S4 CAPITAL
PLC
("S4 Capital" or the
"Company")
Notification of transactions
by a Person Discharging Managerial Responsibilities
("PDMR")
The Company announces that the
Nomination and Remuneration Committee made the following
conditional awards under the Employee Share Ownership Plan 2023
Long Term Incentive Plan (the "LTIP") to Persons Discharging
Managerial Responsibility ("PDMR") of the Company, being Caroline
Kowall and James Kinney. No consideration was paid for the
grant of the awards.
Awards under the LTIP were made on
19 January 2024 based on a price of £0.4657 per Ordinary Share
(equivalent to the 30-day volume weighted average price per Share
prior to the date of Grant) (the "LTIP Awards"). The vesting of the LTIP
Awards is subject to the continued employment of the PDMRs, malus
and clawback provisions and the satisfaction of performance
conditions set by the Nomination and Remuneration
Committee.
The LTIP awards are being issued to
incentivise the key executive leaders in the Company and ensure
their interests are fully aligned with those of shareowners. The
LTIP Awards will normally vest on the later of the third
anniversary of the date of grant and the determination of the
performance conditions.
This notification is made under
Article 19(1) of the EU Market Abuse Regulation 596/2014 as it
forms part of domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"). The information set out
below is provided in accordance with the requirements of Article
19(3) of MAR.
Caroline Kowall
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
a)
|
Name
|
Caroline Kowall
|
2
|
Reason for the notification
|
a)
|
Position/status
|
General Counsel and Company
Secretary
|
b)
|
Initial notification
/Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
S4 Capital plc
|
b)
|
LEI
|
21380068SP9V65KPQN68
|
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 and identification code
|
Description: Ordinary shares
of 25 pence each (Ordinary Shares)
ID Code: GB00BFZZM640
|
b)
|
Nature of the transaction
|
Grant of options over Ordinary Shares
in the Company and conditional share award over Ordinary Shares in
the Company.
|
c)
|
Price(s) and volume(s)
|
Price (s)
|
Volumes (s)
|
Grant of options
|
184,236
|
Nil for Conditional Share
Awards
|
184,236
|
|
d)
|
Aggregated information
- Volume
- Price
- Total
|
N/A
|
e)
|
Date of the transaction
|
19 January 2024
|
f)
|
Place of the transaction
|
Outside a trading venue
|
James Kinney
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
a)
|
Name
|
James Kinney
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief People Officer
|
b)
|
Initial notification
/Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
S4 Capital plc
|
b)
|
LEI
|
21380068SP9V65KPQN68
|
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 and identification code
|
Description: Ordinary shares
of 25 pence each (Ordinary Shares)
ID Code: GB00BFZZM640
|
b)
|
Nature of the transaction
|
Grant of options over Ordinary Shares
in the Company and conditional share award over Ordinary Shares in
the Company.
|
c)
|
Price(s) and volume(s)
|
Price (s)
|
Volumes (s)
|
Grant of options
|
254,019
|
Nil for Conditional Share
Awards
|
254,019
|
|
d)
|
Aggregated information
- Volume
- Price
- Total
|
N/A
|
e)
|
Date of the transaction
|
19 January 2024
|
f)
|
Place of the transaction
|
Outside a trading venue
|
Enquiries:
S4Capital
|
Tel: +44 (0)20 3793 0003
|
Sir Martin Sorrell (Executive
Chairman)
|
|
Powerscourt (PR Adviser to
S4Capital)
|
Tel: +44 (0) 7970 246 725
|
Elly Williamson
|
|
Pete Lambie
|
|
About S4
Capital
S4 Capital plc (SFOR.L) is the
tech-led, new age/new era digital advertising, marketing and
technology services company, established by Sir Martin Sorrell in
May 2018.
Our strategy is to build a purely digital
advertising and marketing services business for global,
multinational, regional, and local clients, and millennial-driven
influencer brands. This will be achieved by integrating leading
businesses in three practices: Content, Data&Digital Media and
Technology Services, along with an emphasis on 'faster, better,
cheaper, more' execution in an always-on consumer-led environment,
with a unitary structure. Victor Knaap, Wesley ter Haar,
Christopher S. Martin, Scott Spirit and Mary Basterfield all joined
the S4 Capital Board as Executive Directors. The S4 Capital Board
also includes Rupert Faure Walker, Paul Roy, Daniel Pinto, Sue
Prevezer, Elizabeth Buchanan, Naoko Okumoto, Margaret Ma Connolly,
Miles Young and Colin Day.
The Company now has approximately 7,700 people
in 32 countries with approximately 80% of net revenue across the
Americas, 15% across Europe, the Middle East and Africa and 5%
across Asia-Pacific. The longer-term objective is a geographic
split of 60%:20%:20%. Content currently accounts for approximately
60% of net revenue, Data&Digital Media 25% and Technology
Services 15%. The long-term objective for the practices is a split
of 50%:25%:25%.
Sir Martin was CEO of WPP for 33 years, building
it from a £1 million 'shell' company in 1985 into the world's
largest advertising and marketing services company, with a market
capitalisation of over £16 billion on the day he left. Prior to
that Sir Martin was Group Financial Director of Saatchi &
Saatchi Company Plc for nine years.