8 July 2024
XPS Pensions Group plc
(the "Company")
TRANSACTIONS BY DIRECTORS / PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES
XPS announces that, on 3 July 2024, Paul Cuff (Co-Chief Executive Officer), Ben Bramhall (Co-Chief Executive Officer), Snehal Shah (Chief Financial Officer), and Ben Gold (Head of Investment), all persons discharging managerial responsibilities ("PDMRs"), exercised nominal-cost options granted on 1 July 2021 under the Company's Performance Share Plan ("PSP") to acquire ordinary shares of 0.05 pence each in the Company ("Ordinary Shares").
Following exercise, Paul Cuff, Ben Bramhall and Snehal Shah sold Ordinary Shares to pay the related income tax and National Insurance contributions arising upon the acquisition of Ordinary Shares. Ben Gold sold all Ordinary Shares that he received upon exercise.
XPS also announces that, on 5 July 2024, Paul Cuff transferred 90,084 Ordinary Shares from a nominee account to a personal account, and subsequently sold 258,534 Ordinary Shares at a price of £3.15 per Ordinary Share. Additionally on 5 July 2024, Ben Bramhall sold 509,380 Ordinary Shares at a price of £3.15 per Ordinary Share.
Both Co-Chief Executive Officers continue to maintain material holdings in the Company. Paul Cuff retains 427,852 Ordinary Shares and Ben Bramhall retains 492,246 Ordinary Shares, equal to 375% and 431% of salary respectively. Both Co-Chief Executive Officers also continue to hold 903,805 unvested options, as a result of in-flight awards granted under the Company's PSP.
Further details are set out in the below notification, made in accordance with the requirements of the UK Market Abuse Regulation.
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Benjamin Bramhall | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Acquisition of Ordinary Shares following the exercise of nominal-cost options granted under the XPS Pensions Group plc Performance Share Plan on 1 July 2021. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| n/a
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Benjamin Bramhall | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Disposal of Ordinary Shares to satisfy income tax and National Insurance contributions liability relating to option exercise. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON) | ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Paul Cuff | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Acquisition of Ordinary Shares following the exercise of nominal-cost options granted under the XPS Pensions Group plc Performance Share Plan on 1 July 2021. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| n/a
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Paul Cuff | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Disposal of Ordinary Shares to satisfy income tax and National Insurance contributions liability relating to option exercise. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON) | ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Snehal Shah | ||||
| b) | Position/status | Chief Financial Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Acquisition of Ordinary Shares following the exercise of nominal-cost options granted under the XPS Pensions Group plc Performance Share Plan on 1 July 2021. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| n/a
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Snehal Shah | ||||
| b) | Position/status | Chief Financial Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Disposal of Ordinary Shares to satisfy income tax and National Insurance contributions liability relating to option exercise. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON)
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Ben Gold | ||||
| b) | Position/status | Head of Investment / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Acquisition of Ordinary Shares following the exercise of nominal-cost options granted under the XPS Pensions Group plc Performance Share Plan on 1 July 2021. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| n/a
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Ben Gold | ||||
| b) | Position/status | Head of Investment / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Disposal of Ordinary Shares received as a result of option exercise. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 03 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON)
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Paul Cuff | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Transfer of shares from a nominee account to a personal account. The beneficial ownership of the shares remained the same. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 05 July 2024 | ||||
| f) | Place of the transaction
| n/a
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Paul Cuff | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Sale of Ordinary Shares. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 5 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON)
| ||||
| 1. | Details of PDMR/person closely associated with them ('PCA') | |||||
| a) | Name | Benjamin Bramhall | ||||
| b) | Position/status | Co-Chief Executive Officer / PDMR | ||||
| c) | Initial notification/ amendment | Initial notification | ||||
| 2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | XPS Pensions Group plc | ||||
| b) | LEI | 2138004Y8OBPJEAACJ11 | ||||
| 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 transaction(s) has been conducted | |||||
| a) | Description of the financial instrument | Ordinary shares of 0.05 pence each ("Ordinary Shares")
ISIN: GB00BDDN1T20
| ||||
| b) | Nature of the transaction | Sale of Ordinary Shares. | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information
Aggregated volume Price | n/a (single transaction)
| ||||
| e) | Date of the transaction | 05 July 2024 | ||||
| f) | Place of the transaction
| London Stock Exchange (XLON)
| ||||
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