TIDMCTEC
RNS Number : 7462O
ConvaTec Group PLC
04 October 2019
4 October 2019
ConvaTec Group Plc
("ConvaTec" or "the Company")
Director/PDMR Shareholding
The Company announces the following Director interests in
ordinary shares of 10 pence each in the share capital of the
Company ("Shares").
Date of grant Number of Shares Granted Vest date
30.09.2019 1,869,646 30.09.2019
------------------------- -----------
30.09.2019 1,094,972 30.09.2020
------------------------- -----------
30.09.2019 1,072,626 30.09.2021
------------------------- -----------
30.09.2019 310,609 30.09.2022
------------------------- -----------
On 30 September 2019, Karim Bitar, the Company's Chief Executive
Officer, was granted Shares under the Company's Long Term Incentive
Plan ("LTIP"). These share awards comprise (i) compensation for the
loss of incentive awards that would have been due from Genus Plc,
as announced on 25 March 2019, and (ii) a pro rata annual LTIP 2019
conditional award. All shares have been awarded in line with the
Company's Remuneration Policy, which is set out in full in the
latest Annual Report.
The following awards have been granted without any performance
conditions (i) an award of 1,869,646 Shares granted on 30 September
2019, which vested on the same day (ii) an award of 1,094,972
Shares which will vest on 30 September 2020.
The following conditional awards ("Conditional Awards") have
been granted using the 2019 LTIP performance conditions (i) an
award of 1,072,626 Shares which will vest on 30 September 2021 (ii)
an award of 310,609 Shares which will vest on 30 September 2022.
The latter Conditional Award, being the prorated annual LTIP 2019
award referred to above, is also subject to a further two-year
holding period.
The stated number of Shares under the Conditional Awards are the
maximum available if the performance conditions for the relevant
performance periods are fully satisfied. The Conditional Awards are
granted subject to a time vesting period as detailed above,
performance conditions based on a combination of: relative total
shareholder return; earnings per share; and return on invested
capital, all over the relevant periods and equally weighted, along
with continued employment. Details of the 2019 LTIP targets were
disclosed in the Company's half year results published on 1 August
2019.
The number of shares to be awarded with respect to the loss of
incentive awards from Genus Plc was determined as at the date of
the service agreement entered into with Mr Bitar on 24 March 2019.
The number of shares to be awarded with respect to the annual LTIP
2019 award was determined by the average closing price of the
Company's Shares for the three consecutive business days, up to and
including 27 September 2019. The total number of shares awarded on
30 September 2019 was 4,347,853, of which 4,037,244 were awarded
with respect to the loss of incentive awards from Genus Plc.
Also on 30 September Mr Bitar sold a total of 664,582 Shares
which was equivalent to part of the income tax liability with
respect to the awards which vested on 30 September 2019. A
balancing sale to cover the remainder of such liability shall be
made and notified separately.
The attached notification, made in accordance with the
requirements of the EU Market Abuse Regulation, gives further
detail.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
Table A - LTIP Share grant vested on 30 September 2019
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Karim Bitar
2 Reason for the notification
a) Position/Status CEO
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name ConvaTec Group Plc
b) LEI 213800LS272L4FIDOH92
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 Ordinary shares of 10p each in ConvaTec Group Plc
financial instrument, GB00BD3VFW73
type of instrument
Identification code
b) Nature of the transaction Grant of Shares under the ConvaTec Group Plc Long Term Incentive Plan,
with immediate vesting.
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 1,869,646
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 2019-09-30
f) Place of the transaction Outside a trading venue
Table B - 2019 LTIP Share grant vesting on 30 September 2020
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Karim Bitar
2 Reason for the notification
a) Position/Status CEO
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name ConvaTec Group Plc
b) LEI 213800LS272L4FIDOH92
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 Ordinary shares of 10p each in ConvaTec Group Plc
financial instrument, GB00BD3VFW73
type of instrument
Identification code
b) Nature of the transaction Grant of conditional share award under the ConvaTec Group Plc Long Term
Incentive Plan, subject
to time vesting period of one year, along with continued employment.
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 1,094,972
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 2019-09-30
f) Place of the transaction Outside a trading venue
Table C - 2019 LTIP Share grant vesting on 30 September 2021
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Karim Bitar
2 Reason for the notification
a) Position/Status CEO
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name ConvaTec Group Plc
b) LEI 213800LS272L4FIDOH92
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 Ordinary shares of 10p each in ConvaTec Group Plc
financial instrument, GB00BD3VFW73
type of instrument
Identification code
b) Nature of the transaction Grant of conditional share award under the ConvaTec Group Plc Long Term
Incentive Plan, subject
to (i) time vesting period of two years (ii) performance conditions
based on a combination
of: relative total shareholder return; earnings per share; and return
on invested capital,
all over the two-year period and equally weighted, along with continued
employment.
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 1,072,626
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 2019-09-30
f) Place of the transaction Outside a trading venue
Table D - 2019 LTIP Share grant vesting on 30 September 2022
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Karim Bitar
2 Reason for the notification
a) Position/Status CEO
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
a) Name ConvaTec Group Plc
b) LEI 213800LS272L4FIDOH92
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 Ordinary shares of 10p each in ConvaTec Group Plc
financial instrument, GB00BD3VFW73
type of instrument
Identification code
b) Nature of the transaction Grant of conditional share award under the ConvaTec Group Plc Long Term
Incentive Plan, subject
to (i) time vesting period of three years (ii) performance conditions
based on a combination
of: relative total shareholder return; earnings per share; and return
on invested capital,
all over the three-year period and equally weighted, along with
continued employment.
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 310,609
d) Aggregated information
- Aggregated volume N/A
- Price
e) Date of the transaction 2019-09-30
f) Place of the transaction Outside a trading venue
Table E - Sale of Shares
Details of the person discharging managerial responsibilities/person
closely associated
Name Karim Bitar
Reason for the notification
Position/Status CEO
Initial notification/Amendment Initial notification
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
Name ConvaTec Group Plc
LEI 213800LS272L4FIDOH92
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
Description of the Ordinary shares of 10p each in ConvaTec Group Plc
financial instrument, GB00BD3VFW73
type of instrument
Identification code
Nature of the transaction Sale of shares
Price(s) and volume(s) Price(s) Volume(s)
GBP1.74 664,582
Aggregated information
- Aggregated volume 664,582
- Price GBP1.74
Date of the transaction 2019-09-30
Place of the transaction Outside a trading venue
Enquiries
Media
Analysts and Investors
John Crosse, VP Investor Relations, ConvaTec +44 (0)7500 141 435
Mark Reynolds, Director Investor Relations, ConvaTec +44 (0)7551 036 625
investorrelations@convatec.com
ConvaTec Group Plc's LEI code is 213800LS272L4FIDOH92
About ConvaTec
ConvaTec is a global medical products and technologies company
focused on therapies for the management of chronic conditions, with
leading market positions in advanced wound care, ostomy care,
continence and critical care, and infusion devices. ConvaTec's
products provide a range of clinical and economic benefits
including infection prevention, protection of at-risk skin,
improved patient outcomes and reduced total cost of care. To learn
more about ConvaTec, please visit www.convatecgroup.com where a
copy of this announcement can also be found.
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END
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