Fuller, Smith & Turner PLC: Director/PDMR Shareholding
Fuller, Smith & Turner PLC (FSTA)
Fuller, Smith & Turner PLC: Director/PDMR Shareholding
16-Jan-2020 / 14:45 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
Fuller, Smith & Turner P.L.C.
Share Scheme Awards and Adjustments
At its meeting on 15 January 2020, the Remuneration Committee made awards under the Company's Long-Term Incentive Plan ("LTIP") which included the notifiable awards set out below.
All awards are over a combination of both 40p 'A' ordinary and 4p 'B' ordinary shares.
The calculation of the awards was based on the closing price as at 14 January 2020, being £9.61 for 'A' shares and £0.961 (notionally) for 'B' shares.
At the same meeting, the Remuneration Committee granted options under the Company's Executive Share Option Scheme ("ESOS") which included the notifiable awards set out below.
The options granted are over 40p 'A' ordinary shares and the option price was based on the closing price as at 14 January 2020, being £9.61.
An award amounts to a contractual right to acquire an interest in shares, provided the director remains an employee at the third anniversary of the grant (the normal vesting date), and only to the extent that the performance condition attached to the scheme is met. These criteria are based on a sliding scale which may result in less than the full award vesting.
As explained in the circular dated 6 September 2019 issued to shareholders in connection with the Return of Capital following the Disposal of the Fuller's Beer Business, the Remuneration Committee also adjusted awards subsisting under the LTIP on 1st October 2019 (being the record date for the for participating in the Return of Capital) to reflect the value the participants would otherwise have received. The price used to determine the additional number of shares was the closing 'A' share price on 1 October 2019 (being £11.975) less the per share value of the Return of capital (being £1.25). This amounted to £10.725 for A ordinary shares under award and £1.0725 for B ordinary shares under award. The adjustments included the notifiable awards set out below.
Finally, the Remuneration Committee also adjusted the award made in August 2019 under the Company's Deferred Bonus Plan on the same basis as for the LTIP above. The adjustment included the notifiable award set out below.
Enquiries:
Severine Bequin
020 8996 2073
Company Secretary
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
Simon Emeny
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
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Award made under the Fuller, Smith & Turner P.L.C. Long Term Incentive Plan 2018
c)
Price(s) and volume(s)
Price
Volume
A shares
Share Price
B shares
Share Price
LTIP22
45,785
£9.61
114,464
£0.961
d)
Aggregated
information
As Above
Aggregated volume
As above
Price
As Above
e)
Date of the transaction
15/01/2020
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Simon Emeny
2.
Reason for the notification
a)
Position/status
CEO
b)
Initial notification/Amendment
Amendment
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Adjustment of existing award under Fuller, Smith & Tuner P.L.C. Long Term Incentive Plan 2008
c)
Price(s) and volume(s)
Price
Volume
Original number of A shares under award
Increase in the number of A shares under award
A Share Price for the purpose of adjustment
Original number of B shares under award
Increase in the number of B shares under award
B Share Price for the purpose of adjustment
LTIP20
36,595
4,265
£10.725
91,489
10,663
£1.0725
LTIP21
40,000
4,662
£10.725
100,000
11,655
£1.0725
TOTAL
76,595
8,927
191,489
22,318
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside of a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Simon Emeny
2.
Reason for the notification
a)
Position/status
CEO
b)
Initial notification/Amendment
Amendment
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A Ordinary Shares of 40p each
GB00B1YPC344
b)
Nature of the transaction
Adjustment of existing award under Fuller, Smith & Tuner P.L.C. Deferred Bonus Plan
c)
Price(s) and volume(s)
Price
Volume
Original number of A shares under award
Increase in the number of A shares under award
A Share Price for the purpose of adjustment
DBP19
4,424
515
£10.725
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside of a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Adam Councell
2.
Reason for the notification
a)
Position/status
Finance Director
b)
Initial notification/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Award made under the Fuller, Smith & Turner P.L.C. Long Term Incentive Plan 2018
c)
Price(s) and volume(s)
Price
Volume
A shares
Share Price
B shares
Share Price
LTIP22
28,844
£9.61
72,112
£0.961
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Adam Councell
2.
Reason for the notification
a)
Position/status
Finance Director
b)
Initial notification/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
GB00B1YPC344
b)
Nature of the transaction
Option granted under the Fuller Smith & Turner P.L.C. Executive Share Option Scheme 2018
c)
Price(s) and volume(s)
Price
Volume
A shares
Share Price
ESOS19
3,121
£9.61
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Fred Turner
2.
Reason for the notification
a)
Position/status
Retail Director
b)
Initial notification/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Award made under the Fuller, Smith & Turner P.L.C. Long Term Incentive Plan 2018
c)
Price(s) and volume(s)
Price
Volume
A shares
Share Price
B shares
Share Price
LTIP22
13,735
£9.61
34,339
£0.961
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Fred Turner
2.
Reason for the notification
a)
Position/status
Retail Director
b)
Initial notification/Amendment
Amendment
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Adjustment of existing award under Fuller, Smith & Tuner P.L.C. Long Term Incentive Plan 2008
c)
Price(s) and volume(s)
Price
Volume
Original number of A shares under award
Increase in the number of A shares under award
A Share Price for the purpose of adjustment
Original number of B shares under award
Increase in the number of B shares under award
B Share Price for the purpose of adjustment
LTIP20
4,883
569
£10.725
12,209
1,422
£1.0725
LTIP21
1,237
144
£10.725
3,094
360
£1.0725
TOTAL
6120
713
15,303
1,782
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside of a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Fred Turner
2.
Reason for the notification
a)
Position/status
Retail Director
b)
Initial notification/Amendment
Initial
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
A shares - GB00B1YPC344
b)
Nature of the transaction
-Option Granted under the Fuller, Smith & Turner P.L.C. Executive Share Option Scheme 2018
c)
Price(s) and volume(s)
Price
Volume
A shares
Share Price
ESOS19
520
£9.61
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside a trading venue
1.
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Richard Fuller
2.
Reason for the notification
a)
Position/status
Corporate Affairs Director
b)
Initial notification/Amendment
Amendment
3.
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Fuller, Smith & Turner P.L.C.
b)
LEI
213800C7ACOFMRCQQW76
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
Identification code
A ordinary Shares of 40p each
B Ordinary Shares of 4p each
A shares - GB00B1YPC344
B shares- unlisted
b)
Nature of the transaction
Adjustment of existing award under Fuller, Smith & Tuner P.L.C. Long Term Incentive Plan 2008
c)
Price(s) and volume(s)
Price
Volume
Original number of A shares under award
Increase in the number of A shares under award
A Share Price for the purpose of adjustment
Original number of B shares under award
Increase in the number of B shares under award
B Share Price for the purpose of adjustment
LTIP20
11,808
1,376
£10.725
29,521
3,440
£1.0725
LTIP21
12,906
1,504
£10.725
32,267
3,760
£1.0725
TOTAL
24,714
2,880
61,788
7,200
d)
Aggregated information
As Above
Aggregated volume
As Above
Price
As Above
e)
Date of the transaction
15/01/20
f)
Place of the transaction
Outside of a trading venue
ISIN: GB00B1YPC344 Category Code: DSH TIDM: FSTA OAM Categories: 3.1. Additional regulated information required to be disclosed under the laws of a Member State Sequence No.: 41093 EQS News ID: 955433
End of Announcement EQS News Service