22 Apr 2014 09:30
EXOVA GROUP PLC
Notification of transactions of Directors and PDMRs
22 April 2014
On 17 April 2014, awards in the form of nil cost awards ("Awards") taking the form of a nil cost option or conditional award (as set out below) to acquire ordinary shares of 1 pence each ("Shares") in Exova Group plc (the "Company") were granted to certain persons discharging managerial responsibilities ("PDMRs") under the Exova Group plc Long Term Incentive Plan ("LTIP"), as set out in column 3 in the table below.
The number of Shares subject to the Awards has been determined by reference to the market value of a Share on 16 April 2014 (220 pence per Share). In addition, the Company has granted market value options under the company share option plan section of the LTIP ("CSOP options") over the number of Shares set out in column 4 of the table. The exercise price of each CSOP option is 220 pence per Share, and has also been determined by reference to the market value of a Share on 16 April 2014. The number of Shares that is capable of exercise under each nil cost option will be reduced by such number of Shares as has a market value (at the date of exercise of the CSOP option) equal to the gain made on the exercise of the CSOP option. Overall, the participant's pre-tax economic gain from the nil cost option is the same as if the CSOP option was not in place.
1. Name | 2. Status | 3. Number of Shares under Nil Cost Option | 4. Number of Shares under CSOP Option (where applicable) |
Ian El-Mokadem | Director/PDMR | 306,818 | 13,636 |
Anne Thorburn | Director/PDMR | 131,818 | 13,636 |
Hicham Abdallah | PDMR | 87,544 | N/A |
Hans Aberg | PDMR | 64,234 | N/A |
Ravijit Paintal | PDMR | 93,875* | N/A |
Mike Pooley | PDMR | 92,454 | 13,636 |
John Willox | PDMR | 72,727 | 13,636 |
* Award granted in form of a conditional share award
The vesting of the Awards and CSOP options is subject to the satisfaction of a performance condition set by the Remuneration Committee of the Company. The Awards and CSOP options will normally vest and become exercisable on the later of the third anniversary of grant and the assessment of the performance condition, subject to continued employment. A total amount of £1 is payable on the exercise of any nil cost option.
In addition, a nil cost option was granted as follows on 17 April 2014:
1. Name | 2. Status | 3. Number of Shares under Nil Cost Option |
Anne Thorburn | Director/PDMR | 372,727 |
As set out in the Company's Prospectus dated 11 April 2014, the vesting of this nil cost option is not subject to satisfaction of a performance condition, and is fully vested at grant. This nil cost option has been granted in recognition of Anne Thorburn's contribution to the business in the lead-up to Admission. A total amount of £1 is payable on the exercise of this nil cost option.
No consideration was paid for the grant of any of the above awards.
This notification is made in accordance with DTR 3.1.4
For and on behalf of Exova Group plc
Date: 22 April 2014
Neil MacLennan
Company SecretaryTelephone: 0131 333 8053