Elementis
plc
('Elementis' or 'the Company')
Director/PDMR
Shareholding
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITY OR
CONNECTED PERSONS
Elementis announces that on 8 April
2024 the following Directors have been granted conditional share
awards under the Elementis plc 2018 Long Term Incentive Plan (LTIP)
with a vesting date of 8 April 2027 at a cost of nil pence per
share.
Name
|
Title
|
Number of shares
(Performance Share
Awards)
|
Paul Waterman
|
Chief Executive Officer
|
1,107,011
|
Ralph Hewins
|
Chief Financial Officer
|
489,054
|
The above quantum of awards are as
detailed in the 2023 Directors' Remuneration Report and are based
on award multiples set at 200% and 175% of salary both for the
Chief Executive Officer and Chief Financial Officer
respectively.
In addition, the Remuneration
Committee (Committee) will retain discretion to reduce the number
of shares on vesting should it be considered appropriate to do so
(e.g. in the event that there was perceived windfall
gain).
Subject to the terms of the LTIP
plan rules, the above awards will vest and become exercisable from
the third anniversary of the grant of the awards subject to
continued service and to the extent to which the relevant
performance conditions (see below) are satisfied over the three
financial years ending 31 December 2026. Shares that vest (post
selling any shares required to meet associated tax liabilities) are
also subject to a two-year holding requirement.
Performance
conditions
The full performance conditions to
apply to the 2024 awards are as follows:
Earnings per share (25%
weighting)
EPS
|
%
of EPS part
vesting
|
Less than 14 cents
|
0%
|
17 cents
|
50%
|
18.5 cents
|
100%
|
Vesting will be on a straight-line basis
between performance
points.
Relative Total Shareholder Return (25% weighting)
Elementis versus
FTSE ALL Share
Constituents (excluding
Investment Trusts)
|
%
of TSR part vesting
|
Below median
|
0%
|
Median
|
25%
|
Upper quartile
|
100%
|
Vesting will be on a straight-line basis
between the median
and upper
quartile.
Operating Cash Conversion (25% weighting)
Three-year Operating Cash Conversion
|
%
of Operating Cash
Conversion part vesting
|
Less than
80%
|
0%
|
80%
|
0%
|
100%
|
100%
|
Vesting will be on a straight-line basis
between performance
points.
Operating Profit Margin
(25% weighting)
Three-year Operating Cash Conversion
|
%
of Operating Cash
Conversion part vesting
|
18%
|
0%
|
19%
|
50%
|
20%
|
100%
|
Vesting will be on a straight-line basis
between performance
points.
Vesting based on the above
performance conditions will be subject to a return on capital
employed underpin. This will require the Committee to consider the
vesting result determined based on the application of the EPS, TSR,
operating cash conversion and operating profit margin performance
conditions in light of the return on capital employed achieved
during the three year period ending 31 December 2026 relative to
the Board's internal plans over the period. If the Committee does
not consider the vesting result appropriate in light of the return,
the underpin enables vesting to be reduced to a more appropriate
level.
Set out below are the notifications
made in accordance with Article 19 of the Market Abuse
Regulation.
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
|
PAUL WATERMAN
|
2
|
Reason for
the notification
|
a)
|
Position/status
|
CEO,
DIRECTOR
|
b)
|
Initial notification/Amendment
|
INITIAL
NOTIFICATION
|
3
|
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction
monitor
|
a)
|
Name
|
ELEMENTIS PLC
|
b)
|
LEI
|
549300LQIH685LI2ML36
|
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
|
SHARES
GB0002418548
|
b)
|
Nature of the transaction
|
Grant of a conditional share award
over 1,107,011 shares under the Elementis plc 2018 Long Term
Incentive Plan with a vesting date of 8 April 2027 at a cost of nil
pence per share.
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)
|
N/A
|
N/A
|
|
d)
|
Aggregated information
|
|
|
- Aggregated
volume
- Price
|
N/A
|
e)
|
Date of the
transaction
|
2024-04-08
|
f)
|
Place
of the transaction
|
Outside of a trading
venue
|
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
|
RALPH HEWINS
|
2
|
Reason for
the notification
|
a)
|
Position/status
|
CFO,
DIRECTOR
|
b)
|
Initial notification/Amendment
|
INITIAL
NOTIFICATION
|
3
|
Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction
monitor
|
a)
|
Name
|
ELEMENTIS PLC
|
b)
|
LEI
|
549300LQIH685LI2ML36
|
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
|
SHARES
GB0002418548
|
b)
|
Nature of the transaction
|
Grant of a conditional share award
over 489,054 shares under the Elementis plc 2018 Long Term
Incentive Plan with a vesting date of 8 April 2027 at a cost of nil
pence per share.
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)
|
N/A
|
N/A
|
|
d)
|
Aggregated information
|
|
|
- Aggregated
volume
- Price
|
N/A
|
e)
|
Date of the
transaction
|
2024-04-08
|
f)
|
Place
of the transaction
|
Outside of a trading
venue
|
Person responsible for making this notification: Anna Lawrence,
Group General Counsel & Company Secretary