SCS GROUP PLC

Director's Dealing • Oct 18, 2019

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RNS Number : 3936Q

ScS Group PLC

18 October 2019

18 October 2019

ScS Group plc

Vesting of Long Term Incentive Plan 2017 (2017 LTIP) awards and PDMR notifications

ScS Group plc (the "Company") announces that on 17 October 2019, the Company's Employee Benefit Trust ("EBT") has transferred 236,495 ordinary shares of 0.1 pence in the Company (the "Shares") to four PDMRs in satisfaction of vesting of share awards granted on 17 October 2016 (the "2017 LTIP"), details of which are set out below:

Name	Number of Shares Vesting
David Knight, CEO	97,466
Chris Muir, CFO	95,234
Marie Liston, Corporate Services Director	23,888
Gary Kemp, Logistics Director	19,907

The 2017 LTIP crystallised on achieving the below performance criteria for the period 31st July 2016 to 27th July 2019 for earnings per share ("EPS"), as approved by the Remuneration Committee:

EPS Figure	Percentage of Award that Vests
Less than 27.3 pence	Nil
27.3 pence	25%
Greater than 27.3 pence but less than 34.4 pence	Straight-line basis between 25% and 100%
34.4 pence	100%

The EPS for the Group for this period was 30.27 pence, which exceeds the minimum performance condition set of 27.3 pence;  the Remuneration Committee has therefore agreed an award of 56.33% of the maximum.

As part of this transaction, the Company has been notified of the following transactions:

1.     David Knight sold 45,809 Shares back to the EBT at a price of 234p per Share to cover his associated tax liability from the share award, and transferred the remaining shares to his spouse Keith Kay, for nil consideration. Following this announcement David Knight, together with persons closely associated to him, holds 1,528,615 ordinary shares representing circa 3.83% of the issued share capital of the Company.

2.     Chris Muir has sold 44,760 Shares back to the EBT at a price of 234p per Share to cover his associated tax liability from the share award, and transferred the remaining shares to his spouse Helen Muir, for nil consideration. Following this announcement Chris Muir, together with persons closely associated to him, holds 50,474 ordinary shares representing circa 0.13% of the issued share capital of the Company.

3.     Marie Liston sold 23,888 Shares at a price of 234p per Share. Following the sale, Marie Liston and persons closely associated with her are interested in 172,256 Ordinary Shares, representing approximately 0.43% of the issued share capital of the Company.

4.     Gary Kemp sold 19,907 Shares at a price of 234p per Share. Following the sale, Gary Kemp and persons closely associated with him are interested in 166,277 Ordinary Shares, representing approximately 0.42% of the issued share capital of the Company.

The notifications below are provided in accordance with the requirements of the EU Market Abuse Regulation:

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

David Knight

2

Reason for Notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Exercise of Share Options

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	97,466

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

David Knight

2

Reason for Notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Sale of shares 

c)

Price(s) and volume(s)

Price(s)	Volume(s)
234p	45,809

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

David Knight

2

Reason for Notification

a)

Position/status

Chief Executive Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Transfer of 51,657 shares to spouse for nil consideration.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	51,657

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Keith Kay

2

Reason for Notification

a)

Position/status

Person closely associated with David Knight, Chief Executive Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Receipt of 51,657 shares following transfer from spouse for nil consideration.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	51,657

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Chris Muir

2

Reason for Notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Exercise of Share Options

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	95,234

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Chris Muir

2

Reason for Notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Sale of shares 

c)

Price(s) and volume(s)

Price(s)	Volume(s)
234p	44,760

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Chris Muir

2

Reason for Notification

a)

Position/status

Chief Financial Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Transfer of 50,474 shares to spouse for nil consideration.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	50,474

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Helen Muir

2

Reason for Notification

a)

Position/status

Person closely associated with Chris Muir, Chief Financial Officer

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Receipt of 50,474 shares following transfer from spouse for nil consideration.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	50,474

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Marie Liston

2

Reason for Notification

a)

Position/status

Corporate Services Director

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Exercise of options

c)

Price(s) and volume(s)

Price(s)	Volume(s)
nil	23,888

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Marie Liston

2

Reason for Notification

a)

Position/status

Corporate Services Director

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Sale of 23,888 shares.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
234p	23,888

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

London Stock Exchange

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Gary Kemp

2

Reason for Notification

a)

Position/status

Logistics Director   

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Exercise of options

c)

Price(s) and volume(s)

Price(s)	Volume(s)
nil	19,907

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

Outside of a trading venue

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Gary Kemp

2

Reason for Notification

a)

Position/status

Logistics Director   

b)

Initial notification/Amendment

Initial Announcement

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

ScS Group plc

b)

LEI

213800LOXNVJIB4C7B98

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

Ordinary Shares of 0.1 pence each in ScS Group plc

GB00BRF0TJ56

b)

Nature of the transaction

Sale of 19,907 shares.

c)

Price(s) and volume(s)

Price(s)	Volume(s)
234p	19,907

d)

Aggregated information

-       Aggregated volume

-       Price

Not applicable - single transaction

e)

Date of the transaction

17 October 2019

f)

Place of the transaction

London Stock Exchange

Enquiries:

ScS Group PLC David Knight, Chief Executive Officer Chris Muir, Chief Financial Officer	c/o Buchanan +44 (0)20 7466 5000
Buchanan Richard Oldworth Tilly Abraham Charlotte Slater	Tel: +44 (0)20 7466 5000 scs@buchanan.uk.com

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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