Crest Nicholson Holdings plc
Director/PDMR Shareholding
In accordance with the notification obligations under Article 19.3 of the Market Abuse Regulation, Crest Nicholson Holdings plc (the "Company") announces the following transactions by certain Directors of the Company and other Persons Discharging Managerial Responsibility ("PDMRs") under the Crest Nicholson Holdings plc Long-Term Incentive Plan (the "LTIP").
The following Directors and PDMRs have been granted awards over 218,524 Ordinary Shares of 5 pence each in the Company (the "LTIP Awards") on 16 April 2019:
| Director/PDMR | Number of shares over which award granted |
| Chris Tinker* | 77,919 |
| Robin Hoyles | 53,177 |
| Kevin Maguire | 41,860 |
| David Marchant | 45,568 |
*Denotes an Executive Director of the Company
Subject to performance conditions in respect of earnings per share ("EPS"), return on capital employed ("ROCE"), earnings before interest and taxes margin ("EBIT Margin") and certain other conditions in respect of service and conduct, the LTIP Awards will vest on 16 April 2022. The performance measures have been selected to support the financial metrics in the business strategy and the Remuneration Committee has carefully set stretching target ranges for each measure taking into account the business plans and market outlook to provide a strong link between reward and performance.
The Remuneration Committee has decided to make an adjustment to the LTIP to introduce a third performance condition relating to EBIT Margin. Improving operational efficiency is a key part of our revised strategy and the introduction of an EBIT Margin performance condition compliments the existing performance conditions in respect of earnings per share and return on capital employed.
The Performance conditions are set out below:
| Performance condition | EPS | ROCE | EBIT Margin |
| Performance | FY21 performance | Average performance over three-year period FY19, 20 and 21 | FY21 Performance |
| Weighting | 40% of award | 40% of award | 20% of award |
| Threshold performance (25% of each element payable) | 58.0 pence per share | 21% | 17% |
| Maximum performance (100% of each element payable) | 70.7 pence per share | 26% | 20% |
There will be no vesting below the threshold and awards will vest on a straight-line basis between threshold and maximum points. When awards vest, the net of tax value of the shares must be held for a further two years.
The number of shares subject to the LTIP Awards has been calculated based on the closing middle market share price on 15 April 2019 in accordance with the rules of the Plan and no payment was required for the grant of the LTIP Awards.
All awards are subject to withholding and recovery provisions.
Notification and public disclosure of transactions by persons discharging managerial responsibility and persons closely associated with them.
| a) | Name | Chris Tinker | |||||||
| 2
| Reason for the notification | ||||||||
| a) | Position/status | Interim 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 | Crest Nicholson Holdings plc | |||||||
| b) | LEI | 213800ROIFXRRRKVQD25 | |||||||
| 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 £0.05
GB00B8VZXT93 | |||||||
| b) | Nature of the transaction | Grant of share award over Ordinary Shares under the Crest Nicholson Holdings plc Long Term Incentive Plan ("LTIP"). | |||||||
| c) | Price(s) and volume(s) |
| |||||||
| d) | Aggregated information - Aggregated volume - Price | Price(s)
GBP Nil
| Volume(s)
77,919 | ||||||
| e) | Date of the transaction | 2019-04-16 | |||||||
| f) | Place of the transaction | Outside a trading venue | |||||||
Notification and public disclosure of transactions by persons discharging managerial responsibility and persons closely associated with them.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||||
| a) | Name | Robin Hoyles | |||||||
| 2
| Reason for the notification | ||||||||
| a) | Position/status | Group Land and Planning Director | |||||||
| b) | Initial notification/ Amendment | Initial notification | |||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||||
| a) | Name | Crest Nicholson Holdings plc | |||||||
| b) | LEI | 213800ROIFXRRRKVQD25 | |||||||
| 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 £0.05
GB00B8VZXT93 | |||||||
| b) | Nature of the transaction | Grant of share award over Ordinary Shares under the Crest Nicholson Holdings plc Long Term Incentive Plan ("LTIP"). | |||||||
| c) | Price(s) and volume(s) |
| |||||||
| d) | Aggregated information - Aggregated volume - Price | Price(s)
GBP Nil
| Volume(s)
53,177 | ||||||
| e) | Date of the transaction | 2019-04-16 | |||||||
| f) | Place of the transaction | Outside a trading venue | |||||||
Notification and public disclosure of transactions by persons discharging managerial responsibility and persons closely associated with them.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||||
| a) | Name | Kevin Maguire | |||||||
| 2
| Reason for the notification | ||||||||
| a) | Position/status | 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 | Crest Nicholson Holdings plc | |||||||
| b) | LEI | 213800ROIFXRRRKVQD25 | |||||||
| 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 £0.05
GB00B8VZXT93 | |||||||
| b) | Nature of the transaction | Grant of share award over Ordinary Shares under the Crest Nicholson Holdings plc Long Term Incentive Plan ("LTIP"). | |||||||
| c) | Price(s) and volume(s) |
| |||||||
| d) | Aggregated information - Aggregated volume - Price | Price(s)
GBP Nil
| Volume(s)
41,860 | ||||||
| e) | Date of the transaction | 2019-04-16 | |||||||
| f) | Place of the transaction | Outside a trading venue | |||||||
Notification and public disclosure of transactions by persons discharging managerial responsibility and persons closely associated with them.
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||||
| a) | Name | David Marchant | |||||||
| 2
| Reason for the notification | ||||||||
| a) | Position/status | Director of Group Operations | |||||||
| b) | Initial notification/ Amendment | Initial notification | |||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||||
| a) | Name | Crest Nicholson Holdings plc | |||||||
| b) | LEI | 213800ROIFXRRRKVQD25 | |||||||
| 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 £0.05
GB00B8VZXT93 | |||||||
| b) | Nature of the transaction | Grant of share award over Ordinary Shares under the Crest Nicholson Holdings plc Long Term Incentive Plan ("LTIP"). | |||||||
| c) | Price(s) and volume(s) |
| |||||||
| d) | Aggregated information - Aggregated volume - Price | Price(s)
GBP Nil
| Volume(s)
45,568 | ||||||
| e) | Date of the transaction | 2019-04-16 | |||||||
| f) | Place of the transaction | Outside a trading venue | |||||||
For further information please contact:
Kevin Maguire
Company Secretary +44 (0) 1932 580 555
18 April 2019