For release Tuesday 31 January 2023
NWF Group plc
NWF Group plc: Award of Options under Company Performance Share Plan
NWF Group plc ('NWF' or the 'Company'), the specialist distributor of fuel, food and feed across the UK, announces the following awards have been approved under the terms of the established NWF Company Performance Share Plan (the "Plan").
Richard Whiting, Chief Executive of NWF, will receive an award of a conditional right over a maximum of 138,478 ordinary shares of 25 pence each of the Company ("Shares") at a price of 230 pence per Share, being the mid-market price at the close of business on 30 January 2023. This award is subject to the following performance targets:
1. if the reported headline basic earnings per share for the three financial years ending 31 May 2025 increases by RPI plus 2% per annum then 41,543 Shares will be issued under the Plan; and
2. the maximum of 138,478 Shares will be issued if the reported headline basic earnings per share increases by RPI plus 8% per annum for the three financial years ending 31 May 2025.
Following the award, Richard Whiting will be interested in 428,917 conditional awards over Shares.
Chris Belsham, Group Finance Director of NWF, will receive an award of a conditional right over a maximum of 83,261 Shares at a price of 230 pence per Share, being the mid-market price at the close of business on 30 January 2023. This award is subject to the following performance targets:
1. if the reported headline basic earnings per share for the three financial years ending 31 May 2025 increases by RPI plus 2% per annum then 24,978 Shares will be issued under the Plan; and
2. the maximum of 83,261 Shares will be issued if the reported headline basic earnings per share increases by RPI plus 8% per annum for the three financial years ending 31 May 2025.
Following the award, Chris Belsham will be interested in 257,877 conditional awards over Shares.
Rob Andrew, Company Secretary of NWF, will receive an award of a conditional right over a maximum of 62,500 Shares at a price of 230 pence per Share, being the mid-market price at the close of business on 30 January 2023. This award is subject to the following performance targets:
1. if the reported headline basic earnings per share for the three financial years ending 31 May 2025 increases by RPI plus 2% per annum then 18,750 Shares will be issued under the Plan; and
2. the maximum of 62,500 Shares will be issued if the reported headline basic earnings per share increases by RPI plus 8% per annum for the three financial years ending 31 May 2025.
Following the award, Rob Andrew will be interested in 193,493 conditional awards over Shares.
Andrew Downie, Managing Director of NWF Agriculture, will receive an award of a conditional right over a maximum of 59,429 Shares at a price of 230 pence per Share, being the mid-market price at the close of business on 30 January 2023. This award is subject to the following performance targets:
1. if the reported headline basic earnings per share for the three financial years ending 31 May 2025 increases by RPI plus 2% per annum then 17,829 Shares will be issued under the Plan; and
2. the maximum of 59,429 Shares will be issued if the reported headline basic earnings per share increases by RPI plus 8% per annum for the three financial years ending 31 May 2025.
Following the award, Andrew Downie will be interested in 185,360 conditional awards over Shares.
Angela Carus, Managing Director of Boughey Distribution, will receive an award of a conditional right over a maximum of 57,098 Shares at a price of 230 pence per Share, being the mid-market price at the close of business on 30 January 2023. This award is subject to the following performance targets:
1. if the reported headline basic earnings per share for the three financial years ending 31 May 2025 increases by RPI plus 2% per annum then 17,129 Shares will be issued under the Plan; and
2. the maximum of 57,098 Shares will be issued if the reported headline basic earnings per share increases by RPI plus 8% per annum for the three financial years ending 31 May 2025.
Following the award, Angela Carus will be interested in 57,098 conditional awards over Shares.
The Plan was established for the purpose of incentivising and retaining the Company's eligible executive management. Shares awarded under the Plan are subject to a performance criteria that requires NWF to meet a minimum reported basic earnings per share target over a three year period. The Remuneration Committee has responsibility for determining the award of Shares and the performance targets under the Plan.
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The information below (set out in accordance with the requirements of EU Market Abuse Regulation) provides further detail:
:
| 1. | Details of the person discharging managerial responsibilities / person closely associated | ||||
| a. | Name | Richard Whiting | |||
| 2. | Reason for the notification | ||||
| a. | Position/status | Chief Executive | |||
| b. | Initial notification /Amendment | Initial | |||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
| a. | Name | NW F Group plc | |||
| b. | LEI | 213800ARRZNN1W VZ9M70 | |||
| 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 25p in the Company
GB0006523608 | |||
| b. | Nature of the transaction |
Award of options under the Company's Share Option Plan | |||
| c. | Price(s) and volume(s) | | |||
| | Price(s) | Volume(s) | | ||
| 0p | 138,478 | ||||
| d. | Aggregated information • Aggregated volume • Price |
| |||
| e. | Date of the transaction | 31 January 2023 | |||
| f. | Place of the transaction |
Outside a trading venue | |||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | ||||
| a. | Name | Christopher Belsham | |||
| 2. | Reason for the notification | ||||
| a. | Position/status | Group Finance Director | |||
| b. | Initial notification /Amendment | Initial | |||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
| a. | Name | NW F Group plc | |||
| b. | LEI | 213800ARRZNN1W VZ9M70 | |||
| 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 25p in the Company
GB0006523608 | |||
| b. | Nature of the transaction |
Award of options under the Company's Share Option Plan | |||
| c. | Price(s) and volume(s) | | |||
| | Price(s) | Volume(s) | | ||
| 0p | 83,261 | ||||
| d. | Aggregated information • Aggregated volume • Price |
| |||
| e. | Date of the transaction | 31 January 2023 | |||
| f. | Place of the transaction |
Outside a trading venue | |||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | ||||
| a. | Name | Rob Andrew | |||
| 2. | Reason for the notification | ||||
| a. | Position/status | Company Secretary | |||
| b. | Initial notification /Amendment | Initial | |||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
| a. | Name | NW F Group plc | |||
| b. | LEI | 213800ARRZNN1W VZ9M70 | |||
| 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 25p in the Company
GB0006523608 | |||
| b. | Nature of the transaction |
Award of options under the Company's Share Option Plan | |||
| c. | Price(s) and volume(s) | | |||
| | Price(s) | Volume(s) | | ||
| 0p | 62,500 | ||||
| d. | Aggregated information • Aggregated volume • Price |
| |||
| e. | Date of the transaction | 31 January 2023 | |||
| f. | Place of the transaction |
Outside a trading venue | |||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | ||||
| a. | Name | Andrew Downie | |||
| 2. | Reason for the notification | ||||
| a. | Position/status | Managing Director Feeds | |||
| b. | Initial notification /Amendment | Initial | |||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
| a. | Name | NW F Group plc | |||
| b. | LEI | 213800ARRZNN1W VZ9M70 | |||
| 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 25p in the Company
GB0006523608 | |||
| b. | Nature of the transaction |
Award of options under the Company's Share Option Plan | |||
| c. | Price(s) and volume(s) | | |||
| | Price(s) | Volume(s) | | ||
| 0p | 59,429 | ||||
| d. | Aggregated information • Aggregated volume • Price |
| |||
| e. | Date of the transaction | 31 January 2023 | |||
| f. | Place of the transaction |
Outside a trading venue | |||
| 1. | Details of the person discharging managerial responsibilities / person closely associated | ||||
| a. | Name | Angela Carus | |||
| 2. | Reason for the notification | ||||
| a. | Position/status | Managing Director Food | |||
| b. | Initial notification /Amendment | Initial | |||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
| a. | Name | NW F Group plc | |||
| b. | LEI | 213800ARRZNN1W VZ9M70 | |||
| 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 25p in the Company
GB0006523608 | |||
| b. | Nature of the transaction |
Award of options under the Company's Share Option Plan | |||
| c. | Price(s) and volume(s) | | |||
| | Price(s) | Volume(s) | | ||
| 0p | 57,098 | ||||
| d. | Aggregated information • Aggregated volume • Price |
| |||
| e. | Date of the transaction | 31 January 2023 | |||
| f. | Place of the transaction |
Outside a trading venue | |||
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