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REG - Croda International - Director/PDMR Shareholding

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RNS Number : 7783D  Croda International PLC  04 April 2025

 

CRODA INTERNATIONAL PLC
(https://www.londonstockexchange.com/stock/CRDA/croda-international-plc)
("Company"): Director/PDMR Shareholding

 

Croda International Plc

 

3 April 2025

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

Award of conditional awards under the Croda International Plc Buy-Out Share
Plan 2025 ("Buy Out Plan")

 

On 2 April 2025 the Company granted awards to acquire ordinary shares in the
Company to Stephen Oxley and Thomas Riermeier.  These awards reflect the
awards that Stephen Oxley and Thomas Riermeier forfeited at their previous
employers and were agreed as part of their recruitment packages.  The awards
and their vesting dates are set out below.

 

Stephen Oxley

 

 Award Name                               Number of shares  Vesting Date and Holding Period
 Buy-out Award 1 - 2022-25 PSP            20,728            1 August 2025 (Holding Period to 1 August 2027)
 Buy-out Award 2 -2023-26 PSP             25,224            1 August 2026 (Holding Period to 1 August 2028)
 Buy-out Award 3 - 2024-27 PSP potential  23,790            1 August 2027 (Holding Period to 1 August 2029)

 

The Vesting of the performance-based element of these awards is subject to the
achievement of certain performance conditions.

 

*The Company will pay as compensation for the loss of 12 months of Mr Oxley's
Johnson Matthey (JM) 2024/25 annual bonus a payment of up to GBP £930,000
(less any required deductions). 50% will be paid in cash and 50% will be
deferred into shares for three years. Buy-out Award 4 relates to this latter
element.  The number of shares subject to Buy-out Award 4 will be determined
by reference to the extent to which the JM performance conditions applicable
to the 2024/25 bonus for executive directors are satisfied.  Once the
performance outturn is decided, the number of Shares subject to Buy-out Award
4 will be determined by taking 50% of the relevant amount and dividing that
value by the six-month average Company share price.

 

 Award Name                              Value of Shares  Vesting Date
 Buy-out Award 5 - KPMG Special Capital  £55,000          30 September 2025
 Buy-out Award 6 - KPMG Special Capital  £55,000          30 September 2026
 Buy-out Award 7 - KPMG Special Capital  £55,000          30 September 2027

 

The number of shares subject to each award in the above table will be
calculated using the average of the Company's share price over the three
dealing days immediately preceding the vesting date.

 

As noted in the Company's Annual Report & Accounts 2024, the full terms of
Mr Oxley's remuneration package will be included in the Company's Directors'
Remuneration Report for the year ending 31 December 2025.

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Stephen Richard Oxley
 2   Reason for the notification
 a)  Position/status                                              Chief Financial Officer (PDMR)
 b)  Initial/Amendment notification                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Croda International Plc
 b)  LEI                                                          2138004WCNBFJEEOXV26
 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 10.609756p each

     Identification code                                          ISIN:  GB00BJFFLV09

 b)  Nature of the transaction                                    i.         Grant of Buy-Out Award 1

                                                                  ii.        Grant of Buy-Out Award 2

                                                                  iii.       Grant of Buy-Out Award 3

                                                                  iv.       Grant of Buy-Out Award 4

                                                                  v.        Grant of Buy-Out Award 5

                                                                  vi.       Grant of Buy-Out Award 6

                                                                  vii.      Grant of Buy-Out Award 7

 c)  Price(s) and volume(s)

Price(s)                   Volume(s)
                                                                  i.          Nil            20,728
                                                                  ii.          Nil           25,224
                                                                  iii.         Nil           23,790
                                                                  iv.        Nil             As above*
                                                                  v.         Nil             Shares with a value of £55,000 at 2025-09-30
                                                                  vi.        Nil             Shares with a value of £55,000 at 2026-09-30
                                                                  vii.        Nil            Shares with a value of £55,000 at 2027-09-30
 d)  Aggregated information

Aggregated volume            Aggregated price
                                                                  i., ii. and iii. 69,742      Nil

                                                            iv. As above*                Nil
     -      Aggregated volume                                     v., vi. and vii. As above**  Nil

 

     -      Price
 e)  Date of the transaction                                      2025-04-02
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information

 

-      Aggregated volume

 

-      Price

 

 Aggregated volume            Aggregated price
 i., ii. and iii. 69,742      Nil
 iv. As above*                Nil
 v., vi. and vii. As above**  Nil

 

 

e)

Date of the transaction

2025-04-02

f)

Place of the transaction

Outside a trading venue

 

Thomas Riermeier

 

 Award Name                    Number of shares  Vesting Date and Holding Period
 Buy-out Award 8 - 2021 LTIP   2,852             1 June 2025 (Holding Period to 1 June 2027)
 Buy-out Award 9 - 2022 LTIP   2,852             1 June 2026 (Holding Period to 1 June 2028)
 Buy-out Award 10 - 2023 LTIP  2,852             1 June 2027 (Holding Period to 1 June 2029)

 

 1   Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Thomas Herman Riermeier
 2   Reason for the notification
 a)  Position/status                                              Member of Executive Committee (PDMR)
 b)  Initial/Amendment notification                               Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Croda International Plc
 b)  LEI                                                          2138004WCNBFJEEOXV26
 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 10.609756p each

     Identification code                                          ISIN:  GB00BJFFLV09

 b)  Nature of the transaction                                    i.       Grant of Buy-Out Award 8

                                                                  ii.       Grant of Buy-Out Award 9

                                                                  iii.      Grant of Buy-Out Award 10

 c)  Price(s) and volume(s)

Price(s)                   Volume(s)
                                                                  i.          Nil            2,852
                                                                  ii.          Nil           2,852
                                                                  iii.         Nil           2,852

 

 d)  Aggregated information

Aggregated volume      Aggregated price
     -      Aggregated volume                                     i. ii. and iii. 8,556  Nil

     -      Price
 e)  Date of the transaction                                      2025-04-02
 f)  Place of the transaction                                     Outside a trading venue

 

 

d)

Aggregated information

 

-      Aggregated volume

 

-      Price

 

 

 Aggregated volume      Aggregated price
 i. ii. and iii. 8,556  Nil

e)

Date of the transaction

2025-04-02

f)

Place of the transaction

Outside a trading venue

 

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