Director/PDMR Shareholding
Billington Holdings Plc has announced awards under its Long-Term Incentive Plan and Deferred Bonus Plan to its Executive Directors, who are Persons Discharging Managerial Responsibility. The LTIP awards, which vest over three years subject to profitability targets ranging from £27 million to £37 million in cumulative statutory underlying Profit Before Tax, include 79,333 options for the CEO, 68,000 for the COO, and 20,148 for the CFO. Additionally, awards of ordinary shares under the Deferred Bonus Plan for the 2025 financial year include 4,987 shares for the CEO, 4,074 for the COO, and 1,006 for the CFO, all held in an Employee Share Ownership Trust for three years. These transactions, effective April 21, 2026, are part of aligning senior management's interests with shareholder value.
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Billington Holdings Plc (AIM: BILN), one of the UK's leading structural steel and construction safety solutions specialists, confirms that, following the publication of the 2025 Annual Results, the following awards are made under the Long-Term Incentive Plan and under the Deferred Bonus Plan to the Company's Executive Directors, who are Persons Discharging Managerial Responsibility (PDMRs) under the UK Market Abuse Regulation (MAR).
Long Term Incentive Plan awards (the "Plan" or "LTIP")
The following awards have been awarded under the LTIP to the Executive Directors. The objective of the Plan is to ensure that the strategic objectives of the Company align with those of the senior management and that the structure of the overall remuneration package assists in maximising shareholder value.
The performance criteria for these LTIP awards over ordinary shares of 10p each in the Company ("Ordinary Shares") specifically relates to the profitability of the Company. The awards will vest three years from award date subject to meeting profitability targets with full vesting only occurring should the profitability targets be achieved during the performance period of the award.
The awards which have been made under the Plan, relate to the financial years 2026 to 2028. The performance criteria for this award requires the Group to achieve a cumulative statutory underlying Profit Before Tax (PBT) range of £27 million (25% vests), with vesting increasing on a straight line basis up to £37 million (100% vests), for the three years.
The following Persons Discharging Managerial Responsibility (PDMRs) have received awards under this Plan.
| PDMR | Title | Number of Options |
|---|---|---|
| Mark Smith | Chief Executive Officer | 79,333 |
| Trevor Taylor | Chief Operating Officer | 68,000 |
| David Jones | Chief Financial Officer | 20,148 |
Awards under the Company's Deferred Bonus Plan ("DBP")
The following awards have been made under the DBP to the Executive Directors in respect of the annual bonus for the 2025 Financial Year. Under this plan the Executive Directors receive a proportion of their bonus entitlement in the form of an award of Ordinary Shares. These Ordinary Shares were previously and will continue to be held by the Company's Employee Share Ownership Trust ("ESOT") for a period of three years from the date of award. At the end of this period the Ordinary Shares are released to the awardee for nil consideration subject to the rules of the Deferred Bonus Plan.
| PDMR | Title | Number of Ordinary Shares |
|---|---|---|
| Mark Smith | Chief Executive Officer | 4,987 |
| Trevor Taylor | Chief Operating Officer | 4,074 |
| David Jones | Chief Financial Officer | 1,006 |
Following the above transactions, the interests of the executive Directors in Ordinary Shares are:
| Director | Total direct shareholding in the Company | Total shareholding under Deferred Bonus Plan (DBP) (held in ESOT) | Total number of LTIP options held | Total number of SAYE Scheme options held | Total potential % shareholding including DBP shares, LTIP options and SAYE Scheme options* |
| Mark Smith | 201,374 | 76,182 | 288,655 | 2,973 | 4.3% |
| Trevor Taylor | 156,981 | 59,261 | 237,444 | 2,973 | 3.4% |
| David Jones | 5,948 | 1,006 | 40,176 | 2,973 | 0.4% |
| *Assumes future issuance satisfied from ESOT | |||||
| a) | Name | Mark Smith | |||
| 2 | Reason for the notification | ||||
| a) | Position/status | Chief Executive Officer | |||
| b) | Initial notification/ Amendment | Initial Notification | |||
| a) | Name | Billington Holdings Plc | |||
| b) | LEI | 213800MUHLXWQQ6MEN67 | |||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary Shares of 10p each GB0000332667 | |||
| b) | Nature of the transaction | 1. Award of Options under LTIP 2. Award of Ordinary Shares under Deferred Bonus Plan | |||
| c) | Price(s) and volume(s) | Price(s) Volume(s) 1.Nil 2.Nil 79,333 4,987 | |||
| d) | Aggregated information - Aggregated volume - Price | Two transactions as in 4c) above 84,320 Nil | |||
| e) | Date of the transaction | 21 April 2026 | |||
| f) | Place of the transaction | Off Market | |||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||
| a) | Name | Trevor Michael Taylor | |||
| 2 | Reason for the notification | ||||
| a) | Position/status | Chief Operating Officer | |||
| b) | Initial notification/ Amendment | Initial Notification | |||
| a) | Name | Billington Holdings Plc | |||
| b) | LEI | 213800MUHLXWQQ6MEN67 | |||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary Shares of 10p each GB0000332667 | |||
| b) | Nature of the transaction | 1. Award of Options under LTIP 2. Award of Ordinary Shares under Deferred Bonus Plan | |||
| c) | Price(s) and volume(s) | Price(s) 1. Nil 2. Nil Volume(s) 68,000 4,074 | |||
| d) | Aggregated information - Aggregated volume - Price | Two transactions as in 4c) above 72,074 Nil | |||
| e) | Date of the transaction | 21 April 2026 | |||
| f) | Place of the transaction | Off Market | |||
| 1 | Details of the person discharging managerial responsibilities/person closely associated | ||||
| a) | Name | David Andrew Jones | |||
| 2 | Reason for the notification | ||||
| a) | Position/status | Chief Financial Officer | |||
| b) | Initial notification/ Amendment | Initial Notification | |||
| a) | Name | Billington Holdings Plc | |||
| b) | LEI | 213800MUHLXWQQ6MEN67 | |||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary Shares of 10p each GB0000332667 | |||
| b) | Nature of the transaction | 1. Award of Options under LTIP 2. Award of Ordinary Shares under Deferred Bonus Plan | |||
| c) | Price(s) and volume(s) | Price(s) 1. Nil 2. Nil Volume(s) 20,148 1,006 | |||
| d) | Aggregated information - Aggregated volume - Price | 21,154 Nil | |||
| e) | Date of the transaction | 21 April 2026 | |||
| f) | Place of the transaction | Off Market | |||
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