TCLARKE PLC

Remuneration Information • May 1, 2020

National Storage Mechanism | Additional information

RNS Number : 6873L

TClarke PLC

01 May 2020

TClarke plc

("the Company")

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

The Company announces that on 1st May 2020, the following Executive Directors of the Company were granted nil cost conditional share awards over ordinary shares of 10p each in Company ("Shares") pursuant to the TClarke plc Equity Incentive Plan ("the Plan") as follows:

Executive Director:	Number of conditional shares awarded:
Mark Lawrence	439,601
Mike Crowder	375,000
Trevor Mitchell	327,075

No consideration was paid for the grant of the conditional share awards.  The conditional share awards will normally vest on 1st May 2023, being the third anniversary of the date of grant, and will be subject to continued employment with the Company.

50% of the award will be subject to satisfaction of the earnings per share performance condition as set out below:

Annual growth in EPS above RPI*	Proportion of award vesting
Less than 3%	Nil
3%	25%
Between 3% and 10%	Between 25% and 100% on a straight-line basis
Above 10%	100%

*Base point from which performance is measured is based on average underlying EPS for the three years ended 31st December 2019.

50% of the award will be made on the basis of actions taken by the Executive Directors to enable TClarke to increase retained reserves for the year ended 31 December 2020 (excluding any impact from Pension Deficit Movements). In addition, TClarke must continue to trade within its normal banking facilities for the year without breaching any covenants. Achievement of this performance condition will be assessed by the Remuneration Committee in March 2021. For the shares to vest the Company must not breach any banking covenants for the remainder of the three year performance period.

Formal notifications in respect of the conditional share awards to the Executive Directors are below;

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Mark Lawrence

2

Reason for the notification

a)

Position/status

Group Chief Executive Officer and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 10 pence each

GB0002015021

b)

Nature of the transaction

Grant of a conditional share award under the Equity Incentive Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	439,601

d)

Aggregated information

- Aggregated volume

- Price

N/A (single transaction)

e)

Date of the transaction

2020-05-01

f)

Place of the transaction

Outside a trading venue

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Mike Crowder

2

Reason for the notification

a)

Position/status

Group Managing Director and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 10 pence each

GB0002015021

b)

Nature of the transaction

Grant of a conditional share award under the Equity Incentive Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	375,000

d)

Aggregated information

- Aggregated volume

- Price

N/A (single transaction)

e)

Date of the transaction

2020-05-01

f)

Place of the transaction

Outside a trading venue

1

Details  of  the  person  discharging  managerial  responsibilities  /  person  closely associated

a)

Name

Trevor Mitchell

2

Reason for the notification

a)

Position/status

Group Finance Director and Executive Director (PDMR).

b)

Initial notification/Amendment

Initial notification

3

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

a)

Name

TClarke plc

b)

LEI

213800OIP8MU517BK123

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 10 pence each

GB0002015021

b)

Nature of the transaction

Grant of a conditional share award under the Equity Incentive Plan

c)

Price(s) and volume(s)

Price(s)	Volume(s)
Nil	327,075

d)

Aggregated information

- Aggregated volume

- Price

N/A (single transaction)

e)

Date of the transaction

2020-05-01

f)

Place of the transaction

Outside a trading venue

For further information contact:

TClarke plc

Mark Lawrence - Group Chief Executive

Trevor Mitchell - Finance Director

David Lanchester - Company Secretary

Tel: 020 7997 7400

www.tclarke.co.uk

Cenkos Securities plc (Corporate Broker)

Max Hartley (Corporate Finance)

Nick Searle (Sales)

Tel: 020 7397 8900

www.cenkos.com

RMS Partners

Simon Courtenay

Tel: 020 3735 6551

1st May 2020

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