IP Group PLC — Remuneration Information 2020

Jun 23, 2020

National Storage Mechanism | Additional information

RNS Number : 8095Q

IP Group PLC

23 June 2020

FOR RELEASE ON	# 23 June 2020

IP Group plc - LTIP & DBSP awards; Director/PDMR shareholding

IP Group plc (LSE: IPO) ("IP Group" or "the Group" or "the Company"), the developer of intellectual property-based businesses, announces the following in connection with its employee share schemes.

Long Term Incentive Plan (the "LTIP")

Following approval of the Group's LTIP and Directors' Remuneration Report at its 2020 AGM, IP Group made conditional awards of 7,923,182 ordinary shares of two pence each ("Shares") to its executive directors, other persons discharging managerial responsibilities ("PDMRs") and certain other employees under its Long Term Incentive Plan on 18 June 2020.

The performance measures attaching to the 2020 awards are based on the achievement of targets linked to growth in the Group's "hard" net assets ("Hard NAV") and total shareholder return ("TSR") as described in the 2019 Directors' Remuneration Report ("2019 DRR") contained within the 2019 Annual Report and Accounts. The starting point for the TSR performance measure is 59.89p, being the one-month average closing price to the date of grant. The starting point for the Hard NAV performance measure is the Group's audited Hard NAV at 31 December 2019 of £1,141.5m. The number of Shares conditionally awarded was calculated using the closing price on 18 June 2020 of 61.4p.

Conditional awards made to the executive directors and other PDMRs are set out in the table below, and awards over a further 2,865,225 Shares were made to other of the Group's employees. The number of Shares stated is the maximum number that could be issued to each executive director or PDMR upon full satisfaction of the performance conditions attaching to the awards, which would require, inter alia, an increase in the Group's Hard NAV to at least £1,735m by 31 December 2022.

Executive Director/PDMR	Maximum number of Shares conditionally awarded in respect of 2020 LTIP	Maximum number of conditionally awarded Shares currently outstanding
Alan Aubrey	1,934,853	4,111,288
David Baynes	861,726	1,822,935
Mike Townend	861,726	1,822,935
Greg Smith	894,869	1,856,078
Sam Williams	342,959	964,511
Mark Reilly	161,824	326,378
Total	5,057,957	10,904,125

Assuming satisfaction of the conditions in full, the awards will ordinarily vest on or after 31 March 2023. Any awards which vest will ordinarily be subject to a minimum two-year post-vesting holding period. Shares will be issued in connection with any vested awards at the end of this holding period.

As described in the 2019 DRR, all of the 2017 LTIP awards lapsed without vesting and so, as at the date of this announcement, a total of 19,063,660 conditionally awarded Shares remain outstanding under the IP Group LTIP, subject to performance conditions.

Deferred Bonus Share Plan ("DBSP")

IP Group granted nil-cost options over Shares to the executive directors and PDMRs under the Group's DBSP on 18 June 2020. The grants reflect the deferral of fifty per cent. of each person's award above £25,000 under the Group's Annual Incentive Scheme ("AIS") in respect of the Group's performance for the financial year ended 31 December 2019. The following table sets out details of the awards made to the Executive Directors and PDMRs: 

Name of Director/PDMR	Structure of award	Number of options granted	Total number of options currently held*
Alan Aubrey	Nil-Cost Option	75,860	87,142
David Baynes	Nil-Cost Option	43,370	48,719
Mike Townend	Nil-Cost Option	43,370	48,719
Greg Smith	Nil-Cost Option	43,370	48,719
Sam Williams	Nil-Cost Option	26,540	33,925
Mark Reilly	Nil-Cost Option	46,340	52,997
Total		278,850	320,221

* following the exercises described below

No consideration was paid for the grant of the awards and no consideration is due on the maturity of the option period. Fifty per cent. of the options will normally be exercisable on 31 March 2021 and fifty per cent. on 31 March 2022, each generally subject to continued employment. The options shall be exercisable for a maximum of three years from the date of grant.

Exercise under DBSP

The Group's four executive directors and two PDMRs exercised DBSP options over a total of 405,883 Shares, resulting from the partial deferral of annual bonuses from 2015, 2017 and 2018, on 19 June 2020. IP Group's employee benefit trusts satisfied the partial exercise of these options through the use of 137,188 unallocated shares in the trusts and through the purchase of 268,695 existing Shares at an average price of 63.17p.

Alan Aubrey, Mike Townend and Mark Reilly settled their resulting tax liabilities in cash while David Baynes and Greg Smith sold sufficient shares to meet their tax liabilities. Sam Williams sold all of the Shares resulting from the exercise of his option.

Shares in issue

At the date of this announcement, the Company continues to have 1,062,353,734 ordinary shares in issue.

The following information is being disclosed pursuant to the requirements of MAR.

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

LTIP awards

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Alan Aubrey

Mike Townend

Greg Smith

David Baynes

Sam Williams

Mark Reilly

2

Reason for the notification

a)

Position/status

Director        Chief Executive Officer

Director        Chief Investment Officer

Director        Chief Financial Officer

Director        Chief Operating Officer

PDMR          Managing Partner, Life Sciences

PDMR          Managing Partner, Technology

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Conditional award of Shares under the IP Group plc LTIP

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Alan Aubrey	Nil	1,934,853
Mike Townend	Nil	861,726
Greg Smith	Nil	894,869
David Baynes	Nil	861,726
Sam Williams	Nil	342,959
Mark Reilly	Nil	161,824

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

Aggregated Number of Shares conditionally awarded under the LTIP to Directors and PDMRs on 18 June 2020: 5,057,957

Price: £ nil

f)

Date of the transaction

18 June 2020

g)

Place of the transaction

Outside a trading venue

DBSP awards

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Alan Aubrey

Mike Townend

Greg Smith

David Baynes

Sam Williams

Mark Reilly

2

Reason for the notification

a)

Position/status

Director        Chief Executive Officer

Director        Chief Investment Officer

Director        Chief Financial Officer

Director        Chief Operating Officer

PDMR          Managing Partner, Life Sciences

PDMR          Managing Partner, Technology

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Grant of nil-cost options under the IP Group plc DBSP

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Alan Aubrey	Nil cost option	75,860
Mike Townend	Nil cost option	43,370
Greg Smith	Nil cost option	43,370
David Baynes	Nil cost option	43,370
Sam Williams	Nil cost option	26,540
Mark Reilly	Nil cost option	46,340

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

Aggregated number of options granted under the DBSP to Directors and PDMRs on 18 June 2020: 278,850

Price: £ nil

f)

Date of the transaction

18 June 2020

g)

Place of the transaction

Outside a trading venue

DBSP exercise

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Alan Aubrey

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

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Alan Aubrey	Nil cost option	133,633

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

133,633

63.17p

£84,415.97

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

David Baynes

2

Reason for the notification

a)

Position/status

Chief Operating Officer

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
David Baynes	Nil cost option	80,802

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

80,802

63.17p

£51,042.62

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

David Baynes

2

Reason for the notification

a)

Position/status

Chief Operating Officer

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Sale

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
David Baynes	63.17p	37,978

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

37,978 shares

63.17p

£23,990.70

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Greg Smith

2

Reason for the 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

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Greg Smith	Nil cost option	77,458

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

77,458

63.17p

£48,930.22

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Greg Smith

2

Reason for the 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

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Sale

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Greg Smith	63.17p	36,406

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

36,406 shares

63.17p

£22,997.67

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Mike Townend

2

Reason for the notification

a)

Position/status

Chief Investment Officer

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2016 DBSP, 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Mike Townend	Nil cost option	80,802

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

80,802

63.17p

£51,042.62

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Mark Reilly

2

Reason for the notification

a)

Position/status

PDMR          Managing Partner, Technology

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Mark Reilly	Nil cost option	10,163

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

10,163

63.17p

£4,055.49

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Sam Williams

2

Reason for the notification

a)

Position/status

PDMR          Managing Partner, Life Sciences

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Exercise of options in connection with the 2018 DBSP and 2019 DBSP Awards

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Sam Williams	Nil cost option	23,025

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

23,025

63.17p

£14,544.89

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Sam Williams

2

Reason for the notification

a)

Position/status

PDMR          Managing Partner, Life Sciences

b)

Initial notification /Amendment

Initial Notification

3

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

a)

Name

IP Group plc

b)

Legal Entity Identifier

213800HG22UM138WFG43

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 2p each in IP Group plc

ISIN: GB00B128J450

b)

Nature of the transaction

Sale

c)

Currency

GBP

d)

Price(s) and volume(s)

Name(s)	Price(s)	Volume(s)
Sam Williams	63.17p	23,025

e)

Aggregated information

-Aggregated volume

- Price

- Aggregated total

23,025 shares

63.17p

£14,544.89

f)

Date of the transaction

19 June 2020

g)

Place of the transaction

London Stock Exchange, Main Market

For more information, please contact:

IP Group plc	www.ipgroupplc.com
Alan Aubrey, Chief Executive Officer Greg Smith, Chief Financial Officer Liz Vaughan-Adams, Communications	+44 (0) 20 7444 0050 +44 (0) 20 7444 0062/+44 (0) 7979 853802
Charlotte Street Partners
Andrew Wilson	+44 (0) 7810 636995
David Gaffney	+44 (0) 7854 609998

Notes for editors

About IP Group

IP Group is a leading intellectual property commercialisation company which focuses on evolving great ideas, mainly from its partner universities, into world-changing businesses. The Group has pioneered a unique approach to developing these ideas and the resulting businesses by providing access to business building expertise, capital (through its 100%-owned FCA-authorised subsidiaries IP Capital and Parkwalk Advisors), networks, recruitment and business support. IP Group has a strong track record of success and its portfolio comprises holdings in early-stage to mature businesses across life sciences and technology. IP Group is listed on the Main Market of the London Stock Exchange under the code IPO.

For more information, please visit our website at www.ipgroupplc.com.

ENDS

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