8 May 2024
Portmeirion Group PLC
("Portmeirion" or the "Company")
Grant of Options
The Portmeirion Group 2022 Approved Share Option Plan, The Portmeirion Group 2022 Unapproved Share Option Plan, The Portmeirion 2012 Approved Share Option Plan and The Portmeirion 2012 Unapproved Share Option Plan (the "Option Plans")
The Company announces that the Company's Remuneration Committee and Board, have approved, as part of its long-term employee remuneration and retention incentives, the surrender of 482,500 options over ordinary shares of 5 pence each in the Company ("Ordinary Shares") in issue ("Existing Options") on 3 May 2024 and the grant of 323,000 options over Ordinary Shares ("New Options") on 7 May 2024 to Directors and senior managers pursuant to the Option Plans.
The surrender of Existing Options relates to options over 192,500 Ordinary Shares and 290,000 Ordinary Shares with an exercise price of 570.0 pence and 469.0 pence granted on 25 April 2022 and 2 May 2023 respectively. The Existing Options were surrendered for no consideration. Included within the Existing Options surrendered was a total of 296,000 Existing Options previously granted to persons discharging managerial responsibilities ("PDMRs") of the Company as set out below. The remaining Existing Options surrendered were held by senior managers. All Existing Options granted on 23 March 2021 under the Option Plans lapsed without exercise on 26 March 2024.
The grant of New Options comprises options over a total of 175,000 Ordinary Shares to PDMRs as set out below and a further 148,000 options to other senior managers pursuant to The Portmeirion Group 2022 Approved Share Option Plan and The Portmeirion Group 2022 Unapproved Share Option Plan (the "2022 Options Plans"). The New Options granted have a vesting period of three years, a total exercise period of seven years between 8 May 2027 and 6 May 2034 and an exercise price of 257.5 pence per Ordinary Share (being the closing mid-market price of an Ordinary Share on the dealing day immediately preceding the date of grant).
The New Options are subject to the achievement of performance targets as determined by the Remuneration Committee, and as required under the 2022 Option Plans. The New Options granted on 7 May 2024 are only exercisable if the increase in the average of the Group's basic adjusted (for changes in accounting standards and exceptional items) earnings per share for the three years ending 31 December 2024, 31 December 2025 and 31 December 2026 is at least 65% higher than that calculated for the year ended 31 December 2023. The calculation of basic adjusted EPS shall take account of the number of shares and effective tax rates at the date of grant.
| | | Number of Existing Options surrendered at 570.0 pence per Ordinary Share | Number of Existing Options surrendered at 469.0 pence per Ordinary Share | Number of New Options granted at an exercise price of 257.5 pence per Ordinary Share |
| Company directors/officers: | | | | |
| Michael Raybould | Chief Executive | 40,000 | 50,000 | 50,000 |
| Michael Knapper | Group Operations Director | 25,000 | 35,000 | 35,000 |
| William Robedee | Global Sales Director | 25,000 | 35,000 | 35,000 |
| David Sproston | Group Finance Director | 25,000 | 35,000 | 35,000 |
| Moira MacDonald | Group Company Secretary | 11,000 | 15,000 | 20,000 |
| | Total: | 126,000 | 170,000 | 175,000 |
.
PDMR Shareholdings
The total number of Ordinary Shares over which each PDMR holds options and the total number of Ordinary Shares with voting rights held following the above transactions are as follows:
| | Total number of options over Ordinary Shares* | Total number of Ordinary Shares with voting rights | Ordinary Shares percentage of Company's Ordinary Shares with voting rights
|
| Michael Raybould | 66,088 | 11,886 | 0.08% |
| Michael Knapper | 43,192 | 8,191 | 0.06% |
| William Robedee | 45,915 | - | - |
| David Sproston | 41,366 | 3,815 | 0.03% |
| Moira MacDonald | 20,000 | 2,693 | 0.02% |
*In addition to the New Options, includes options held under The Portmeirion Group 2018 Deferred Incentive Share Option Plan granted in 2022 and 2023: M. Raybould: 16,088; M. Knapper: 8,192; W. Robedee: 10,915 and D. Sproston: 6,366.
The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provide further detail.
_____________________________________________
Notification and public disclosure of transactions by persons discharging managerial responsibilities / person closely associated with them.
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name |
| ||||
| 2. | Reason for the notification | |||||
| a) | Position/status | Chief Executive | ||||
| b) | Initial notification/Amendment | Initial Notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Portmeirion Group PLC | ||||
| b) | LEI | 2138003QC9J6TLZJHO70 | ||||
| 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 | Ordinary Shares of 5 pence each | ||||
| b) | Identification code | GB0006957293 | ||||
| c) | Nature of the transactions | Performance related, Grant of options under 2022 Option Plans. Exercise period 8 May 2027 - 6 May 2034. | ||||
| d) | Price(s) and volume(s)
| In respect of Grant of options under 2022 Option Plans Price at grant: Nil
Exercise Price: £2.575 per Ordinary Share
Volume(s)
| ||||
| e) | Aggregated information - Aggregated volume - Price | In respect of Grant of options under 2022 Option Plans Nil, grant of options only | ||||
| f) | Date of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market 7 May 2024
| ||||
| g) | Place of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market | ||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name
|
| ||||
| 2. | Reason for the notification | |||||
| a) | Position/status | Group Operations Director | ||||
| b) | Initial notification/Amendment | Initial Notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Portmeirion Group PLC | ||||
| b) | LEI | 2138003QC9J6TLZJHO70 | ||||
| 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 | Ordinary Shares of 5 pence each | ||||
| b) | Identification code | GB0006957293 | ||||
| c) | Nature of the transactions | Performance related, Grant of options under 2022 Option Plans. Exercise period 8 May 2027 - 6 May 2034. | ||||
| d) | Price(s) and volume(s)
| In respect of Grant of options under 2022 Option Plans Price at grant: Nil
Exercise Price: £2.575 per Ordinary Share
Volume(s)
| ||||
| e) | Aggregated information - Aggregated volume - Price | In respect of Grant of options under 2022 Option Plans Nil, grant of options only | ||||
| f) | Date of the transactions |
In respect of Grant of options under 2022 Option Plans - - Off-market 7 May 2024
| ||||
| g) | Place of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market | ||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name
|
| ||||
| 2. | Reason for the notification | |||||
| a) | Position/status | Global Sales Director | ||||
| b) | Initial notification/Amendment | Initial Notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Portmeirion Group PLC | ||||
| b) | LEI | 2138003QC9J6TLZJHO70 | ||||
| 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 | Ordinary Shares of 5 pence each | ||||
| b) | Identification code | GB0006957293 | ||||
| c) | Nature of the transactions | Performance related, Grant of options under 2022 Option Plans. Exercise period 8 May 2027 - 6 May 2034. | ||||
| d) | Price(s) and volume(s)
| In respect of Grant of options under 2022 Option Plans Price at grant: Nil
Exercise Price: £2.575 per Ordinary Share
Volume(s)
| ||||
| e) | Aggregated information - Aggregated volume - Price | In respect of Grant of options under 2022 Option Plans Nil, grant of options only | ||||
| f) | Date of the transactions |
In respect of Grant of options under 2022 Option Plans - - Off-market 7 May 2024
| ||||
| g) | Place of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market | ||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name
|
| ||||
| 2. | Reason for the notification | |||||
| a) | Position/status | Group Finance Director | ||||
| b) | Initial notification/Amendment | Initial Notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Portmeirion Group PLC | ||||
| b) | LEI | 2138003QC9J6TLZJHO70 | ||||
| 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 | Ordinary Shares of 5 pence each | ||||
| b) | Identification code | GB0006957293 | ||||
| c) | Nature of the transactions | Performance related, Grant of options under 2022 Option Plans. Exercise period 8 May 2027 - 6 May 2034. | ||||
| d) | Price(s) and volume(s)
| In respect of Grant of options under 2022 Option Plans Price at grant: Nil
Exercise Price: £2.575 per Ordinary Share
Volume(s)
| ||||
| e) | Aggregated information - Aggregated volume - Price | In respect of Grant of options under 2022 Option Plans Nil, grant of options only | ||||
| f) | Date of the transactions |
In respect of Grant of options under 2022 Option Plans - - Off-market 7 May 2024
| ||||
| g) | Place of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market | ||||
| 1. | Details of the person discharging managerial responsibilities/person closely associated | |||||
| a) | Name
|
| ||||
| 2. | Reason for the notification | |||||
| a) | Position/status | Group Company Secretary | ||||
| b) | Initial notification/Amendment | Initial Notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Portmeirion Group PLC | ||||
| b) | LEI | 2138003QC9J6TLZJHO70 | ||||
| 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 | Ordinary Shares of 5 pence each | ||||
| b) | Identification code | GB0006957293 | ||||
| c) | Nature of the transactions | Performance related, Grant of options under 2022 Option Plans. Exercise period 8 May 2027 - 6 May 2034. | ||||
| d) | Price(s) and volume(s)
| In respect of Grant of options under 2022 Option Plans Price at grant: Nil
Exercise Price: £2.575 per Ordinary Share
Volume(s)
| ||||
| e) | Aggregated information - Aggregated volume - Price | In respect of Grant of options under 2022 Option Plans Nil, grant of options only | ||||
| f) | Date of the transactions |
In respect of Grant of options under 2022 Option Plans - - Off-market 7 May 2024
| ||||
| g) | Place of the transactions | In respect of Grant of options under 2022 Option Plans - - Off-market | ||||
Name of authorised official of issuer responsible for making notification:
Moira MacDonald
Company Secretary to Portmeirion Group PLC
ENQUIRIES:
| Portmeirion Group PLC: |
|
|
| Mike Raybould, Chief Executive | +44 (0) 1782 743 443 | mraybould@portmeiriongroup.com |
| David Sproston, Group Finance
| +44 (0) 1782 743 443 | dsproston@portmeiriongroup.com |
| Hudson Sandler: |
|
|
| Dan de Belder | +44 (0) 207 796 4133 | portmeirion@hudsonsandler.com |
| Nick Moore Emily Brooker
| | nmoore@hudsonsandler.com |
| Shore Capital: (Nominated Adviser and Joint Broker): | +44 (0) 207 408 4090 | |
| Patrick Castle Lucy Bowden | Corporate Advisory | |
| Malachy McEntyre
| Corporate Broking | |
| Singer Capital Markets (Joint Broker): |
+44 (0) 207 496 3000 | |
| Peter Steel | Investment Banking | |
| Asha Chotai | | |
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