Smith (DS) PLC

Director's Dealing • Jan 31, 2025

National Storage Mechanism | Additional information

RNS Number : 4985V

Smith (DS) PLC

31 January 2025

DS Smith Plc ("the Company")  

Transactions by Persons Discharging Managerial Responsibilities ("PDMRs")

31 January 2025

On 16 April 2024, the boards of the Company and International Paper Company announced that they had agreed the terms of a recommended all-share combination of the Company and International Paper Company, pursuant to which International Paper Company will acquire the entire issued and to be issued ordinary share capital of the Company, to be effected by way of a Court-sanctioned scheme of arrangement (the "Scheme") under Part 26 of the Companies Act 2006. The circular in relation to the Scheme was published on 11 September 2024.

On 30 January 2025, the Company announced that the Court had sanctioned the Scheme at the Court Hearing held on that day.

As a result of the Court sanction of the Scheme, on 30 January 2025 options over the Company's ordinary shares of 10p each ("Shares") granted on 11 July 2024, 8 February 2024, 10 July 2023, and 27 June 2022 under the terms of the DS Smith Deferred Share Bonus Plan ("DSBP"), the DS Smith 2008 Performance Share Plan ("PSP"), the DS Smith Plc 2020 Sharesave Plan ("Sharesave"), and awards granted on 27 April 2023 in connection with the Chief Financial Officer's recruitment ("Recruitment Awards"), vested to the following PDMRs, and, in the case of options, were exercised by the following PDMRs, as shown in the table below. The exercise of the options granted under the DSBP and PSP, and the vesting of the Recruitment Awards, was settled on a net settled basis, resulting in the delivery of shares in the amounts set out below.

Name	Number of DSBP options vested and exercised	Number of PSP options vested and exercised	Number of dividend equivalent Shares on vested PSP and DSBP options	Number of Sharesave options vested and exercised	Number of Recruitment Awards vested	Total number of vested Shares	Total number of Shares delivered
Miles Roberts	627,896	966,543	188,644	-	-	1,783,083	945,033
Richard Pike	20,328	312,355	28,997	-	128,166	489,846	259,618
Stefano Rossi	171,532	258,887	50,934	1,063	-	482,416	256,180

The forms required under the Market Abuse Regulation follow.

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

MILES WILLIAM ROBERTS

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

DS SMITH PLC

b)

LEI

39RSBE4RCI4M15BLWH36

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 10 PENCE EACH

SMDS

b)

Nature of the transaction

Vesting and exercise of DSBP options granted on 11 July 2024, 10 July 2023 and 27 June 2022 under the terms of the DS Smith Deferred Share Bonus Plan and vesting and exercise of PSP options granted on 11 July 2024, 10 July 2023 and 27 June 2022 under the terms of the DS Smith 2008 Performance Share Plan, and associated dividend equivalent Shares. 

c)

Price(s) and volume(s)

Price(s)	Volume(s) (Vested Shares)	Volume(s) (Delivered Shares)
£ NIL	627,896	332,785
£ NIL	966,543	512,267
£NIL	188,644	99,981

d)

Aggregated information

- Aggregated volume

- Price

945,033

£NIL

e)

Date of the transaction

30 January 2025

f)

Place of the transaction

LONDON

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

RICHARD PIKE

2

Reason for the notification

a)

Position/status

GROUP FINANCE DIRECTOR

b)

Initial notification /Amendment

INITIAL NOTIFICATION

3

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

a)

Name

DS SMITH PLC

b)

LEI

39RSBE4RCI4M15BLWH36

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 10 PENCE EACH

SMDS

b)

Nature of the transaction

Vesting and exercise of DSBP options granted on 11 July 2024 under the terms of the DS Smith Deferred Share Bonus Plan and vesting and exercise of PSP options granted on 11 July 2024 and 10 July 2023 under the terms of the DS Smith 2008 Performance Share Plan, and associated dividend equivalent Shares. Vesting of awards granted on 27 April 2023 in connection with Richard Pike's recruitment.

c)

Price(s) and volume(s)

Price(s)	Volume(s) (Vested Shares)	Volume(s) (Delivered Shares)
£ NIL	20,328	10,774
£ NIL	312,355	165,548
£ NIL	28,997	15,368
£ NIL	128,166	67,928

d)

Aggregated information

- Aggregated volume

- Price

259,618

£NIL

e)

Date of the transaction

30 January 2025

f)

Place of the transaction

LONDON

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

STEFANO ROSSI

2

Reason for the notification

a)

Position/status

CHIEF EXECUTIVE PACKAGING

b)

Initial notification /Amendment

INITIAL NOTIFICATION

3

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

a)

Name

DS SMITH PLC

b)

LEI

39RSBE4RCI4M15BLWH36

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 10 PENCE EACH

SMDS

b)

Nature of the transaction

Vesting and exercise of DSBP options granted on 11 July 2024, 10 July 2023 and 27 June 2022 under the terms of the DS Smith Deferred Share Bonus Plan and vesting and exercise of PSP options granted on 11 July 2024, 10 July 2023 and 27 June 2022 under the terms of the DS Smith 2008 Performance Share Plan, and associated dividend equivalent Shares. Vesting and exercise of options granted on 8 February 2024 under the terms of the DS Smith Plc 2020 Sharesave Plan.

c)

Price(s) and volume(s)

Price(s)	Volume(s) (Vested Shares)	Volume(s) (Delivered Shares)
£ NIL	171,532	90,912
£ NIL	258,887	137,210
£ NIL	50,934	26,995
£2.35 per share	1,063	1,063

d)

Aggregated information

- Aggregated volume

- Price

256,180

DSBP/PSP: £NIL; Sharesave: £2.35

e)

Date of the transaction

30 January 2025

f)

Place of the transaction

LONDON

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