
("the Company")

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

The Company announces that on 27th March 2024, the following Executive Directors of the Company were granted nil cost conditional share awards over ordinary shares of 10p each in Company ("Shares") pursuant to the TClarke 2021 Long-term Incentive Plan ("the Plan") as follows:

Executive Director:

Number of conditional shares awarded:

Mark Lawrence

383,478

Mike Crowder

326,877

Trevor Mitchell

287,668

No consideration was paid for the grant of the conditional share awards.  The conditional share awards will normally vest on 27th March 2027, being the third anniversary of the date of grant, and will be subject to continued employment with the Company.

50% of the award will be subject to satisfaction of the earnings per share performance condition as set out below:

Annual growth in EPS above CPI*

Proportion of award vesting

Less than 3%

Nil

3%

25%

Between 3% and 10%

Between 25% and 100% on a straight-line basis

Above 10%

100%

*Base point from which performance is measured is based on average EPS for the three years ended 31st December 2023. Earnings per share calculated by profit before tax divided by weighted average of number of shares in issue during the financial year.

50% of the award is being made to incentivise the achievement of the Company's 3 year ambitious organic growth plan, achievement of which would substantially enhance earnings per share. This element of the award will be subject to satisfaction of the Total Shareholder Return (TSR) performance condition as set out below:

TSR*

Proportion of award vesting

Less than 35%

Nil

35%

25%

Between 35% and 50%

Between 25% and 100% on a straight-line basis

Above 50%

100%

 

* Base point share price 150p. The share price at maturity is the 3-month average to 31 December 2026.

Formal notifications in respect of the conditional share awards to the Executive Directors are below;

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Mark Lawrence

2

Reason for the notification

a)

Position/status

Group Chief Executive Officer and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 shares of 10 pence each

 

 

  GB0002015021

 

 

b)

Nature of the transaction

Grant of a conditional share award under the Long-term Incentive Plan

c)

Price(s) and volume(s)

 

Price(s)

Volume(s)

Nil

383,478

 

  d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

N/A (single transaction)

e)

Date of the transaction

2024-03-27

 

f)

Place of the transaction

Outside a trading venue

 

 

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Mike Crowder

2

Reason for the notification

a)

Position/status

Group Managing Director and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 shares of 10 pence each

 

 

  GB0002015021

 

 

b)

Nature of the transaction

Grant of a conditional share award under the Long-term Incentive Plan

c)

Price(s) and volume(s)

 

Price(s)

Volume(s)

Nil

326,877

 

  d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

N/A (single transaction)

e)

Date of the transaction

2024-03-27

 

f)

Place of the transaction

Outside a trading venue

 

 

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Trevor Mitchell

2

Reason for the notification

a)

Position/status

Group Finance Director and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 shares of 10 pence each

 

 

  GB0002015021

 

 

b)

Nature of the transaction

Grant of a conditional share award under the Long-term Incentive Plan

c)

Price(s) and volume(s)

 

Price(s)

Volume(s)

Nil

287,668

 

  d)

 

Aggregated information

 

- Aggregated volume

 

- Price

 

N/A (single transaction)

e)

Date of the transaction

2024-03-27

 

f)

Place of the transaction

Outside a trading venue

 

For further information contact:

TClarke plc

Mark Lawrence Group Chief Executive

Trevor Mitchell Finance Director

Tel: 020 7997 7400

 www.tclarke.co.uk

 

Cavendish Capital Markets Limited (Corporate Broker)

Ben Jeynes (Corporate Finance)

Tel: 020 7397 8900

 www.cenkos.com

 

RMS Partners

Simon Courtenay

Tel: 020 3735 551

 

27 March 2024


 

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