13 February 2024
B.P. Marsh & Partners Plc
PDMRs' Dealings
B.P. Marsh (AIM: BPM), the specialist investor in early-stage financial services businesses, has today been notified of the sale of Ordinary Shares of 10p each in the Company ("Ordinary Shares") on 12 February 2024 at the open market price of 450p per share by certain employees of the Company. The Ordinary Shares sold were held under the B.P. Marsh Joint Share Ownership Plan (the "JSOP") ("JSOP Shares").
The JSOP was established on 13 June 2018 and announced by the Company on the same date. On this date the Employee Participants entered into individual Joint Ownership Agreements ("JOAs") with JTC Employer Solutions Trustee Limited (formerly RBC cees Trustee Limited) (the "EBT") as part of the Company's remuneration and staff incentive arrangements.
The beneficial interests in the JSOP Shares are jointly held between the relevant employee and the EBT. The terms of the JOA included a minimum vesting period of three years and, subject to the Employee Participant remaining employed for this duration, upon sale of the vested shares the proceeds of sale will be divided between the joint owners so that the EBT receives 312p per share (which represents the Initial Threshold Value of 281p plus a hurdle amount of 3.75% per annum during the vesting period) and the Employee Participant is entitled to the balance of 138p per share. The JOAs matured as fully vested on 13 June 2021 and some members of the JSOP have now partially exercised their rights to sell 161,000 JSOP Shares in aggregate.
Below is a table declaring the interests that PDMRs have sold ("Selling PDMRs") as part of the above mentioned trade:
| Name of PDMR | Number of JSOP Shares awarded in 2018 | JSOP Shares sold in which PDMR had an interest | Number of JSOP Shares in which PDMR retains an interest |
| Alice Foulk | 167,465 | 25,939 | 141,526 |
| Jonathan Newman | 167,465 | 25,939 | 141,526 |
| Sinead O'Haire | 167,465 | 25,939 | 141,526 |
Below is a table of the Selling PMDRs' ongoing full interests in the Company (including unvested share options):
| Name of PDMR | Number of JSOP Interests | Share Incentive Plan Interests | Share Options | Personally Held Shares |
| Alice Foulk | 141,526 | 23,944 | 260,000 | 23,428 |
| Jonathan Newman | 141,526 | 32,651 | 200,000 | 19,645 |
| Sinead O'Haire | 141,526 | 32,651 | 200,000 | 24,695 |
- Ends -
For further information:
| B.P. Marsh & Partners Plc | |
| Brian Marsh OBE | +44 (0)20 7233 3112 |
| Nominated Adviser & Broker Panmure Gordon |
|
| Atholl Tweedie / Amrit Mahbubani / Stephen Jones / Ailsa MacMaster | +44 (0)20 7886 2500 |
| | |
| Financial PR & Investor Relations | |
| Tavistock | bpmarsh@tavistock.co.uk |
| Simon Hudson / Tim Pearson / Katie Hopkins | +44 (0)20 7920 3150 |
Notes to Editors:
B.P. Marsh's current portfolio contains fifteen companies. More detailed descriptions of the portfolio can be found at www.bpmarsh.co.uk.
Since formation over 30 years ago, the Company has assembled a management team with considerable experience both in the financial services sector and in managing private equity investments. Many of the directors have worked with each other in previous roles, and all have worked with each other for over ten years.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Alice Foulk | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Managing Director / PDMR | ||||
| b) | Initial notification / amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | B.P. Marsh & Partners Plc | ||||
| b) | LEI | 2138008G8EPE3HAHEM13 | ||||
| 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 10 pence each | ||||
| | Identification code | ISIN: GB00B0XLRJ79 | ||||
| b) | Nature of the transaction | Sale of interests in shares pursuant to a Joint Share Ownership Plan for 450p per share. On sale of a JSOP Share, the participant is entitled to the sale proceeds in excess of a threshold amount of 312p. An Employee Benefit Trust is entitled to the balance of the sale proceeds. | ||||
| c) | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information | N/A | ||||
| e) | Date of the transaction | 2024-02-12 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Jonanthan Newman | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Executive Director / PDMR | ||||
| b) | Initial notification / amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | B.P. Marsh & Partners Plc | ||||
| b) | LEI | 2138008G8EPE3HAHEM13 | ||||
| 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 10 pence each | ||||
| | Identification code | ISIN: GB00B0XLRJ79 | ||||
| b) | Nature of the transaction | Sale of interests in shares pursuant to a Joint Share Ownership Plan for 450p per share. On sale of a JSOP Share, the participant is entitled to the sale proceeds in excess of a threshold amount of 312p. An Employee Benefit Trust is entitled to the balance of the sale proceeds. | ||||
| c) | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information | N/A | ||||
| e) | Date of the transaction | 2024-02-12 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Sinead O'Haire | ||||
| 2 | Reason for notification | |||||
| a) | Position / status | Chief Legal Officer & Group Company Secretary / PDMR | ||||
| b) | Initial notification / amendment | Initial | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | B.P. Marsh & Partners Plc | ||||
| b) | LEI | 2138008G8EPE3HAHEM13 | ||||
| 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 10 pence each | ||||
| | Identification code | ISIN: GB00B0XLRJ79 | ||||
| b) | Nature of the transaction | Sale of interests in shares pursuant to a Joint Share Ownership Plan for 450p per share. On sale of a JSOP Share, the participant is entitled to the sale proceeds in excess of a threshold amount of 312p. An Employee Benefit Trust is entitled to the balance of the sale proceeds. | ||||
| c) | Price(s) and volumes(s) |
| ||||
| d) | Aggregated information | N/A | ||||
| e) | Date of the transaction | 2024-02-12 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM (XLON) | ||||
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