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BROOKS MACDONALD GROUP PLC
Remuneration Information • Sep 29, 2023
7534_dirs_2023-09-29_042c6ed5-6129-4257-88a0-25da6449cb87.html
Remuneration Information
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National Storage Mechanism | Additional information 
RNS Number : 2224O
Brooks Macdonald Group PLC
29 September 2023
Brooks Macdonald Group plc
(the "Company")
Director/PDMR Shareholding
Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMR") in accordance with the UK Market Abuse Regulations.
On 28 September 2023, the Company granted pursuant to the 2018 Brooks Macdonald Long Term Incentive Plan (the "Plan") nil price options (the "LTIP Awards") over the ordinary shares of 1 pence each in the Company (the "Shares") to the following PDMRs:
| PDMR | Number of Shares Over Which LTIP Awards are Granted |
| Robin Eggar | 5,695 |
| Richard Hughes | 4,272 |
The Plan has been established to retain and incentivise key executives in order to deliver sustainable growth and in addition to align further the interests of those executives with those of shareholders.
Vesting of Awards
The LTIP Awards will vest and become exercisable in full subject to both the following performance conditions being met:
i) the maintenance of a satisfactory risk, compliance, governance and internal control environment; and
ii) a Remuneration Committee assessment that the value being delivered on vesting is commensurate with the underlying financial performance of the Company over the three-year vesting period.
Further the LTIP Awards are also subject to continued employment and malus and clawback provisions.
Holding period
The LTIP Awards shall be subject to a compulsory, holding period of a further two years from the date the award vests and becomes exercisable.
Timetable
The LTIP Awards is expected to vest and become exercisable from 28 September 2026, following the announcement of the Company's results for the year ended 30 June 2026 and the holding period restriction is expected to expire on 28 September 2028.
On 28 September 2023, the Company granted pursuant to the Plan nil price options (the "DBP Awards") over Shares to the following PDMRs under the Company's Deferred Bonus Plan:
| PDMR | Number of Shares Over Which Awards are Granted |
| Andrew Shepherd | 8,001 |
| Robin Eggar | 3,512 |
| Richard Hughes | 2,468 |
The DBP Awards vest and become exercisable in three equal tranches on 28 September 2024, 28 September 2025 and 28 September 2026. There are no performance conditions or holding periods associated with the DBP Awards.
As at today's date, the LTIP Awards and DBP Awards together represent 0.15% of the total voting rights of the Company.
ANNEX
The notification below, made in accordance with the UK Market Abuse Regulations, provides further details:
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| (a) | Name | Robin Eggar |
| 2. | Reason for the notification | |
| (a) | Position/status | Managing Director, Head of UK Investment Management |
| (b) | Initial notification /Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| (a) | Name | Brooks Macdonald Group plc |
| (b) | LEI | 213800WRDF8LB8MIEX37 |
| 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 |
Options over ordinary shares of 1pence each BRK ISIN GB00B067N833 |
| (b) | Nature of the transaction | Grant of a nil price options over the ordinary shares of 1 pence each in the Company |
| (c) | Price(s) and volume(s) | Volume granted: 5,695 Exercise Price(s): Nil |
| (d) | Aggregated information | Aggregated volume: n/a Aggregated price: n/a |
| Date of the transaction | 28 September 2023 | |
| Place of the transaction | Outside of a main market |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| (a) | Name | Richard Hughes |
| 2. | Reason for the notification | |
| (a) | Position/status | CEO International |
| (b) | Initial notification /Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| (a) | Name | Brooks Macdonald Group plc |
| (b) | LEI | 213800WRDF8LB8MIEX37 |
| 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 |
Options over ordinary shares of 1pence each BRK ISIN GB00B067N833 |
| (b) | Nature of the transaction | Grant of nil price options over the ordinary shares of 1 pence each in the Company |
| (c) | Price(s) and volume(s) | Volume granted: 4,272 Exercise Price(s): Nil |
| (d) | Aggregated information | Aggregated volume: n/a Aggregated price: n/a |
| Date of the transaction | 28 September 2023 | |
| Place of the transaction | Outside of a main market |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| (a) | Name | Andrew Shepherd |
| 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 | Brooks Macdonald Group plc |
| (b) | LEI | 213800WRDF8LB8MIEX37 |
| 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 |
Options over ordinary shares of 1pence each BRK ISIN GB00B067N833 |
| (b) | Nature of the transaction | Grant of nil price options over the ordinary shares of 1 pence each in the Company |
| (c) | Price(s) and volume(s) | Volume granted: 8,001 Exercise Price(s): Nil |
| (d) | Aggregated information | Aggregated volume: n/a Aggregated price: n/a |
| Date of the transaction | 28 September 2023 | |
| Place of the transaction | Outside of a main market |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| (a) | Name | Robin Eggar |
| 2. | Reason for the notification | |
| (a) | Position/status | Managing Director, Head of UK Investment Management |
| (b) | Initial notification /Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| (a) | Name | Brooks Macdonald Group plc |
| (b) | LEI | 213800WRDF8LB8MIEX37 |
| 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 |
Options over ordinary shares of 1pence each BRK ISIN GB00B067N833 |
| (b) | Nature of the transaction | Grant of nil price options over the ordinary shares of 1 pence each in the Company |
| (c) | Price(s) and volume(s) | Volume granted: 3,512 Exercise Price(s): Nil |
| (d) | Aggregated information | Aggregated volume: n/a Aggregated price: n/a |
| Date of the transaction | 28 September 2023 | |
| Place of the transaction | Outside of a main market |
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| (a) | Name | Richard Hughes |
| 2. | Reason for the notification | |
| (a) | Position/status | CEO International |
| (b) | Initial notification /Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| (a) | Name | Brooks Macdonald Group plc |
| (b) | LEI | 213800WRDF8LB8MIEX37 |
| 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 |
Options over ordinary shares of 1pence each BRK ISIN GB00B067N833 |
| (b) | Nature of the transaction | Grant of nil price options over the ordinary shares of 1 pence each in the Company |
| (c) | Price(s) and volume(s) | Volume granted: 2,468 Exercise Price(s): Nil |
| (d) | Aggregated information | Aggregated volume: n/a Aggregated price: n/a |
| Date of the transaction | 28 September 2023 | |
| Place of the transaction | Outside of a main market |
Enquiries:
| Brooks Macdonald Group PLC | |
| Andrew Shepherd, CEO | +44 (0)20 7659 3492 |
| Andrea Montague, CFO | +44 (0)20 7659 3492 |
| Peel Hunt LLP | |
| Paul Shackleton / John Welch | +44 (0)20 7418 8900 |
LEI: 213800WRDF8LB8MIEX37
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