Norcros plc ("Norcros" or "the Company")
Director Dealings - APSP Share Option and Deferred Share awards
Director/PDMR Shareholding
Norcros announces that the Board, following a recommendation from the Remuneration Committee, has granted new share options to the following current and former Directors under the Company's Approved Performance Share Plan (the "APSP") and Deferred Bonus Plan (the "DBP") on 26 July 2023.
The notification below, made in accordance with the requirements of the Market Abuse Regulation ("MAR"), provides further details.
APSP Share Option Awards
The Company has today granted the following unapproved nil cost share option awards under the APSP in respect of the current financial year (the "APSP Awards") to two Executive Directors of the Company over ordinary shares of ten pence each in the Company ("Ordinary Shares").
Under the APSP, awards are made subject to performance targets relating to improvements in the Company's Earnings Per Share ("EPS"). Vesting of these Ordinary Shares will be subject to achieving aggregate diluted EPS targets over a three year performance period, starting with the 2024 financial year.
The APSP Awards will normally vest on the third anniversary of their grant, subject to satisfactory achievement of the performance targets. No consideration was paid for the APSP Awards.
| Name | Number of Ordinary Shares subject to the APSP Award |
| Thomas Willcocks (CEO from 1 April 2023) | 247,058 |
| James Eyre (CFO) | 188,235 |
Bonus payment - Deferred Share Awards
Under the annual bonus scheme, 50 per cent. of an Executive Director's total bonus for the year is satisfied in cash, with the other 50 per cent. in the form of nil cost options under the DBP. These options represent 50 per cent. of the bonuses earned by the Executive Directors for the 2023 financial year. During this financial year Nick Kelsall was CEO of the Company.
Norcros therefore also announces the grant of the following nil cost share option awards under the DBP in respect of the year ended 31 March 2023 (the "Deferred Awards") to the relevant Executive Director of the Company over Ordinary Shares.
| Name | Number of Ordinary Shares subject to the Deferred Bonus Plan Award |
| Nick Kelsall (CEO until 31 March 2023) James Eyre (CFO) | 45,220 27,550 |
The Deferred Awards are granted on the terms of the DBP and will normally vest on the third anniversary of their grant. Because these shares represent part of a bonus already earned, no consideration was paid for the Deferred Awards and no consideration is due to be payable on vesting.
MAR Notification
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 | Thomas Willcocks | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Executive Officer (effective from 1 April 2023) | ||||
| b) | Initial notification /Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Norcros plc | ||||
| b) | LEI | 213800EIMJZZA1GBIE18 | ||||
| 4 A
| 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 Share of 10 pence
GB00BYYJL418
| ||||
| b)
| Nature of the transaction
| Grant of 247,058 options under the Company's Approved Performance Share Plan (the "APSP")
| ||||
| c)
| Price(s) and volume(s)
|
| ||||
| d)
| Aggregated information - Aggregated volume - Price |
n/a n/a
| ||||
| e)
| Date of the transaction
| 26 July 2023 | ||||
| f)
| Place of the transaction
| Wilmslow, Cheshire, England | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | James Eyre | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Financial Officer | ||||
| b) | Initial notification /Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Norcros plc | ||||
| b) | LEI | 213800EIMJZZA1GBIE18 | ||||
| 4 A
| 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 Share of 10 pence
GB00BYYJL418
| ||||
| b)
| Nature of the transaction
| Grant of 188,235 options under the Company's Approved Performance Share Plan (the "APSP") and 27,550 options under the Company's Deferred Bonus Plan (the "DBP") on 26 July 2023 | ||||
| c)
| Price(s) and volume(s)
|
| ||||
| d)
| Aggregated information - Aggregated volume - Price |
n/a n/a
| ||||
| e)
| Date of the transaction
| 26 July 2023 | ||||
| f)
| Place of the transaction
| Wilmslow, Cheshire, England | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Nick Kelsall | ||||
| 2 | Reason for the notification | |||||
| a) | Position/status | Chief Executive Officer (to 31 March 2023) | ||||
| b) | Initial notification /Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Norcros plc | ||||
| b) | LEI | 213800EIMJZZA1GBIE18 | ||||
| 4 A
| 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 Share of 10 pence
GB00BYYJL418
| ||||
| b)
| Nature of the transaction
| Grant of 45,220 options under the Deferred Bonus Plan (the "DBP") on 26 July 2023 | ||||
| c)
| Price(s) and volume(s)
|
| ||||
| d)
| Aggregated information - Aggregated volume - Price |
n/a n/a
| ||||
| e)
| Date of the transaction
| 26 July 2023 | ||||
| f)
| Place of the transaction
| Wilmslow, Cheshire, England | ||||
Further enquiries:
| Norcros plc | Tel: 01625 547 700 |
| Thomas Willcocks, Chief Executive Officer James Eyre, Chief Financial Officer | |
| | |
| Hudson Sandler | Tel: 0207 796 4133 |
| Nick Lyon | |
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