Serco Group PLC

Remuneration Information • Apr 12, 2023

National Storage Mechanism | Additional information

RNS Number : 0188W

Serco Group PLC

12 April 2023

12 April 2023

Serco Group plc (the 'Company')

Legal Entity Identifier: 549300PT2CIHYN5GWJ21

INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES ('PDMRs') IN ORDINARY SHARES OF 2p EACH IN THE COMPANY ('Ordinary Shares')

On 6 April 2023, the Company granted conditional share awards ('Performance Awards') to the following PDMRs under the Serco Group plc 2019 Long-Term Incentive Plan ('LTIP'):   

PDMR	Number of Shares subject to the Performance Award
Mark Irwin, Group Chief Executive	1,042,752
Nigel Crossley, Group Chief Financial Officer	547,445
David Eveleigh, Group General Counsel & Company Secretary	229,855
Anthony Kirby, CEO UK & Europe	367,570
Philip Malem, CEO Middle East	239,162
Kate Steadman, Group Strategy & Communications Director	142,335
Tom Watson, CEO Americas	353,680
Peter Welling CEO AsPac	257,119

The Performance Awards have a normal vesting date of 6 April 2026 and vesting is conditional on continued employment and the satisfaction of five independent performance measures as follows:

Performance Measure	Weighting	Performance Target
Aggregate EPS	25%	Statutory Earnings Per Share (EPS) before exceptional items (adjusted to reflect tax paid on a cash basis) of 34.64p (threshold, 25% vesting) to 38.49p (target, 50% vesting) to 42.34p (maximum, 100% vesting), measured as an aggregate over the three-year performance period ending 31 December 2025.
Relative TSR	25%	Total Shareholder Return (TSR) of median (threshold, 25% vesting) to upper quartile (maximum, 100% vesting) when ranked relative to companies in the FTSE250 (excluding investment trusts), measured over the three-year performance period ending 31 December 2025.
Average ROIC	25%	Pre-tax Return on Invested Capital (ROIC) of 18.3% (threshold, 25% vesting) to 20.4% (target, 50% vesting) to 22.4% (maximum, 100% vesting), measured as an average over the three-year performance period ending 31 December 2025.
ESG Scorecard	15%	Employee engagement: ·      Average annual Group employee engagement score over the three-year performance period at or above 70 for on target performance, and at or above 72 for maximum performance. Improvement in colleague diversity: ·      Performance will be assessed against a scorecard of factors relating to the improvement in colleague diversity. This will include reviewing progress on activities which support diversity, such as: o  commitment to diversity charters, where appropriate, such as the UK Race at Work charter, and progress shown against the commitments made; o  the continued implementation of policies to promote diversity in recruitment and candidate pools; o  wider and better targeted participation in learning and career development; and o  active management of a talent pipeline and progression within the organisation which will, in time, result in a more diverse leadership cadre. ·      To track progress, the Committee will also review quantitative metrics such as the percentage of women and colleagues of diverse ethnic backgrounds, holding senior global leadership roles. Improvement in our understanding, management and disclosure of Serco's environmental risks: ·      Demonstrate improvements in environmental performance and management of environmental risks, through actions taken in line with our environmental strategy and improvements in externally issued environment/climate change ratings.
Order Book	10%	Book-to-bill ratio of 100% (target, 50% vesting) to 105% (maximum, 100% vesting) measured on a cumulative basis over the three-year performance period ending 31 December 2025.

The Remuneration Committee retains discretion to change performance measures and targets, and the weightings attached to performance measures part-way through the performance period if there is a significant event, such as a major transaction.

For Executive Directors, any shares that vest will be subject to a post-vesting holding requirement that takes the total term of the award to a minimum of five years. Awards to all participants are subject to pre-vesting malus and post-vesting clawback.

This announcement is made in accordance with the requirements of the EU Market Abuse Regulation 596/2014.  The notification of dealing forms can be found below.

Transaction notification

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mark Irwin
2	Reason for the notification
a)	Position/status	Group 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	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	1,042,752
d)	Aggregated information
- Aggregated volume	1,042,752
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Nigel Crossley
2	Reason for the notification
a)	Position/status	Group Financial Controller
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	547,445
d)	Aggregated information
- Aggregated volume	547,445
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Eveleigh
2	Reason for the notification
a)	Position/status	Group General Counsel & Company Secretary
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	229,855
d)	Aggregated information
- Aggregated volume	229,855
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Anthony Kirby
2	Reason for the notification
a)	Position/status	CEO UK & Europe
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	367,570
d)	Aggregated information
- Aggregated volume	367,570
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Philip Malem
2	Reason for the notification
a)	Position/status	CEO Middle East
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	239,162
d)	Aggregated information
- Aggregated volume	239,162
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Kate Steadman
2	Reason for the notification
a)	Position/status	Group Strategy & Communications Director
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	142,335
d)	Aggregated information
- Aggregated volume	142,335
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Tom Watson
2	Reason for the notification
a)	Position/status	CEO Americas
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	353,680
d)	Aggregated information
- Aggregated volume	353,680
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Peter Welling
2	Reason for the notification
a)	Position/status	CEO AsPac
b)	Initial notification /Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Serco Group plc
b)	LEI	549300PT2CIHYN5GWJ21
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	Ordinary shares of 2 pence each ("Ordinary Shares")
Identification code	ISIN: GB0007973794
b)	Nature of the transaction	The grant of conditional share awards on 6 April 2023 under the Serco Group plc 2019 Long-Term Incentive Plan.
c)	Price(s) and volume(s)
		Price(s)	Volume(s)
		n/a	257,119
d)	Aggregated information
- Aggregated volume	257,119
- Price	n/a
e)	Date of the transaction	6 April 2023
f)	Place of the transaction	n/a

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