XP Power Ltd. — Director's Dealing 2019

Mar 19, 2019

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RNS Number : 2907T

XP Power Limited

19 March 2019

19 March 2019

XP Power Limited ("XP" or the "Company")

Grant of Long Term Incentive Plan (LTIP) awards

The Company announces that on 8 March 2019, certain Directors of the Company were awarded a nominal priced option over ordinary shares of 1p each in the Company ("Ordinary Shares") as detailed below, under the XP Power Limited Long Term Incentive Plan 2017 (the "Awards") approved by shareholders on 19 April 2017.

Director	Number of Ordinary Shares over which awards granted
Mike Laver	4,878
Duncan Penny	19,024
Andy Sng	4,878
Gavin Griggs	13,659
TOTAL	42,439

The vesting of the Awards is conditional on meeting performance conditions measured over a three-year period as described below, with 50% vesting on the third anniversary of the date the Awards were made and 50% vesting after a further one year deferral period.

Performance conditions

1.       Earnings per Share Target

Up to 66.7% of the total Awards will vest on the achievement of the following adjusted earnings per share ("EPS") compound growth per annum targets for the three financial years ending 31 December 2019, 2020 and 2021 (the "Performance Condition Period") as shown in the following table:

Adjusted EPS compound growth per annum ("EPS Target")	Max. No. of Ordinary Shares vesting subject to the Adjusted EPS Target
6%	25% of total LTIP award
12%	100% of total LTIP award

Achievement of the EPS Target between 6% and 12% will result in the Awards vesting on a straight-line basis and any entitlement to a fraction of an Ordinary Share shall be rounded down.

2.       Total Shareholder Return ("TSR") Target

Up to 33.3% of the total Awards will vest dependent upon the performance of the Company's TSR measured against that of the FTSE250 over the Performance Condition Period. 25% of the total LTIP award will vest at median performance with 100% of the total LTIP award vesting at the upper quartile performance (above the 80th percentile).  Vesting between these points will be measured on a straight-line basis.

Malus and clawback provisions are also in place to reduce or recover the Awards for criteria such as any material misstatement of the financial statements, a serious breach of the Company's code of ethics or a serious health and safety issue.

1.

Details of the person discharging managerial responsibilities/person closely associated

(a)

Name

Mike Laver

Duncan Penny

Andy Sng

Gavin Griggs

2.

Reason for the notification

(a)

Position/status

Mike Laver - President, Corporate Development

Duncan Penny - Chief Executive

Andy Sng - Executive Vice President, Asia

Gavin Griggs - Chief Financial Officer

(b)

Initial notification/ Amendment

Initial notification

3.

Details of the issuer

(a)

Name

XP Power Limited

(b)

LEI

213800I7RWQ3FV72EZ26

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

Ordinary Shares of £0.01 each in the Company

(b)

Identification code of the Financial Instrument

SG9999003735

(c)

Nature of the transaction

Award of options over Ordinary Shares as part of the XP Power Limited Long Term Incentive Plan 2017. The potential vesting of the awards are subject to earnings per share and total shareholder return targets

(d)

Price(s) and volume(s)

Price(s)

Volume(s)

Exercisable at nominal price of 1 pence per Ordinary Share

Mike Laver	4,878
Duncan Penny	19,024
Andy Sng	4,878
Gavin Griggs	13,659

(e)

Aggregated information

-            Aggregated volume

-           Price

Mike Laver	4,878
Duncan Penny	19,024
Andy Sng	4,878
Gavin Griggs	13,659
TOTAL	42,439

Exercisable at nominal price of 1 pence per Ordinary Share

(f)

Date of the transaction

8 March 2019

(g)

Place of the transaction

n/a

-Ends-

Enquiries:

XP Power

Duncan Penny, Chief Executive Officer	+44 (0)118 984 5515
Gavin Griggs, Chief Financial Officer	+44 (0)118 984 5515
Citigate Dewe Rogerson	+44 (0)20 7638 9571
Kevin Smith/Jos Bieneman/Claire Dansie

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