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Marks & Spencer Group PLC
Director's Dealing • Jul 7, 2022
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Director's Dealing
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National Storage Mechanism | Additional information 
RNS Number : 7064R
Marks and Spencer Group PLC
07 July 2022
Director/PDMR Shareholding
Marks and Spencer Group plc (the 'Company') announces that on 5 July 2022 it was notified of the following transactions in the Company's Ordinary 1p shares undertaken by directors / persons discharging managerial responsibility ('PDMRs').
1. Performance Share Plan Award 2022/23
The Performance Share Plan ('PSP') continues to be the Company's primary long-term incentive plan for executives. As a result, awards under the PSP were made on 5 July 2022 to five PDMRs of the Company.
These awards were granted as conditional shares, the vesting of which is subject to the continued employment of the participant and satisfaction of certain performance conditions, as disclosed in the Company's 2022 Annual Report published on 7 June 2022. Specifically, the vesting of the award will depend on relative Total Shareholder Return (TSR), the Company's Earnings Per Share (EPS), Return on Capital Employed (ROCE) and strategic measures over a fixed three-year performance period starting on the first day of the financial year in which the award was granted.
On vesting, the award is subject to an additional, mandatory two-year holding period, making a total period of five years post grant. The value of dividends accrued, in the form of dividend equivalents, will be paid at the end of the period (third anniversary) based on the number of vested shares. No consideration was paid for the grant of the award. For the purposes of this award, the five-day average share price immediately preceding the date of grant of £1.3961 was used.
2. Deferred Share Bonus Plan Award 2021/22
As reported within the Company's 2022 Annual Report, a bonus is being paid to all eligible colleagues under the Company's Annual Bonus Scheme for 2021/22. Individuals were required to defer 50% of their bonus earned into shares under the Marks and Spencer Group Deferred Share Bonus Plan ('DSBP'). As a result, awards under the DSBP were made to the same five PDMRs of the Company on 5 July 2022.
These awards were granted as conditional share awards vesting three years from the date of grant. The value of dividends accrued, in the form of dividend equivalents, will be paid at the point of vesting. No consideration was paid for the grant of the award. For the purposes of this award, the five-day average share price immediately preceding the date of grant of £1.3961 was used.
| PDMR | PSP Shares granted | DSBP Shares granted |
| Stuart Machin | 1,432,562 | 401,900 |
| Katie Bickerstaffe | 1,343,027 | 393,439 |
| Eoin Tonge | 1,181,863 | 412,363 |
| Richard Price | 831,960 | 293,266 |
| Sacha Berendji | 673,304 | 234,814 |
The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the UK Market Abuse Regulations.
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
S Machin
2
Reason for the notification
a)
Position/status
PDMR (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
Marks and Spencer Group plc
b)
LEI
213800EJP14A79ZG1X44
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 1p shares
ISIN: GB0031274896
b)
Nature of the transaction
1. Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan
2. Award of conditional shares pursuant to the Marks and Spencer Group Deferred Share Bonus Plan
c)
Price(s) and volume(s)
1. PSP
| Price(s) | Volume(s) |
| Nil-cost | 1,432,562 |
2. DSBP
| Price(s) | Volume(s) |
| Nil-cost | 401,900 |
d)
Aggregated information
| - | Aggregated volume |
| - | Price |
1. PSP
| Price(s) | Volume(s) | Total |
| Nil-cost | 1,432,562 | £0.00 |
2. DSBP
| Price(s) | Volume(s) | Total |
| Nil-cost | 401,900 | £0.00 |
e)
Date of the transaction
2022-07-05
f)
Place of the transaction
Grant of conditional shares occurred outside a trading venue
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
K Bickerstaffe
2
Reason for the notification
a)
Position/status
PDMR (Co-Chief Executive)
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Marks and Spencer Group plc
b)
LEI
213800EJP14A79ZG1X44
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 1p shares
ISIN: GB0031274896
b)
Nature of the transaction
1. Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan
2. Award of conditional shares pursuant to the Marks and Spencer Group Deferred Share Bonus Plan
c)
Price(s) and volume(s)
1. PSP
| Price(s) | Volume(s) |
| Nil-cost | 1,343,027 |
2. DSBP
| Price(s) | Volume(s) |
| Nil-cost | 393,439 |
d)
Aggregated information
| - | Aggregated volume |
| - | Price |
1. PSP
| Price(s) | Volume(s) | Total |
| Nil-cost | 1,343,027 | £0.00 |
2. DSBP
| Price(s) | Volume(s) | Total |
| Nil-cost | 393,439 | £0.00 |
e)
Date of the transaction
2022-07-05
f)
Place of the transaction
Grant of conditional shares occurred outside a trading venue
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
E Tonge
2
Reason for the notification
a)
Position/status
PDMR (Group CFO & Chief Strategy Officer)
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Marks and Spencer Group plc
b)
LEI
213800EJP14A79ZG1X44
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 1p shares
ISIN: GB0031274896
b)
Nature of the transaction
1. Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan
2. Award of conditional shares pursuant to the Marks and Spencer Group Deferred Share Bonus Plan
c)
Price(s) and volume(s)
1. PSP
| Price(s) | Volume(s) |
| Nil-cost | 1,181,863 |
2. DSBP
| Price(s) | Volume(s) |
| Nil-cost | 412,363 |
d)
Aggregated information
| - | Aggregated volume |
| - | Price |
1. PSP
| Price(s) | Volume(s) | Total |
| Nil-cost | 1,181,863 | £0.00 |
2. DSBP
| Price(s) | Volume(s) | Total |
| Nil-cost | 412,363 | £0.00 |
e)
Date of the transaction
2022-07-05
f)
Place of the transaction
Grant of conditional shares occurred outside a trading venue
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
R Price
2
Reason for the notification
a)
Position/status
PDMR (Managing Director, Clothing & Home)
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Marks and Spencer Group plc
b)
LEI
213800EJP14A79ZG1X44
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 1p shares
ISIN: GB0031274896
b)
Nature of the transaction
1. Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan
2. Award of conditional shares pursuant to the Marks and Spencer Group Deferred Share Bonus Plan
c)
Price(s) and volume(s)
1. PSP
| Price(s) | Volume(s) |
| Nil-cost | 831,960 |
2. DSBP
| Price(s) | Volume(s) |
| Nil-cost | 293,266 |
d)
Aggregated information
| - | Aggregated volume |
| - | Price |
1. PSP
| Price(s) | Volume(s) | Total |
| Nil-cost | 831,960 | £0.00 |
2. DSBP
| Price(s) | Volume(s) | Total |
| Nil-cost | 293,266 | £0.00 |
e)
Date of the transaction
2022-07-05
f)
Place of the transaction
Grant of conditional shares occurred outside a trading venue
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
S Berendji
2
Reason for the notification
a)
Position/status
PDMR (Group Property, Store Development and Technology Director)
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Marks and Spencer Group plc
b)
LEI
213800EJP14A79ZG1X44
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 1p shares
ISIN: GB0031274896
b)
Nature of the transaction
1. Award of conditional shares pursuant to the Marks and Spencer Group Performance Share Plan
2. Award of conditional shares pursuant to the Marks and Spencer Group Deferred Share Bonus Plan
c)
Price(s) and volume(s)
1. PSP
| Price(s) | Volume(s) |
| Nil-cost | 673,304 |
2. DSBP
| Price(s) | Volume(s) |
| Nil-cost | 234,814 |
d)
Aggregated information
| - | Aggregated volume |
| - | Price |
1. PSP
| Price(s) | Volume(s) | Total |
| Nil-cost | 673,304 | £0.00 |
2. DSBP
| Price(s) | Volume(s) | Total |
| Nil-cost | 234,814 | £0.00 |
e)
Date of the transaction
2022-07-05
f)
Place of the transaction
Grant of conditional shares occurred outside a trading venue
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