25 July 2024
JTC PLC
(the "Company" and together with its subsidiaries "JTC" or the "Group")
Grant and Vesting of EIP Share Awards
JTC, the global provider of fund, corporate and private client services has today granted a total of 4,748,909 awards over ordinary shares of £0.01 each in the Company, amounting to c. £50m in value, to all eligible current permanent Group employees, excluding the Executive Directors, under the Employee Incentive Plan (the "EIP").
Shared ownership has been a cornerstone of JTC's culture for the past 26 years, dating back to the establishment of the first JTC Employee Benefit Trust in 1998, making all our employees 'owners' of the business. The EIP, following in the footsteps of its predecessor schemes, aims to recognize and reward long-term performance throughout the entire Group. This alignment of employees' and shareholders' interests is closely tied to multi-year business plans.
Following the successful delivery of the Company's 'Galaxy Era' business plan, resulting in a doubling of the size of the business, benchmarked against its 2020 performance, achieved by the end of 2023, two years ahead of plan, and in a quadrupling of the size of the Group since listing in 2018, the Renumeration Committee has approved the grant of an award of shares under the EIP to 1,755 eligible current permanent employees of the Group (the 'Galaxy Era EIP Share Award').
The Galaxy Era EIP Award is the second award granted since the EIP was adopted in 2018, the first award having been granted in July 2021. Employees' individual awards are determined according to a points system based on seniority, length of service and individual performance. A summary of the principal terms of the EIP is set out at appendix 1 to the AGM circular issued on 22 April 2021.
Each Galaxy Era EIP Award is separated into two tranches: 50% being an 'upfront' award which vests at grant and 50% a deferred award in the form of a conditional right to receive shares on the first anniversary of grant, subject to the achievement of the applicable performance conditions.
The Galaxy Era EIP Awards will be satisfied by the transfer of existing Ordinary Shares held by JTC PLC Employee Benefit Trust (the "EBT") to each participant. As such, this granting of shares under the EIP is non-dilutive to the existing shareholders of the Group. The transfer of existing Ordinary Shares from the EBT to all current Group employees will take place on 25 July 2024.
The full charge of c.£50m will be reflected in the Group's profit and loss account as staff costs but will be treated as a non-underlying item and will have no cash impact on the Group.
Further options or share awards made at the discretion of the Renumeration Committee following the date of this announcement are subject to the dilution limits applicable to the Company's Share Plans, which excludes shares purchased or subscribed for at market value by the EBT.
Nigel Le Quesne, CEO of JTC, commented:
"I am delighted that the hard work and commitment to client service excellence of our people has resulted in a shared ownership award for all our c. 1,800 employee-owners globally, in recognition of their successful delivery of our Galaxy era business plan, in which they doubled the size of the Group in just three years. Our commitment to shared ownership aligns the interests of our people, our wider shareholder base, our clients and other stakeholders and has already energised the business in this first year of our Cosmos era."
The following notifications are intended to satisfy the Company's obligations under Article 19 of the Market Abuse Regulations.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name: | 1. Iain Johns 2. Richard Ingle
| |
| 2 | Reason for the notification | ||
| a) | Position/Status: | 1. Group Head of Private Client Services and PDMR 2. Chief Risk Officer and PDMR
| |
| b) | Initial Notification/Amendment: | Initial Notification | |
| 3 | Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor | ||
| a) | Name: | JTC PLC | |
| b) | LEI: | 213800DVUG4KLF2ASK33 | |
| 4. | Details of 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: Identification code: | Ordinary shares of £0.01 each JE00BF4X3P53 | |
| b) | Nature of the transaction: | Grant and vest of share awards under the JTC PLC Employee Share Plan | |
| c) | Price(s) and volume(s): | Price(s) | Volume(s) |
| Nil | 1. 11,114 2. 6,402 | ||
| d) | Aggregated volume: Price: |
| |
| e) | Date of the Transaction: | 25 July 2024 | |
| f) | Place of the Transaction: | Outside trading venue | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name: | 1. Iain Johns 2. Richard Ingle
| |
| 2 | Reason for the notification | ||
| a) | Position/Status: | 1. Group Head of Private Client Services and PDMR 2. Chief Risk Officer and PDMR
| |
| b) | Initial Notification/Amendment: | Initial Notification | |
| 3 | Details of the issuer, emission allowance market participation, auction platform, auctioneer or auction monitor | ||
| a) | Name: | JTC PLC | |
| b) | LEI: | 213800DVUG4KLF2ASK33 | |
| 4. | Details of 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: Identification code: | Ordinary shares of £0.01 each JE00BF4X3P53 | |
| b) | Nature of the transaction: | Grant of conditional share awards under the JTC PLC Employee Incentive Plan | |
| c) | Price(s) and volume(s): | Price(s) | Volume(s) |
| Nil | 1. 11,114 2. 6,403
| ||
| d) | Aggregated volume: Price: |
| |
| e) | Date of the Transaction: | 25 July 2024 | |
| f) | Place of the Transaction: | Outside trading venue | |
Enquiries:
JTC PLC +44 (0) 1534 700 000
Nigel Le Quesne, Chief Executive Officer
Martin Fotheringham, Chief Financial Officer
David Vieira, Chief Communications Officer
Camarco +44 (0) 20 3757 4980
Geoffrey Pelham-Lane
Sam Morris
About JTC
JTC is a publicly listed, global professional services business with deep expertise in fund, corporate and private client services. Every JTC person is an owner of the business and this fundamental part of our culture aligns us with the best interests of all of our stakeholders. Our purpose is to maximise potential and our success is built on service excellence, long-term relationships and technology capabilities that drive efficiency and add value.
www.jtcgroup.com
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