28 January 2025
RWS Holdings
plc
Notification and public
disclosure of transactions by Persons Discharging Managerial
Responsibilities ("PDMRs")
RWS Holdings plc ("RWS", the
"Company"), a unique world-leading provider of technology-enabled
language, content and intellectual property services, announces
that options ("Options") over ordinary shares of 1 pence each in
the Company ("Ordinary Shares") were granted under the RWS Holdings
plc Long Term Incentive Plan ("LTIP") on 24 January
2025 to PDMRs as outlined below.
The Options were granted with an
exercise price per Ordinary Share of nil.
PDMR
|
Position
|
No.
of Shares under Option
|
Benjamin Faes
|
Chief Executive Officer
|
1,397,357
|
Candida Davies
|
Chief Financial Officer
|
455,729
|
Jane Hyde
|
General Counsel and Company
Secretary
|
174,669
|
Vasagi Kothandapani
|
President, Enterprise
Services
|
177,979
|
Mark Lawyer
|
President, Regulated Industries
& Linguistic AI
|
208,829
|
Christopher Lewey
|
Group Corporate Development
Director
|
142,192
|
Amanda Newton
|
President, Global Content
Services
|
181,021
|
Maria Schnell
|
Chief Language Officer
|
175,672
|
Jacqui Taylor
|
Chief People Officer
|
107,977
|
The extent to which the Options will
vest will be dependent on RWS's total shareholder return ("TSR")
over the period from 2 December 2024, being the date the CEO joined
the Company, to the normal vesting date of 24 January 2028. A
sliding scale of vesting percentages applies from zero vesting at
10% TSR p.a. to full vesting at 40% TSR p.a. over the performance
period.
The performance condition for the
Options provides for discretion to be retained by the Committee to
reduce the level of vesting that would apply (including to nil
vesting) if it considers there has not been an underlying
improvement in the financial performance of the Company over the
performance period or to counter windfall gains.
The Options have a normal vesting
date of the third anniversary of the grant date and will ordinarily
be forfeited in the event of cessation of employment ahead of the
vesting date.
The Options granted to Benjamin Faes
and Candida Davies are subject to a holding period condition under
which any shares acquired under the Options (net of sales for tax
and national insurance) must be retained until at least the fifth
anniversary of the grant date.
Once vested, Options ordinarily will
remain exercisable in respect of their vested shares until the
tenth anniversary of the award's grant date.
This announcement is made in
accordance with Article 19(3) of the EU
Market Abuse Regulation 596/2014 (as incorporated into UK domestic
law by the European Union (Withdrawal) Act 2018).
For further
information, please contact:
RWS
Holdings plc
Julie Southern, Chairman
Benjamin Faes, Chief Executive
Officer
|
01753 480200
|
MHP
(Financial PR advisor)
Katie Hunt / Eleni Menikou
|
rws@mhpgroup.com
020 3128 8100
07884 494112
|
Deutsche Numis (Nomad & Joint Broker)
Stuart Skinner / William
Wickham
|
020 7260 1000
|
Berenberg (Joint Broker)
Ben Wright / Toby Flaux / Mike Burke
/ Milo Bonser
|
020 3207 7800
|
About RWS:
RWS Holdings plc is a
unique, world-leading provider of technology-enabled language,
content and intellectual property services. Through content
transformation and multilingual data analysis, our combination of
AI-enabled technology and human expertise helps our clients to grow
by ensuring they are understood anywhere, in any
language.
Our purpose is unlocking global
understanding. By combining cultural understanding, client
understanding and technical understanding, our services and
technology assist our clients to acquire and retain customers,
deliver engaging user experiences, maintain compliance and gain
actionable insights into their data and content.
Over the past 20 years we've been
evolving our own AI solutions as well as helping clients to
explore, build and use multilingual AI applications. With 40+
AI-related patents and more than 100 peer-reviewed papers, we have
the experience and expertise to support clients on their AI
journey.
We work with over 80% of the world's
top 100 brands, more than three-quarters of Fortune's 20 'Most
Admired Companies' and almost all of the top pharmaceutical
companies, investment banks, law firms and patent filers. Our
client base spans Europe, Asia Pacific, Africa and North and South
America. Our 65+ global locations across five continents service
clients in the automotive, chemical, financial, legal, medical,
pharmaceutical, technology and telecommunications
sectors.
Founded in 1958, RWS is headquartered
in the UK and publicly listed on AIM, the London Stock
Exchange regulated market (RWS.L).
For further information, please
visit: www.rws.com.
|
|
|
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
1. Benjamin
Faes
2. Candida
Davies
3. Jane
Hyde
4. Vasagi
Kothandapani
5. Mark
Lawyer
6. Christopher
Lewey
7. Amanda
Newton
8. Maria
Schnell
9. Jacqui Taylor
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
1. Chief Executive
Officer
2. Chief Financial
Officer
3. General Counsel
and Company Secretary
4. President,
Enterprise Services
5. President,
Regulated Industries & Linguistic AI
6. Group Corporate
Development Director
7. President,
Global Content Services
8. Chief Language
Officer
9. Chief People
Officer
|
|
b)
|
Initial notification
/Amendment
|
Initial Announcement
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
RWS Holdings plc
|
|
b)
|
LEI
|
213800YGBGTTSKUVK111
|
|
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
|
Ordinary shares of 1p
each
|
|
|
GB00BVFCZV34
|
|
Identification code
|
|
|
|
|
|
b)
|
Nature of the transaction
|
Grant of nil cost options under the
RWS Holdings plc Long Term Incentive Plan.
|
|
|
|
|
|
| |
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
1. Nil
2. Nil
3. Nil
4. Nil
5. Nil
6. Nil
7. Nil
8. Nil
9. Nil
|
1. 1,397,357
2.
455,729
3.
174,669
4. 177,979
5.
208,829
6.
142,192
7.
181,021
8.
175,672
9.
107,977
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
- Aggregated volume
|
3,021,425
|
|
|
- Price
|
Nil
|
|
|
e)
|
Date of the transaction
|
24 January 2025
|
f)
|
Place of the transaction
|
Outside of a trading
venue
|