Trustpilot Group PLC
02 October 2026
2 October 2026
TRUSTPILOT GROUP PLC
Notification of Transactions by Persons Discharging Managerial Responsibilities ("PDMRs") and Persons Closely Associated with them
Grant of Long Term Incentive Plan and Restricted Share Plan Awards
Long Term Incentive Plan Award
Trustpilot Group plc (the "Company") announces that on 1 October 2026, the following award over ordinary shares of £0.01 each in the Company was granted under the Trustpilot Group plc Long Term Incentive Plan (the "LTIP") to the following person discharging managerial responsibilities:
|
Participant |
Position |
No. of Shares under Award |
|
Marcus Roy |
Chief Financial Officer |
227,146 |
The award was granted as a conditional award and will ordinarily vest on 1 October 2029, subject to the grantee's continued service and the Remuneration Committee's assessment of the extent to which the award's performance conditions are satisfied.
The vesting of 75 per cent. of such award (the "Relative TSR Part") is subject to the Company's total shareholder return ("TSR") performance over a three-year period that commenced on 1 April 2026 relative to the TSR performance over the same period of the constituents of the FTSE 250 Index (excluding investment trusts and the Company) as at 1 April 2026. One quarter of the Relative TSR Part will vest for median ranking performance, rising on a straight-line basis to full vesting of the Relative TSR Part for upper quartile ranking (or better) relative TSR performance.
The vesting of 25 per cent. of such award (the "EPS Part") is subject to targets set for growth in adjusted earnings per share ("Adjusted EPS"). One quarter of the EPS Part will vest for an Adjusted EPS over the measurement period of 30% compound annual growth rate ("CAGR"), rising on a straight-line basis to full vesting of the EPS Part for an Adjusted EPS over the measurement period of 45% CAGR (or better).
As an additional condition, a term of the performance conditions include that no part of such LTIP award will vest unless the Remuneration Committee is satisfied as to overall Company performance over the period until vesting, and, as required by the UK Corporate Governance Code, the Remuneration Committee will retain a power to moderate the vesting level of the award if this is appropriate in all of the circumstances, including consideration of shareholder experience.
The award is subject to a two-year post-vesting holding period.
Restricted Share Plan Award
Also on 1 October 2026, the following award over ordinary shares of £0.01 each in the Company was granted under the Trustpilot Group plc Restricted Share Plan (the "RSP") to the following person discharging managerial responsibilities:
|
Participant |
Position |
No. of Shares under Award |
|
Marcus Roy |
Chief Financial Officer |
185,269 |
The award was granted as a conditional award and will ordinarily vest in two equal annual tranches on 1 October 2027 and 1 October 2028, subject to the grantee's continued service.
The number of shares under both the LTIP and RSP awards was calculated using the three-month average share price to 1 October 2026, being the Remuneration Committee approved date of grants.
The following notifications, made pursuant to Article 19 of the UK Market Abuse Regulation, provide further details.
|
1. |
Details of PDMR/person closely associated with them (PCA) |
||
|
(a) |
Name |
Marcus Roy |
|
|
2. |
Reason for the notification |
||
|
(a) |
Position/status |
Chief Financial Officer |
|
|
(b) |
Initial notification/amendment |
Initial Notification |
|
|
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
||
|
(a) |
Name |
Trustpilot Group plc |
|
|
(b) |
LEI |
2138002ILUNMGNPSGG46 |
|
|
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 GBP 0.01 each GB00BNK9TP58 |
|
|
(b) |
Nature of the transaction |
Grant of a conditional award under the Trustpilot Group plc Long Term Incentive Plan |
|
|
(c) |
Price(s) and volume(s) |
Price(s) |
Volume(s) |
|
Nil |
227,146 |
||
|
(d) |
Aggregated information/Aggregated volume Price |
n/a |
|
|
(e) |
Date of the transaction |
2026-10-01 |
|
|
(f) |
Place of the transaction |
Outside of a trading venue |
|
|
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 GBP 0.01 each GB00BNK9TP58 |
|
|
(b) |
Nature of the transaction |
Grant of a conditional award under the Trustpilot Group plc Restricted Share Plan |
|
|
(c) |
Price(s) and volume(s) |
Price(s) |
Volume(s) |
|
Nil |
185,269 |
||
|
(d) |
Aggregated information/Aggregated volume Price |
n/a |
|
|
(e) |
Date of the transaction |
2026-10-01 |
|
|
(f) |
Place of the transaction |
Outside of a trading venue |
|
Enquiries:
Trustpilot
Louise Bryant, Head of Investor Relations
+44 (0) 7813 210 809
Financial PR
Headland Consultancy
Stephen Malthouse
Rob Walker
Charlie Pepper
+44 (0)73 1136 9861
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