Keller Group PLC Director/PDMR Shareholding

 
TIDMKLR 
 
Keller Group plc 
 
   Notification and public disclosure of transactions by Persons Discharging 
                     Managerial Responsibilities ("PDMRs) 
 
         Awards made under Keller Group plc's Long Term Incentive Plan 
 
On 8 March 2019 Keller Group plc (the "Company") granted: 
 
  * Deferred bonus award totaling 1,436 ordinary shares in Keller Group plc 
    ("Ordinary shares"); 
 
  * Conditional award totaling 15,828 Ordinary shares; and 
 
  * Performance share awards totaling 538,013 Ordinary shares 
 
    as awarded by the Remuneration Committee under the terms of the Keller Long 
    Term Incentive Plan (the "plan"), to the PDMRs listed in the tables below. 
 
The Company has received notification from PDMRs pursuant to article 19 of 
regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 
April 2014 on market abuse ("Market Abuse Regulation" or "MAR"), on 12 March 
2019, who were granted deferred bonus awards, conditional awards and 
performance share awards in respect of the following number of Ordinary shares 
of 10 pence each in the Company, under the plan in accordance with the 
respective rules. 
 
Deferred Bonus Award 
 
Name              Position                               No. of    Total Share 
                                                        Ordinary     Awards 
                                                        Shares     outstanding 
                                                       awarded1/3 
 
 
Michael Speakman  Chief Financial Officer                1,436        1,436 
 
Thorsten Holl     President of EMEA                        0         13,269 
 
Executive Directors are subject to a deferral of 25% of any annual bonus 
payment into Ordinary shares for a period of two years that is eligible for 
dividend equivalents over the period from the date the deferred award is 
granted, to the date of its vesting.  Malus and clawback apply. 
 
Other PDMRs are subject to any bonus in excess of 100% of salary (up to a 
maximum of 150%) being deferred for three years and payout linked to ongoing 
share performance. 
 
Conditional Share Award 
 
 
Name              Position                             No. of Ordinary Shares 
                                                              awarded1/3 
 
 
Graeme Cook       Group Human Resources Director                15,828 
 
Conditional share awards are subject to the participant's continued employment 
from the date of grant until vesting.  Awards vest at 50% after year two and 
50% after year three.  Malus and clawback apply. 
 
Performance Share Awards 
 
Name              Position                               No. of    Total Share 
                                                        Ordinary      Awards 
                                                         Shares    outstanding 
                                                        awarded 1 
                                                          /2/3 
 
Alain Michaelis   Chief Executive                       123,621      257,832 
 
Michael Speakman  Chief Financial Officer                71,215      125,060 
 
Venu Raju         Engineering and Operations Director    44,797       89,250 
 
James Hind        President of North America             76,599      159,362 
 
Thorsten Holl     President of EMEA                      51,170      114,756 
 
Peter Wyton       President of APAC                      30,437       42,714 
 
Eric Drooff       Chief Operating Officer of North       35,727       61,031 
                  America 
 
Graeme Cook       Group Human Resources Director         29,676       70,909 
 
Jim De Waele      Group Strategy and Business            26,925       48,557 
                  Development Director 
 
John Raine        Group HSEQ Director                    25,018       25,018 
 
Kerry Porritt     Group Company Secretary and Legal      22,828       41,353 
                  Advisor 
 
 
 
Weighting,  2019 - 2021 Performance                     Threshold -      Maximum - 100% 
     %      measures                                    25% vesting         vesting 
 
    50%     Cumulative Earnings per Share (EPS)            300p               345p 
            over three years 
 
    25%     TSR ranking vs FTSE250 (excluding             Median         Upper quartile 
            Investment trusts) 
 
    25%     Return on Capital Employed (ROCE)               14%               20% 
 
The Performance Share Award performance conditions are measured over a three 
year period ending on 31 December 2021 and are expected to vest in March 2022. 
Executive Directors are subject to a further two year holding period.  Malus 
and clawback apply. 
 
For the purposes of article 19 of MAR, the above transactions took place in the 
United Kingdom, with a grant date of 8 March 2019 and the PDMRs being notified 
on 12 March 2019. 
 
K A A Porritt 
Group Company Secretary and Legal Advisor 
13 March 2019 
www.keller.com 
 
1 The price used to calculate the maximum number of ordinary shares under the 
Deferred Bonus Award, Conditional Share Award and Performance Share Award was 
640.67p, being the average closing price on 5, 6, and 7 March 2019 of the 
Company's shares on the main market of the London Stock Exchange. 
 
2 The amounts shown above represent the maximum possible number of ordinary 
shares that may be granted to the above named participants under the 2019 
Performance Share Award. 
 
3 The awards above excludes notional dividends. 
 
LEI number:            549300QO4MBL43UHSN10 
Classification:         3.1 Additional regulated information required to be 
disclosed under the laws of a Member State 
 
 
 
END
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