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REG - Hill & Smith PLC - Director/PDMR Shareholding

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RNS Number : 3951D  Hill & Smith PLC  02 April 2025

2 April 2025

Hill & Smith PLC ('Hill & Smith' or 'the Company')

Director and PDMR Shareholdings

Hill & Smith announces the following dealings by Directors and PDMRs of
the Company in connection with its employee share plan arrangements.

Hill & Smith 2023 Long Term Incentive Plan - 2025 Award ('LTIP')

On 1 April 2025 (the 'Grant Date'), the Company granted awards under the Hill
& Smith 2023 Long Term Incentive Plan to the Directors / PDMRs as set out
below:

 Director / PDMR  Director / PDMR  Job Title                Type of award      Number of shares
 Director         Rutger Helbing   Chief Executive Officer  Nil-cost option    68,496
 PDMR             Tim Tehan        Group President          Conditional award  18,327
 PDMR             Nick Adcock      Group President          Nil-cost option    15,850

 

The number of shares over which the awards were granted was calculated based
on a share price of £17.46, that being the closing mid-market price from the
day immediately preceding the date of grant.

The Awards will vest based on the achievement of relative Total Shareholder
Return (40%), Underlying EPS Growth (50%) and the Company's reduction in
greenhouse gas ("GHG") emissions (10%) over a 3-year performance period. The
detailed performance conditions will be provided in the 2025 Directors'
Remuneration Report.

The Awards will (subject to the achievement of the performance conditions)
vest following the end of the performance period, for Rutger Helbing as an
Executive Director, the LTIP may not ordinarily be exercised until the end of
a further two-year holding period.

Deferred Bonus Plan awards in respect of 2024 bonuses

On 1 April 2025 the Company granted awards under the rules of its Deferred
Bonus Plan in respect of bonuses earned for the year ended 31 December 2024.
The Company confirms that:

 Director / PDMR  Director / PDMR  Job Title                Type of award    Number of shares
 Director         Rutger Helbing   Chief Executive Officer  Nil-cost option  6,755
 PDMR             Hannah Nichols   Group President          Nil-cost option  11,846
 PDMR             Nick Adcock      Group President          Nil-cost option  3,486

 

The awards will vest following the end of a two-year deferral period.

The Notification of Dealing Forms for the above transactions are set out
below:

Notification of Dealing Form for Rutger Helbing

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Rutger Helbing
 2.   Reason for the notification
 (a)  Position/status                                  Chief Executive Officer
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.1  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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of nil-cost options under the Hill & Smith 2023 Long Term Incentive
                                                       Plan
 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       68,496
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue
 4.2  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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of nil-cost options under the Hill & Smith Deferred Bonus Plan

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       £17.46    6,755
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

4.2

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 £0.25 each

(b)

Identification code of the Financial Instrument

GB0004270301

(c)

Nature of the transaction

Grant of nil-cost options under the Hill & Smith Deferred Bonus Plan

 

(d)

Price(s) and volume(s)

 Price(s)  Volume
 £17.46    6,755

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

 

Notification of Dealing Form for Nicholas Adcock

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Nicholas Adcock
 2.   Reason for the notification
 (a)  Position/status                                  Group President
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 4.1  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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of nil-cost options under the Hill & Smith 2023 Long Term Incentive
                                                       Plan
 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       15,850
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue
 4.2  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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of nil-cost options under the Hill & Smith Deferred Bonus Plan

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       £17.46    3,486
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

4.2

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 £0.25 each

(b)

Identification code of the Financial Instrument

GB0004270301

(c)

Nature of the transaction

Grant of nil-cost options under the Hill & Smith Deferred Bonus Plan

 

(d)

Price(s) and volume(s)

 Price(s)  Volume
 £17.46    3,486

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

 

Notification of Dealing Form for Tim Tehan

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Tim Tehan
 2.   Reason for the notification
 (a)  Position/status                                  Group President
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of a Conditional Award under the Hill & Smith 2023 Long Term
                                                       Incentive Plan
 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       Nil       18,327
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

 

Notification of Dealing Form for Hannah Nichols

 1.   Details of the person discharging managerial responsibilities/person closely
      associated
 (a)  Name                                             Hannah Nichols
 2.   Reason for the notification
 (a)  Position/status                                  Chief Financial Officer
 (b)  Initial notification/ Amendment                  Initial notification
 3.   Details of the issuer
 (a)  Name                                             Hill & Smith PLC
 (b)  LEI                                              2138003A3ISGQZBOWI83
 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 £0.25 each
 (b)  Identification code of the Financial Instrument  GB0004270301
 (c)  Nature of the transaction                        Grant of nil-cost options under the Hill & Smith Deferred Bonus Plan

 (d)  Price(s) and volume(s)                           Price(s)  Volume
                                                       £17.46    11,846
 (e)  Aggregated information:                          N/A

      -       Aggregated volume

      -       Price
 (f)  Date of the transaction                          1 April 2025
 (g)  Place of the transaction                         Outside a trading venue

(e)

Aggregated information:

-       Aggregated volume

-       Price

N/A

(f)

Date of the transaction

1 April 2025

(g)

Place of the transaction

Outside a trading venue

 

Enquiries:

Karen Atterbury

Company Secretary

0121 704 7430

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