25 March 2024
Coats Group plc
Director/PDMR Shareholding
Notification of Transactions of Directors/Persons Discharging Managerial Responsibility and their Closely Associated Persons
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | Jacqueline Callaway | |
| b) | Position/status | Chief Financial Officer | |
| c) | Initial notification/ Amendment | Initial notification | |
| 2 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Full name of entity | Coats Group plc | |
| b) | Legal Entity Identifier Code | 2138003SPYWGAITNFY17 | |
| 3 | 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 | Share award constituting a right to acquire Ordinary shares of £0.05 | |
| b) | Identification code/ ISIN | GB00B4YZN328 | |
| c) | Nature of the transaction | Award of nil cost share options under the terms of the Coats Group plc Long Term Incentive Plan ("LTIP") as set out in the attached Appendix 1. | |
| d) | Price(s) and volume(s) | Price(s) | Volume(s) |
| |
| Nil | 821,478 |
| e) | Aggregated information | 821,478 n/a
| |
| f) | Date of the transaction | 22 March 2024 | |
| g) | Place of the transaction | London Stock Exchange, Main Market (XLON) | |
| | | | |
| Enquiry details
| | | |
| Investors | Julian Wais | Coats Group plc | +44 (0)797 497 4690 |
| | | | |
| Media | Richard Mountain / Nick Hasell | FTI Consulting | +44 (0)20 3727 1374 |
| | | | |
Appendix 1
Coats Group plc - 2024 Long Term Incentive Award - Performance Schedule
Introduction
The following schedule sets out the performance conditions that will apply to the 2024 Coats Group plc Long Term Incentive award. The performance period is 1 January 2024 to 31 December 2026.
Performance Measures & Weighting
The award has four performance measures and is weighted as set out below.
| Measure | Weighting (% of total award) | Definition1
|
| Coats Group plc Earnings Per Share Compound Annual Growth (CAGR) | 30% | The Compound Annual Growth (CAGR) in EPS achieved in the performance period. The Board will consider the CAGR in Normalised EPS which is EPS, adjusted to exclude exceptional items such as property gains or losses and the impact of IAS19 charges (pensions finance). |
| Average Cash Conversion over 3-years (Cash) | 20% | The average of the adjusted Free Cash Flow divided by normalised Attributable Profit for each of the three years in the performance period. The adjusted Free Cash Flow is before deficit repair contributions to the UK pension scheme and after maintaining the company's asset base ie operating cash flow minus capital expenditures, adjusted for exceptional items such as property gains or losses. |
| Total Shareholder Return | 25% | The total returns to shareholders which includes share price growth and ordinary dividend payments. The performance condition is measured against a comparator group consisting of the FTSE250 minus investment trusts. |
| Sustainability | 25% | Achievement of 5 independent equally weighted 2026 Sustainability goals. |
| TOTAL | 100% | |
1. Subject to such adjustments as required by the Committee to ensure the performance condition fulfils its original intent.
Performance Targets and Vesting Schedule
| EPS CAGR (adjusted if necessary) | Threshold | Maximum |
| EPS CAGR in the period from 2024-2026. Measured from the 2023 base year
| 5% | 13% |
| Vesting (The proportion of the award for this measure that vests) | 25% | 100%
|
| Average Cash Conversion | Threshold | Maximum |
| Average Cash Conversion over the period 2024 to 2026
| 70% | 90% |
| Vesting (The proportion of the award for this measure that vests) | 25% | 100%
|
| Total Shareholder Return | Threshold | Maximum |
| Ranking Position vs FTSE250 (excluding investment trusts) | Median | Upper Quartile |
| Vesting (The proportion of the award for this measure that vests) | 25% | 100%
|
| Sustainability | Threshold | Maximum |
| Energy: Absolute reduction in Scope 1&2 emissions in tonnes from 2022 baseline
| 20% | 24% |
| Sustainable Materials: Growth in sustainable (non-virgin oil) based materials from 2022 baseline
| Growth to 55% | Growth to 65% |
| Waste: Zero waste generated within our facilities being diverted to landfill sites. | 93% reduction from 2022 baseline | 100% reduction and zero waste to landfill by 2026 |
| Diversity & inclusion: Percentage of females in senior leadership roles
| 28% | 32% |
| People: Percentage of employees in Coats units that have a GPTW or equivalent certification
| 87% | 89% |
| Vesting (The proportion of the award for this measure that vests) | 25% | 100% |
There is a proportionate straight-line vesting for performance between each of the targets shown above.
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