Go-Ahead Group PLC Director/PDMR Shareholding (5203K)
06 May 2022 - 4:01PM
UK Regulatory
TIDMGOG
RNS Number : 5203K
Go-Ahead Group PLC
06 May 2022
The Go-Ahead Group plc ("Go-Ahead")
Notification of Transactions of Directors/Persons Discharging
Managerial Responsibilities
On 5 May 2022, share options were granted with a nil exercise
price under The Go-Ahead Group Long Term Incentive Plan 2015 ("2021
RSP") to the following Person Discharging Managerial
Responsibilities :
Name Share Plan Number of options granted
Christian Schreyer, Group
Chief Executive RSP 42,203
------------ --------------------------
In line with the updated Remuneration Policy approved at the
2022 General Meeting, vesting of the 2021 RSP will be subject to
achievement of the following financial and non-financial underpins
measured over a three-year performance period, commencing with the
start of the 2021/22 financial year and ending with the end of the
2023/24 financial year:
-- Cash generation/net debt ratio - maintain a healthy level of
cash generation, maintain a net debt/EBITDA ratio within the target
range set by the Group's capital allocation policy and resume
appropriate returns to shareholders;
-- Colleague engagement - continue to progress the colleague
engagement score as measured regularly through surveys and drive
the diversity and inclusion agenda to increase the proportion of
female and ethnically diverse colleagues at all levels in the
organisation;
-- Health and safety - maintain key safety metrics and avoid any
major incident causing harm or reputational damage; and
-- Climate change strategy - develop the business case for
decarbonisation and progress towards net zero target.
There are no specific weightings for each of the underpins and
the underpins are considered holistically. The Remuneration
Committee will in its sole discretion determine the extent to which
underpins have been met. There is no threshold or other level of
performance that dictates a certain outcome. If at the end of the
performance period the Remuneration Committee ("the Committee")
determines that underpins have not been met then the Committee will
consider whether it is appropriate to scale back the level of
vesting. The Committee retains the discretion to determine what
level of scale-back is appropriate. If an event occurs which
results in the RSP performance conditions, underpins and/or targets
being deemed no longer appropriate (e.g., a material acquisition or
divestment), the Committee will have the ability to adjust
appropriately the measures and/or targets and alter weightings,
provided that the revised conditions or targets are not materially
less difficult to satisfy.
The 2021 RSP was calculated based on the average closing
mid-market price of a Go-Ahead share during the five working days
immediately prior to the grant date in accordance with the LTIP
Rules, this being GBP9.774. These shares, which are held by The
Go-Ahead Group Employee Trust, must be held for a period of three
years after grant. Once vested, these shares are also subject to an
additional holding period that applies until the later of (i) the
fifth anniversary of the grant date or (ii) the second anniversary
of vesting. During this time, any vested awards may not be sold
(other than to pay any tax and National Insurance contributions due
on exercise). The terms of the 2021 RSP are subject to The Go-Ahead
Group plc Malus and Clawback Policy which will be enforceable for
the period from the grant date until three years from the vesting
date.
As is normal practice, the Committee will ensure that any
vesting is appropriate in the context of underlying financial
performance and the experience of the Group's wider stakeholders.
The Committee retains the ability to apply discretion when
determining remuneration outcomes to ensure that the value of
vesting is fully reflective of the performance delivered, outcomes
are fair and to avoid any inappropriate windfall gains.
The attached notification is made in accordance with the
requirements of the Market Abuse Regulation and provides further
detail of the number of share options awarded under the 2021 RSP on
5 May 2022.
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Christian Schreyer
----------------------------------- -------------------------------------------------------
2 Reason for notification
--------------------------------------------------------------------------------------------
a) Position/status Group Chief Executive
----------------------------------- -------------------------------------------------------
b) Initial Initial notification
notification/
Amendment
----------------------------------- -------------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------------------------------
a) Name The Go-Ahead Group plc
----------------------------------- -------------------------------------------------------
b) LEI 2138009TF1SYOMQLBJ60
----------------------------------- -------------------------------------------------------
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 Ordinary shares of 10 pence each
instrument,
type of
instrument
Identification GB0003753778
code
----------------------------------- -------------------------------------------------------
b) Nature of Grant of nil cost options over Go-Ahead ordinary
the transaction shares under The Go-Ahead Group Long Term Incentive
Plan 2015. For further information, please see
above.
----------------------------------- -------------------------------------------------------
c) Price(s) Price(s) Volume(s)
and volume(s)
----------------------------------- -------------------------- ---------------------------
GBPNIL 42,203
---------------------------------------- -------------------------- ---------------------------
d) Aggregated
information
- Aggregated 42,203
volume
- Price GBPNIL
----------------------------------- -------------------------------------------------------
Date of
e) the transaction 2022-05-5
----------------------------------- -------------------------------------------------------
f) Place of Outside of a trading venue
the transaction
----------------------------------- -------------------------------------------------------
For further information please contact:
Carolyn Ferguson, Group Company Secretary - 0191 232 3123
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END
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