Director/PDMR Shareholding
Director/PDMR shareholding
4 September 2020
Stagecoach Group plc (the "Company") has today been notified of transactions in the holding structure by which Sir Brian Souter (a director of the Company) holds his and his families' interests in the Company's ordinary shares of 125/228th pence each ("Ordinary Shares").
There has been no change to either (a) the aggregate number of Ordinary Shares in which Sir Brian Souter and persons closely associated with him have an interest; or (b) the number of voting rights exercisable by Sir Brian Souter (as determined in accordance with the Disclosure Guidance and Transparency Rules).
On 4 September 2020, Souter Investments Limited ("SIL") repurchased a number of shares in SIL from the trustees of The Souter Charitable Trust, each of which was subsequently cancelled. SIL is the ultimate holding company of HGT Finance B Limited which, itself, holds Ordinary Shares. As a result of these steps, the ultimate economic interests of each of the shareholders of SIL in the Ordinary Shares have changed. The table set out below shows such changes in ultimate economic interests in Ordinary Shares held by Sir Brian Souter and persons closely associated with him. Further details are set out in the notifications set out at the end of this announcement (which are made in accordance with the EU Market Abuse Regulation).
The number of Ordinary Shares held by HGT Finance B Limited (as more particularly described in the Company's announcement of 5 March 2015) has not changed and Sir Brian Souter will continue to exercise the voting rights in connection with the Ordinary Shares held by HGT Finance B Limited as a result of his shareholding in, and membership of the board of, SIL.
For further information, please contact:
Stagecoach Group plc
Mike Vaux, Company Secretary
01738 442111
Change in ultimate economic interests in Ordinary Shares
| Name | Change in ultimate economic interests in Ordinary Shares |
| Sir Brian Souter | Increase from 49,053,711 to 50,937,827 |
| Lady Elizabeth Souter | Increase from 51 to 53 |
| SI 2016 Limited | Increase from 1,662,270 to 1,726,117 |
| The Souter 2011 Family Trust | Increase from 855,181 to 888,027 |
| The BS 1999 Trust | Increase from 1,736,924 to 1,803,638 |
| The BS 1997 Trust | Increase from 9,061,017 to 9,409,044 |
| The Souter Charitable Trust | Decrease from 24,526,855 to 22,131,303 |
Notification of Transactions of Directors/Persons Discharging Managerial Responsibility and their Closely Associated Persons
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | Sir Brian Souter | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 49,053,711 Ordinary Shares to 50,937,827 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 1,884,116 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | Lady Elizabeth Souter (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 51 Ordinary Shares to 53 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 2 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | SI 2016 Limited (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 1,662,270 Ordinary Shares to 1,726,117 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 63,847 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | The Souter 2011 Family Trust (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 855,181 Ordinary Shares to 888,027 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 32,846 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | The BS 1999 Trust (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 1,736,924 Ordinary Shares to 1,803,638 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 66,714 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | The BS 1997 Trust (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The cancellation of shares in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has increased from 9,061,017 Ordinary Shares to 9,409,044 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 348,027 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||
| a) | Name | The Souter Charitable Trust (being a person closely associated with Sir Brian Souter) | |
| 2 | Reason for the notification | ||
| a) | Position/status | Sir Brian Souter is a non-executive director of the Company | |
| b) | Initial notification/ Amendment | This is an initial notification | |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||
| a) | Name | Stagecoach Group plc | |
| b) | LEI | 4L663LRNTBQ008OK2N07 | |
| 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 Identification code | Ordinary shares of 125/228p ISIN: GB00B6YTLS95 | |
| b) | Nature of the transaction | The repurchase and cancellation of shares, held by the person subject to this announcement, in Souter Investments Limited, being the ultimate holding company of HGT Finance B Limited, which itself holds Ordinary Shares, and through which the person making this notification has an interest in those Ordinary Shares. No Ordinary Shares have been transferred as a result of the transaction. However, the ultimate economic interest in the Ordinary Shares of the person subject to this announcement has decreased from 24,526,855 Ordinary Shares to 22,131,303 Ordinary Shares. | |
| c) | Price(s) and volume(s) | Price(s) | Volume(s) |
| Ordinary Shares | N/A | 2,395,552 | |
| d) | Aggregated information — Aggregated volume — Price | N/A | |
| e) | Date of the transaction | 4 September 2020 | |
| f) | Place of the transaction | XLON | |
