14 June 2024
NCC Group plc
Grant of awards under LTIP
NCC Group plc (LSE: NCC, "NCC Group" or "the Group"), a people-powered, tech-enabled global cyber security and software escrow business, announces that on 11 June 2024, NCC Group made awards over 1,704,639 ordinary shares of 1p each in NCC Group ("NCC Group Shares") under the NCC Group PLC 2020 Long Term Incentive Plan to its Executive Directors as set out in the table below. Awards are in the form of rights to receive shares at nil-cost ("LTIP Awards").
These LTIP Awards have been made conditional upon the approval of NCC Group's new Remuneration Policy which will be submitted to shareholders at the NCC Group's annual general meeting, to be scheduled for either January or February 2025.
As announced on 25 January 2024, NCC's year end has changed to 30 September. In order to allow a smooth transition to NCC Group's new financial year, which would have commenced on 1 June but now commences on 1 October, the LTIP Awards relate to an extended performance period, so that performance is measured over the period from 1 June 2024 to 30 September 2027 (40 months) and the quantum has been adjusted accordingly to relate to salary over a 16 month period. No further LTIP Awards are intended to be made to Executive Directors for the 2024 or the 2025 financial year.
The LTIP Awards include a 'kicker' element which will vest subject to significantly more stretching performance targets. Further detail about the performance targets will be included in the 2024 Annual Report and Accounts.
| Executive Director | Role | Number of NCC Group Shares under standard LTIP Award | Number of NCC Group Share under 'kicker' LTIP Award |
| Mike Maddison | Chief Executive Officer | 887,409 | 253,545 |
| Guy Ellis | Chief Financial Officer | 422,764 | 140,921 |
LTIP Awards over a further 1,954,560 NCC Group Shares were made to other senior employees on similar terms and are not subject to the approval of the Company's revised Remuneration Policy, including the LTIP Awards to the PDMRs described in the notification below.
NCC Group intends that the LTIP Awards will be satisfied on vesting predominantly by existing NCC Group Shares held by the trustee of the NCC Group 2004 Employee Share Ownership Trust (EBT).
NCC GROUP plc
Classification - Director/PDMR Shareholding
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||
| a) | Name | Mike Maddison | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Executive Officer / PDMR | ||||
| b) | Initial notification /Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | NCC Group plc | ||||
| b) | LEI | 213800DJCGZRB6523934
| ||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||
| b) | Nature of the transaction | 1) Conditional grant of award under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027. | ||||
| c) | Price(s) and volume(s) | | ||||
| | | Price(s) | Volume(s) | | ||
| 1) | Nil | 1,140,954 | | |||
| d) | Aggregated information - Aggregated volume - Price | | ||||
| | | Aggregated volume | Aggregated price | | ||
| 1) | 1,140,954 | Nil | | |||
| e) | Date of the transaction | 1) 2024-06-11
| ||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||
| a) | Name | Guy Ellis | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Financial Officer / PDMR | ||||
| b) | Initial notification /Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | NCC Group plc | ||||
| b) | LEI | 213800DJCGZRB6523934
| ||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||
| b) | Nature of the transaction | 1) Conditional grant of award under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027. | ||||
| c) | Price(s) and volume(s) | | ||||
| | | Price(s) | Volume(s) | | ||
| 1) | Nil | 563,685
| | |||
| d) | Aggregated information - Aggregated volume - Price | | ||||
| | | Aggregated volume | Aggregated price | | ||
| 1) | 563,685
| Nil | | |||
| e) | Date of the transaction | 1) 2024-06-11
| ||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Angela Brown | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Chief Marketing Officer / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027.
| ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 140,418 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 140,418 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Kevin Brown | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Chief Operating Officer / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027.
| ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 215,378 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 215,378 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Sian John | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Chief Technology Officer / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027.
| ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 158,942 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 158,942 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Andrew Lemonofides | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Global Managing Director, Escode / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027. | ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 234,958 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 234,958 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Michelle Porteus | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Chief People Officer / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027.
| ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 160,554 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 160,554 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
| 1 | Details of the person discharging managerial responsibilities / person closely Associated | |||||||
| a) | Name | Rebecca Fox | ||||||
| 2 | Reason for the notification | |||||||
| a) | Position/status | Group Chief Information Officer / PDMR | ||||||
| b) | Initial notification /Amendment | Initial notification | ||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a) | Name | NCC Group plc | ||||||
| b) | LEI | 213800DJCGZRB6523934
| ||||||
| 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
Identification code |
Ordinary shares of 1p each
GB00B01QGK86 | ||||||
| b) | Nature of the transaction | 1) Grant of shares under the 2024-2027 LTIP over NCC Group plc ordinary shares of 1 pence each, with a performance period of 1 June 2024 to 30 September 2027.
| ||||||
| c) | Price(s) and volume(s) | | ||||||
| | | Price(s) | Volume(s) | | ||||
| 1) | Nil | 144,430 | | |||||
| d) | Aggregated information - Aggregated volume - Price | | ||||||
| | | Aggregated volume | Aggregated price | | ||||
| 1) | 144,430 | Nil | | |||||
| e) | Date of the transaction | 1) 2024-06-11
| ||||||
| f) | Place of the transaction | London Stock Exchange (XLON) | ||||||
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