Date: 19 September 2024
Future plc
(the "Company")
Director/PDMR holding
Performance Share Plan (PSP)
On 19 September 2024, in accordance with the provisions of the Company's approved Remuneration Policy, an award was made of the following nil-cost options over Ordinary Shares of 15p each in the Company ("Shares") under the terms of the Future plc 2023 Performance Share Plan ("PSP"). This award was made to buy out certain incentives which Sharjeel Suleman has foregone on leaving his former employer, ITV plc ('ITV'), to join the Company. The vesting dates mirror the vesting dates of the ITV awards and, as explained below, the awards are not subject to performance conditions. A holding period applies to the Executive Directors from the vesting date in respect of any Shares which vest under this award.
| 1
| Details of the person discharging managerial responsibilities / person closely associated
| ||||
| a)
| Name
|
Sharjeel Suleman
| |||
| 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
|
Future plc | |||
| b)
| LEI
|
213800K2581YRLEXV353 | |||
| 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 15p each | ||||
| Identification code | GB00BYZN9041 | ||||
| | | ||||
| b)
| Nature of the transaction
| Grant of nil cost options over Future plc Shares under the PSP. The awards will vest on the dates that the ITV awards would have vested, which are 14 April 2025 (12,261 awards), 14 April 2026 (15,050 awards) and 14 April 2027 (9,154 awards).
Sharjeel Suleman joined the Company as Chief Financial Officer on 16 September 2024. It was considered appropriate by the Company's Remuneration Committee to buy out certain incentives which Sharjeel would forego on leaving his former employer, ITV, to join the Company, which the Remuneration Policy provides the Committee with flexibility to do. Under the Remuneration Policy, there is no defined monetary limit to the level of buyout which can be offered; rather, the value should be no higher (in fair value terms) than the incentives being forfeited, taking into account the time to vesting and any applicable performance conditions. In Sharjeel's case, one element of the buyout, which was made to cover the value of his unvested ITV share awards, is the award of Future shares under the PSP.
The ITV awards forfeited did not have performance criteria attached to them and vesting was purely time-based. The replacement awards are also, therefore, purely time-based. In line with best practice, the number of replacement awards was calculated based on the average closing prices of Future and ITV shares over the three dealing days immediately preceding 16 September 2024, being the date that Sharjeel joined Future.
Full details of this award and a breakdown of the number of Future shares awarded to Sharjeel to replace his ITV awards will be set out in the Company's Annual Report & Accounts for FY2024.
| |||
| c)
| Price(s) and volume(s) | | | | |
| | | Price(s) | Volume(s) | | |
| | | Nil | 36,465 | | |
| | | | | | |
| d)
| Aggregated information | N/A (single transaction) | |||
| | | ||||
| - Aggregated volume | | ||||
| | | ||||
| - Price | | ||||
| | | ||||
| e)
| Date of the transaction
| 19 September 2024 | |||
| f)
| Place of the transaction
| London | |||
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