Computacenter plc
Incorporated in England
Registration number:
03110569
LEI: 549300XSXUZ1I19DB105
ISIN: GB00BV9FP302
Computacenter plc
(the 'Company')
The following notifications are made
under Article 19 of the Market Abuse Regulation ('MAR') relating to
certain transactions in the shares of the Company by Directors of
the Company, Persons Discharging Managerial Responsibilities
('PDMR') of the Company and Persons Closely Associated ('PCA') with
the Directors and PDMRs.
Grant of Awards - Performance Share
Plan
The Company announces that on 26
March 2024, in accordance with the rules of the Computacenter
Performance Share Plan 2005 (the 'PSP'), the Company granted awards
of nil-cost options (the 'PSP Awards') over Ordinary Shares of
75/9 pence each in the capital of the
Company ('Ordinary
Shares'), to the following
Directors/PDMR:
Director
|
Number of shares
awarded1
|
|
|
Mr M J Norris (Director)
|
50,628
|
|
|
Mr M C Jehle (Director)
|
29,264
|
|
|
1 Calculated using a price of 2691.00 pence per Ordinary Share
which is the average middle market closing quotation, as derived
from the Daily Official List of the London Stock Exchange, over the
period from 21 March 2024 to 25 March 2024, being the three trading
days before the Date of Grant of the PSP Awards
Performance Criteria
No consideration was paid for the
grant of the PSP Awards which are structured as nil cost options,
and which shall ordinarily vest and become exercisable by the two
participants listed above, subject to the satisfaction of the
performance conditions set by the Remuneration Committee of the
Company which are based on (i) the compound annual growth rate of
the Group's adjusted diluted earnings per share ('EPS'), commencing
on 1 January 2024 and ending on 31 December 2026 (the 'Performance
Period') and (ii) the compound annual growth rate of the Group's
Services Revenue over the Performance Period, and (iii) the compound annual EBIT
growth rate of the Group's North American business over the
Performance Period. The PSP Awards are subject to a two-year holding period
following vesting. The vested PSP Awards held during the holding
period will include the right to receive dividend equivalents as
shares.
PDMR
|
Number of shares
awarded1
|
|
|
Mr S Pereira (PDMR)
|
1,931
|
|
|
1 Calculated using a price of 2691.00 pence per Ordinary Share
which is the average middle market closing quotation, as derived
from the Daily Official List of the London Stock Exchange, over the
period from 21 March 2024 to 25 March 2024, being the three trading
days before the Date of Grant of the PSP Awards
Performance Criteria
No consideration was paid for the
grant of the PSP Awards which are structured as nil cost options,
and which shall ordinarily vest and become exercisable by the
participant listed above, subject to the satisfaction of the
performance condition set by the Remuneration Committee of the
Company which is based on the compound annual growth rate of the
Group's EPS over the Performance Period.
All of the PSP Awards set out above
will be satisfied out of shares held by the 2011 Computacenter
Employee Benefit Trust or by treasury shares held by the Company at
the discretion of the Board of the Company. The relevant
FCA notifications are set out below.
Grant of Awards - Deferred Bonus
Plan
The Company announces that on 26
March 2024, in accordance with the rules of the Computacenter 2017
Deferred Bonus Plan (the 'DBP'), the Company granted conditional
awards (the '2023 Bonus Awards') over Ordinary Shares of
75/9 pence each, to the following
Directors:
Director
|
Number of shares
awarded1
|
|
|
Mr M J Norris (Director)
|
14,534
|
|
|
Mr M C Jehle (Director)
|
4,134
|
|
|
1 Calculated using a price of 2691.00 pence per Ordinary Share
which is the average middle market closing quotation, as derived
from the Daily Official List of the London Stock Exchange, over the
period from 21 March 2024 to 25 March 2024, being the three trading
days before the Date of Grant of the 2023 Bonus Awards.
Performance Criteria
The annual performance bonus for
each of the two participants listed above is based on performance
measures and targets set at the beginning of each financial
year. Performance is normally assessed over one
financial year. For the bonus paid in respect of 2023,
50 per cent will be paid in cash and 50 per cent, the 2023 Bonus
Awards, has been deferred into Ordinary Shares of
75/9 pence each, as detailed above. One-half
of the deferred shares from the 2023 Bonus Awards will vest after
one year and the remaining deferred shares from the 2023 Bonus
Awards will vest after two years. Ordinary Shares subject to
deferral as part of the 2023 Bonus Awards will include the right to
receive dividend equivalents as shares.
No consideration was paid for the
grant of the 2023 Bonus Awards which are structured as conditional
awards, and which shall ordinarily vest for the two participants
listed above, subject to confirmation by the Remuneration Committee
of the Company.
All of the 2023 Bonus Awards set out
above will be satisfied by market purchase of shares.
The relevant FCA notifications are
set out below.
PDMR/PCA FCA Transaction
Notification
1.
|
Details of Director/Person Discharging
Managerial Responsibilities
|
|
Name
|
Michael John Norris
|
2.
|
Reason for the notification
|
2(a)
|
Position/Status
|
Chief Executive Officer
|
2(b)
|
Initial Notification/
Amendment
|
Initial Notification
|
3.
|
Details of the issuer
|
3(a)
|
Name
|
Computacenter plc
|
3(b)
|
LEI
|
549300XSXUZ1I19DB105
|
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 transaction(s) have been
conducted
|
4(a)
|
Description of the financial
instrument
|
Ordinary shares of 7
5/9 pence in Computacenter plc ('Ordinary
Shares')
ISIN: GB00BV9FP302
|
4(b)
|
Nature of Transaction
|
Grant of a nil-cost option award over
Ordinary Shares under the Computacenter
Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on the grant, vesting or exercise of
the PSP Award. Vesting of the PSP Award is subject to the
achievement of performance conditions over a three-year period. Any
options vested under the PSP Award are subject to a two-year
holding period before they can be exercised.
|
4(c)
|
Price(s) and Volume(s)
|
Price(s) (in GBP)
|
Volume(s)
|
nil
|
50,628
|
4(d)
|
Aggregated Information
Aggregated Volume and
Price
|
nil
|
50,628
|
4(e)
|
Date of the transaction
|
26-03-2024
|
4(f)
|
Place of the transaction
|
Outside of a trading
venue.
|
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 transaction(s) have been
conducted
|
4(a)
|
Description of the financial
instrument
|
Ordinary shares of 7
5/9 pence in Computacenter plc ('Ordinary
Shares')
ISIN: GB00BV9FP302
|
4(b)
|
Nature of Transaction
|
Grant of a conditional award over
Ordinary Shares under the Computacenter
2017 Deferred Bonus Plan (the '2023 Bonus Award').
There is no price payable on the grant or vesting
of the 2023 Bonus Award.
|
4(c)
|
Price(s) and Volume(s)
|
Price(s) (in GBP)
|
Volume(s)
|
nil
|
14,534
|
4(d)
|
Aggregated Information
Aggregated Volume and
Price
|
nil
|
14,534
|
4(e)
|
Date of the transaction
|
26-03-2024
|
4(f)
|
Place of the transaction
|
Outside of a trading
venue.
|
1.
|
Details of Director/Person Discharging
Managerial Responsibilities
|
|
Name
|
Marcus Christian Jehle
|
2.
|
Reason for the notification
|
2(a)
|
Position/Status
|
Chief Financial Officer
|
2(b)
|
Initial Notification/
Amendment
|
Initial Notification
|
3.
|
Details of the issuer
|
3(a)
|
Name
|
Computacenter plc
|
3(b)
|
LEI
|
549300XSXUZ1I19DB105
|
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 transaction(s) have been
conducted
|
4(a)
|
Description of the financial
instrument
|
Ordinary shares of 7
5/9 pence in Computacenter plc ('Ordinary
Shares')
ISIN: GB00BV9FP302
|
4(b)
|
Nature of Transaction
|
Grant of a nil-cost option award over
Ordinary Shares under the Computacenter
Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on the grant, vesting or exercise of
the PSP Award. Vesting of the PSP Award is subject to the
achievement of performance conditions over a three-year period. Any
options vested under the PSP Award are subject to a two-year
holding period before they can be exercised.
|
4(c)
|
Price(s) and Volume(s)
|
Price(s) (in GBP)
|
Volume(s)
|
Nil
|
29,264
|
4(d)
|
Aggregated Information
Aggregated Volume and
Price
|
nil
|
29,264
|
4(e)
|
Date of the transaction
|
26-03-2024
|
4(f)
|
Place of the transaction
|
Outside of a trading
venue.
|
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 transaction(s) have been
conducted
|
4(a)
|
Description of the financial
instrument
|
Ordinary shares of 7
5/9 pence in Computacenter plc ('Ordinary
Shares')
ISIN: GB00BV9FP302
|
4(b)
|
Nature of Transaction
|
Grant of a conditional award over
Ordinary Shares under the Computacenter
2017 Deferred Bonus Plan (the '2023 Bonus Award').
There is no price payable on the grant or vesting
of the 2023 Bonus Award.
|
4(c)
|
Price(s) and Volume(s)
|
Price(s) (in GBP)
|
Volume(s)
|
nil
|
4,134
|
4(d)
|
Aggregated Information
Aggregated Volume and
Price
|
nil
|
4,134
|
4(e)
|
Date of the transaction
|
26-03-2024
|
4(f)
|
Place of the transaction
|
Outside of a trading
venue.
|
1.
|
Details of Person Discharging Managerial
Responsibilities
|
|
Name
|
Simon John Pereira
|
2.
|
Reason for the notification
|
2(a)
|
Position/Status
|
Group Company Secretary
|
2(b)
|
Initial Notification/
Amendment
|
Initial Notification
|
3.
|
Details of the issuer
|
3(a)
|
Name
|
Computacenter plc
|
3(b)
|
LEI
|
549300XSXUZ1I19DB105
|
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 transaction(s) have been
conducted
|
4(a)
|
Description of the financial
instrument
|
Ordinary shares of 7
5/9 pence in Computacenter plc ('Ordinary
Shares')
ISIN: GB00BV9FP302
|
4(b)
|
Nature of Transaction
|
Grant of a nil-cost option award over
Ordinary Shares under the Computacenter
Performance Share Plan 2005 (the 'PSP Award'). There is no price payable on the grant, vesting or exercise of
the PSP Award. Vesting of the PSP Award is subject to the
achievement of a performance condition over a three year
period.
|
4(c)
|
Price(s) and Volume(s)
|
Price(s) (in GBP)
|
Volume(s)
|
Nil
|
1,931
|
4(d)
|
Aggregated Information
Aggregated Volume and
Price
|
Nil
|
1,931
|
4(e)
|
Date of the transaction
|
26-03-2024
|
4(f)
|
Place of the transaction
|
Outside of a trading
venue.
|
Enquiries:
Name:
|
Simon Pereira
|
|
Company Secretary
|
|
|
Address:
|
Computacenter plc
Hatfield Avenue
Hatfield
Hertfordshire
AL10 9TW
|
|
|
Telephone:
|
+44 (0) 7385 514 715
|