29 June 2023
Headlam Group plc
(the 'Company')
Grant of awards under the Company's Performance Share Plan ('PSP')
On 29 June 2023, the Company granted awards in the form of nil-cost options over a total of 775,782 ordinary shares in the Company under the Company's PSP, including 404,812 to the following Executive Directors and Persons Discharging Managerial Responsibility ('PDMR'):
| Executive Director/ PDMR | Position | Number of ordinary shares over which PSP awards granted |
| Chris Payne | Chief Executive | 277,669 |
| Adam Phillips | Chief Financial Officer | 127,143 |
As detailed on page 162 of the 2022 Annual Report and Accounts, the PSP awards vest dependent on the achievement of performance conditions against the following measures:
- underlying Earnings Per Share performance (70%)
- relative Total Shareholder Return (20%); and
- reduction in greenhouse gas emissions (10%).
The performance conditions will be measured over a three-year performance period.
The Company's Remuneration 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.
PSP awards granted to Executive Directors 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 number of ordinary shares over which the PSP awards were granted was based on a share price of 256.60 pence per ordinary share, being the average mid-market closing share price for the five business days prior to the grant date, as derived from the London Stock Exchange daily official list.
The awards, which are also subject to the Malus and Clawback conditions of the PSP, will ordinarily vest on the latest of three years following the date of grant or the date on which the Company's Remuneration Committee determines the extent to which the performance conditions have been satisfied.
Enquiries:
| Headlam Group plc | Tel: 01675 433 000 |
| |
| Chris Payne, Chief Executive | Email: headlamgroup@headlam.com | | |
| Adam Phillips, Chief Financial Officer | | | |
| Catherine Miles, Director of IR and ESG
| | | |
| Panmure Gordon (UK) Limited (Corporate Broker) | Tel: 020 7886 2500 | | |
| Tom Scrivens / Atholl Tweedie
| | | |
| Peel Hunt LLP (Corporate Broker) | Tel: 020 7418 8900 | | |
| George Sellar / John Welch | | | |
| 1. | Details of PDMR / person closely associated with them ("PCA") | |||||
| a) | Name | Chris Payne | ||||
| 2. | Reason for the notification
| |||||
| a) | Position / status | Chief Executive | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer | |||||
| a) | Name | Headlam Group plc
| ||||
| b) | LEI | 213800I4AZZUJEYX9O90 | ||||
| 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 | Ordinary shares of £0.05 each | ||||
| b) | Identification code | ISIN: GB0004170089 | ||||
| c) | Nature of the transaction | Grant of nil-cost options over ordinary shares under the Company's Performance Share Plan | ||||
| d) | Price(s) and volume(s) |
| ||||
| e) | Aggregated information - Volume - Price | N/A | ||||
| f) | Date of the transaction | 29 June 2023 | ||||
| g) | Place of the transaction | Outside a trading venue | ||||
| 1. | Details of PDMR / person closely associated with them ("PCA") | |||||
| a) | Name | Adam Phillips | ||||
| 2. | Reason for the notification
| |||||
| a) | Position / status | Chief Financial Officer | ||||
| b) | Initial notification / amendment | Initial notification | ||||
| 3. | Details of the issuer | |||||
| a) | Name | Headlam Group plc
| ||||
| b) | LEI | 213800I4AZZUJEYX9O90 | ||||
| 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 | Ordinary shares of £0.05 each | ||||
| b) | Identification code | ISIN: GB0004170089 | ||||
| c) | Nature of the transaction | Grant of nil-cost options over ordinary shares under the Company's Performance Share Plan | ||||
| d) | Price(s) and volume(s) |
| ||||
| e) | Aggregated information - Volume - Price | N/A | ||||
| f) | Date of the transaction | 29 June 2023 | ||||
| g) | Place of the transaction | Outside a trading venue | ||||
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