Just Group plc | Annual Report and Accounts 2024
116
DIRECTORS’ REMUNERATION REPORT continued
DIRECTORS’ OUTSTANDING INCENTIVE SCHEME INTERESTS (AUDITED) The below tables summarise the outstanding awards made to David Richardson and Mark Godson. All awards under the LTIP schemes are granted under options with performance conditions. Awards granted under the DSBP schemes are granted under options with no performance conditions. The table below summarises the outstanding awards made to David Richardson:
Dividend shares accumulating at vesting
Interest as at 31/12/2024
Interest as at 31/12/2023
Vesting in the year
Lapsed in the year
Exercised in the year¹
Granted in the year
Exercise price
Vesting date
Expiry date
Date of grant LTIP 28 Mar 2024 23 Mar 2023 24 Mar 2022 24 Mar 2021 DSBP 28 Mar 2024² 23 Mar 2023 24 Mar 2022 24 Mar 2021
Nil
– 1,327,014
– – –
– – –
– – –
– 1,327,014 28 Mar 2027 28 Mar 2034 – 1,543,030 23 Mar 2026 23 Mar 2033 – 1,391,681 24 Mar 2025 24 Mar 2032
Nil 1,543,030 Nil 1,391,681
– – –
Nil
959,704
– 940,509 19,195 940,509
– 24 Mar 2024 24 Mar 2031
Nil Nil Nil Nil
– 325,791
– – –
– – –
– – –
– 325,791 28 Mar 2027 28 Mar 2034 – 325,475 23 Mar 2026 23 Mar 2033 – 323,796 24 Mar 2025 24 Mar 2032
325,475 323,796 331,305
– – –
– 331,305
– 331,305
– 24 Mar 2024 24 Mar 2031
1 2021 LTIP and DSBP were exercised on 11 April 2024 at a price of £1.023. 2 The actual share price calculated as the average price over the five days preceding the grant was £1.055. The table below summarises the outstanding awards made to Mark Godson:
Dividend shares accumulating at vesting
Interest as at 31/12/2024
Exercised/ released in the year¹
Interest as at 31/12/2023
Vesting in the year
Lapsed in the year
Granted in the year
Exercise price
Vesting date
Expiry date
Date of grant LTIP 28 Mar 2024
Nil
– 568,720
–
–
–
– 568,720 28 Mar 2027 28 Mar 2034
Save As You Earn (SAYE) (Audited) The table below summarises the Directors’ outstanding options from the SAYE scheme:
Name
As at 1 Jan 2024 Options Granted Options Exercised Options Lapsed As at 31 Dec 2024
Options Price Exercisable from Date of expiry
David Richardson Mark Godson
– –
–
– –
– –
–
–
–
–
37,176 £0.85 01 Jun 2029 01 Dec 2029 SAYE options are granted at a 20% discounted option price, calculated using the three-day average share price immediately before the invitation date. The face value of the award on grant was £39,500. 37,176 DILUTION The Company’s employee share plans operate within the dilution limits in the Investment Association principles of remuneration, of 10% under all share plans and 5% under the executive share plans in any rolling ten-year period. Awards granted under the LTIP, DSBP and SAYE are satisfied by either using newly issued shares or market purchased shares held in the employee benefit trust, however it is the intention of the Company to use only market purchased shares to satisfy future awards under LTIP and DSBP. Should the decision be made to issue new shares to satisfy LTIP or DSBP in the future, the current dilution is 3.79% (10% in 10 years under the all shares plans) and 2.97% (5% in 10 years under the executive share plans). PAYMENTS FOR LOSS OF OFFICE (AUDITED) No payments were made for loss of office to Directors during 2024. PAYMENTS TO PAST DIRECTORS (AUDITED) ANDY PARSONS Andy stepped down from the Board in 2023 and the treatment of his awards granted under the LTIP and DSBP was disclosed in the 2023 Annual Report. During 2024 Andy exercised his 2021 LTIP and 2021 DSBP entitlements of 816,062 nil-cost options in total and sold 383,862 shares at a market price of £1.063. Further details about the vesting of the LTIP awards is set out on page 114. During the year Andy was issued 201,099 DBSP shares in respect of the 2023 deferred bonus.
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