25 May 2023
Pod Point Group Holdings plc
(the "Company" or "Pod Point")
Notification of Transactions by Persons Discharging Managerial Responsibilities ('PDMRs')
The Company announces that, on 25 May 2023, it granted Nil Cost Options ("Options") over Ordinary Shares of £0.001 each in the Company ("Shares"), in accordance with the Rules of the Pod Point Long Term Incentive Plan ("LTIP"), to the Executive Directors of the Company.
Vesting of the Options is subject to the Rules of the LTIP and upon continued employment to the normal vesting date and the achievement of the following performance conditions:
| Measure | Weighting | Threshold (25% payable) | Max (100% payable) |
| Relative TSR vs FTSE Small Cap Index (excluding Investment Trusts) | 25% | Median performance vs comparator group | Upper Quartile performance vs comparator group |
| Adjusted EBITDA in FY25 | 25% | £3m | £10m |
| Operating free cash flow in FY25 (excluding financing and M&A) | 25% | -£15.8m | -£6m |
| The successful design, development and negotiation of an Energy Tariff consumer market offering | 12.5% | Full attainment of the goals will be the successful launch of an energy tariff which is integrated with Pod Point's products and services and the provision of direct benefit to consumers to reduce cost, consumption and carbon intensity | |
| The signing of a 'grid load' management contract | 12.5% | Full attainment will be obtaining of a signed contract with a grid load manager to provide load management services to maximise energy use efficiency | |
The number of Shares that will vest under the Options will depend upon the extent to which the performance conditions have been achieved and the discretion of the Remuneration Committee.
No consideration is payable on grant or vesting of the Options. The Options will normally vest three years from the date of grant but are subject to an additional two-year holding period from vesting. They are also subject to malus and clawback provisions.
This notification is made in accordance with the requirements of Article 19 of the UK Market Abuse Regulation.
| 1. | Details of the PDMR | |||||
| a) | Name | Erik Fairbairn | ||||
| 2. | Reason for notification | |||||
| 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 | Pod Point Group Holdings plc | ||||
| b) | LEI | 213800MY9U5MEDG21D89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; | |||||
| a) | Description of the financial instrument
Identification code | Ordinary shares of £0.001 each
ISIN: GB00BNDRD100 | ||||
| b) | Nature of the transaction | Grant of Nil Cost Option under the Long Term Incentive Plan | ||||
| c) | Price(s) and volume(s)
|
| ||||
| d) | Aggregated information
Aggregated volume
Price |
N/A
| ||||
| e) | Date of the transaction | 25 May 2023
| ||||
| f) | Place of the transaction | Outside of a trading venue | ||||
| 1. | Details of the PDMR | |||||
| c) | Name | David Wolffe | ||||
| 2. | Reason for notification | |||||
| d) | Position / status | Chief Financial Officer | ||||
| e) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Pod Point Group Holdings plc | ||||
| b) | LEI | 213800MY9U5MEDG21D89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; | |||||
| g) | Description of the financial instrument Identification code | Ordinary shares of £0.001 each ISIN: GB00BNDRD100 | ||||
| h) | Nature of the transaction | Grant of Nil Cost Option under the Long Term Incentive Plan | ||||
| i) | Price(s) and volume(s)
|
| ||||
| j) | Aggregated information
Aggregated volume
Price |
N/A
| ||||
| k) | Date of the transaction | 25 May 2023
| ||||
| l) | Place of the transaction | Outside of a trading venue | ||||
Anita Guernari
Company Secretary
Enquiries
| Teneo | +44 207 353 4200 85fs.podpoint@teneo.com |
| Mark Burgess, Matt Low, Arthur Rogers | |
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