15 May 2023
H&T Group plc
("H&T", the "Company" or the "Group")
(AIM: HAT)
Performance Share Plan ("PSP") 2023 and Amendment to the 2021 PSP
H&T Group plc announces the adoption of its 2023 Performance Share Plan ("PSP") which has been approved by the Remuneration Committee. Further details on the scheme, which will apply to senior management and Executive Directors of the Company, are set out below.
In accordance with the rules of the PSP, eligible employees will be entitled to acquire a maximum number of Ordinary Shares ('Award Shares') on or after 31 December 2025 at nil price, subject to the Company achieving the minimum reported performance criteria.
Summary details set out below:
| 2023 Grant | The grants of shares are a proportion of salary as follows: · Executive Directors -130% of base salary · Christopher Gillespie, CEO: 93,816 · Diane Giddy, CFO: 68,092 · Senior management - 35% to 75% of base salary
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| Performance period | The performance period for the 2023 grant is 1 January 2023 to
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| Vesting | The scheme is planned to vest at the end of 2025.
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| Performance conditions | The scheme is split equally based on targets for total shareholder return (TSR) and growth in basic earnings per share (EPS) measured over the three-year performance period.
The minimum, target and maximum thresholds, with reference to growth over 2022 or the share price as at 31 December 2022, are:
For performance below the minimum no award will vest, at the minimum 30% (2022: 30%) of the award will vest, at the target 50% (2022: 50%) of the award will vest, and at or above the maximum 100% (2022: 100%) of the award will vest. A sliding scale of vesting, on a straight-line basis applies between the minimum, target and maximum TSR and EPS targets.
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| Share retention period | Executive directors are subject to a two-year share retention period for shares awarded under the scheme.
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| Further conditions | Award Shares will be released on 31 December 2025 subject to continued employment and the satisfaction of certain specific performance conditions. The awards are further subject to claw back and malus provisions.
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2021 PSP Amendment
· The Company previously notified that in relation to the 2021 PSP, a total number of 366,053 shares would potentially be required. Having reviewed the participants, the Remuneration Committee has decided to exercise its discretion to better align the list of participants to the current senior management team, to take account of a number of departures and to include Diane Giddy, Chief Financial Officer, who joined the Company in November 2021. Diane's award has been pro-rated to reflect the date of her appointment partway through the performance period. The proposed amendments will increase the total potential number of shares to 456,675.
The grant of shares is a proportion of salary as follows:
· Executive Director -105% of base salary
· Diane Giddy, CFO: 66,262
Enquiries
| H&T Group plc Chris Gillespie, Chief Executive Officer Diane Giddy, Chief Financial Officer
| +44(0)20 8225 2700 |
| Shore Capital Ltd (Nominated Advisor and Broker Stephane Auton/Iain Sexton (Corporate Advisory) Guy Wiehahn/Isobel Jones (Corporate Broking)
| +44(0)20 7408 4090 |
| Alma PR (Public Relations) Sam Modlin Andy Bryant Pippa Crabtree | +44(0)20 3405 0205 handt@almapr.co.uk |
| 1
| Details of the person discharging managerial responsibilities / person closely associated
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| a)
| Name
| Chris Gillespie | ||||
| 2
| Reason for the notification
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| a)
| Position/status
| Chief Executive Officer | ||||
| b)
| Initial notification /Amendment
| Initial notification | ||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||
| a)
| Name
| H&T Group plc | ||||
| b)
| LEI
| 2138006N2X1XSBSDSU74 | ||||
| 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
| H&T Group plc ordinary shares of 5 pence
GB00B12RQD06 | ||||
| b)
| Nature of the transaction
| Award of Options under Performance Share Plan | ||||
| c)
| Price(s) and volume(s)
|
| ||||
| d)
| Aggregated information
- Aggregated volume
- Price
| N/A (single transaction) | ||||
| e)
| Date of the transaction
| 15 May 2023 | ||||
| f)
| Place of the transaction
| London Stock Exchange, AIM Market (XLON) | ||||
| 1
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
| a)
| Name
| Diane Giddy | ||||
| 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
| H&T Group plc | ||||
| b)
| LEI
| 2138006N2X1XSBSDSU74 | ||||
| 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
| H&T Group plc ordinary shares of 5 pence
GB00B12RQD06 | ||||
| b)
| Nature of the transaction
| Award of Options under Performance Share Plan | ||||
| c)
| Price(s) and volume(s)
|
| ||||
| d)
| Aggregated information
- Aggregated volume
- Price
|
Aggregated volume: 134,354
Price: Nil | ||||
| e)
| Date of the transaction
| 15 May 2023 | ||||
| f)
| Place of the transaction
| London Stock Exchange, AIM Market (XLON) | ||||
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