GB GROUP PLC — Director's Dealing 2019

Sep 27, 2019

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RNS Number : 9476N

GB Group PLC

27 September 2019

	27 September 2019

GB GROUP PLC

("GBG" or the "Company")

Notification of Director's Interest

The Board of GBG announces that the purchases of ordinary shares of 2.5p each in the Company ("Ordinary Shares") by the executive directors in the period June to September 2019 were carried out in accordance with the Bonus Deferral and Share Matching Plan of the Company.

Accordingly, subject to the conditions outlined below and pursuant to the Bonus Deferral and Share Matching Plan rules, the executive directors' purchases have been matched with an award of options over Ordinary Shares ("Conditional Matching Option Awards").

The Conditional Matching Option Awards granted to the executive directors are set out in the table below. The awards reflect the maximum number of Ordinary Shares over which the option awards may be exercised. The actual number will depend upon the extent to which the established performance conditions detailed in GBG's annual report are satisfied over the performance period.

Name	Performance Period Award	Maximum Number of Conditional Matching Option Awards	Price Payable
Chris Clark Chief Executive Officer	1 April 2019 to 31 March 2022	206,136 Ordinary Shares	Nominal Value (2.5p)
David Wilson, Group Finance & Operations Director	1 April 2019 to 31 March 2022	125,226 Ordinary Shares	Nominal Value (2.5p)
Nick Brown, Group Managing Director	1 April 2019 to 31 March 2022	122,721 Ordinary Shares	Nominal Value (2.5p)

Following this announcement:

(i)       Chris Clark has:

·      a beneficial holding of 273,050 Ordinary Shares (which represents 0.14% of the issued share capital of the Company); and

·      options over a maximum of 1,334,989 Ordinary Shares

(ii)      Dave Wilson has:

·      a beneficial holding of 321,096 Ordinary Shares (which represents 0.17% of the issued share capital of the Company); and

·      options over a maximum of 575,487 Ordinary Shares

(iii)    Nick Brown has:

·      a beneficial holding of 1,077,312 Ordinary Shares (which represents 0.56% of the issued share capital of the Company); and

·      options over a maximum of 486,002 Ordinary Shares.

A summary of the rules of the Bonus Deferral and Share Matching Plan is as follows:

The Company announced in November 2011 that following consultation with its major shareholders, the Remuneration Committee of the Board approved the establishment of a salary sacrifice, bonus deferral and share matching plan whereby the executive directors and certain senior managers have the opportunity to elect to invest up to 20% of annual salary and up to 80% of annual bonus in Ordinary Shares. Subject to continued employment, the retention of these shares and the meeting of certain financial performance targets, the investment will be matched and grossed up for income taxes, to 2.0x the investment made by matching shares, in the form of options with a nominal value exercise price, which will, subject to these conditions, vest after three years.

The information below (set out in accordance with the requirements of EU Market Abuse Regulation) provides further detail:

1.         

Details of the person discharging managerial responsibilities / person closely associated

a.         

Name

Chris Clark

2.         

Reason for the 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

GB Group plc

b.         

LEI

213800RBAFZIBCV7XR29

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 2.5 pence

GB0006870611

b.         

Nature of the transaction

Grant of options under the Bonus Deferral and Share Matching Plan

c.         

Price(s) and volume(s)

Price(s)	Volume(s)
2.5p	206,136

d.         

Aggregated information

· Aggregated volume

· Price

206,136

2.5p

e.         

Date of the transaction

26 September 2019

f.         

Place of the transaction

Outside of a trading venue

1.         

Details of the person discharging managerial responsibilities / person closely associated

a.         

Name

Dave Wilson

2.         

Reason for the notification

a.         

Position/status

Group Finance & Operations Director

b.         

Initial notification

/Amendment

Initial notification

3.         

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

a.         

Name

GB Group plc

b.         

LEI

213800RBAFZIBCV7XR29

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 2.5 pence

GB0006870611

b.         

Nature of the transaction

Grant of options under the Bonus Deferral and Share Matching Plan

c.         

Price(s) and volume(s)

Price(s)	Volume(s)
2.5p	125,226

d.         

Aggregated information

· Aggregated volume

· Price

125,226

2.5p

e.         

Date of the transaction

26 September 2019

f.         

Place of the transaction

Outside of a trading venue

1.         

Details of the person discharging managerial responsibilities / person closely associated

a.         

Name

Nick Brown

2.         

Reason for the notification

a.         

Position/status

Group Managing Director

b.         

Initial notification

/Amendment

Initial notification

3.         

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

a.         

Name

GB Group plc

b.         

LEI

213800RBAFZIBCV7XR29

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 2.5 pence

GB0006870611

b.         

Nature of the transaction

Grant of options under the Bonus Deferral and Share Matching Plan

c.         

Price(s) and volume(s)

Price(s)	Volume(s)
2.5p	122,721

d.         

Aggregated information

· Aggregated volume

· Price

122,721

2.5p

e.         

Date of the transaction

26 September 2019

f.         

Place of the transaction

Outside of a trading venue

- Ends-

For further information, please contact:

GB Group plc	01244 657333
John Constantin, Company Secretary
Peel Hunt LLP (Nominated Adviser and Broker)	020 7418 8900
Edward Knight Edward Allsopp
Nick Prowting
Website		www.gbgplc.co.uk

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