Director/PDMR Shareholding
Moonpig Group plc announced on 30 June 2026 the conditional award of nil-cost options to directors under its Long Term Incentive Plan (LTIP) and Deferred Share Bonus Plan (DSBP). Catherine Faiers received a total of 1,396,737 options across various awards, while Andy MacKinnon was awarded 554,029 options. The LTIP awards were calculated at £2.1516 per share and are subject to Total Shareholder Return and Adjusted EPS performance conditions, with a policy limit of 250% of salary. DSBP awards were calculated at £2.360 per share, with vesting occurring three years after grant. Buyout awards for Catherine Faiers replace previous Autotrader awards and have varying performance conditions and vesting schedules.
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DISCHARGING MANAGERIAL RESPONSIBILITIES
On 30 June 2026 the Company made the following conditional awards of nil-cost options under (or, in the case of the Buyout Awards, by reference to) the Moonpig Group Long Term Incentive Plan ("LTIP") and the Moonpig Group Deferred Share Bonus Plan ("DSBP") to the following directors.
| Scheme | Number of shares awarded | |
|---|---|---|
| Catherine Faiers | LTIP | 662,297 |
| Catherine Faiers | DSBP | 66,934 |
| Catherine Faiers | Buyout Award I | 131,804 |
| Catherine Faiers | Buyout Award II | 194,799 |
| Catherine Faiers | Buyout Award III | 357,265 |
| Catherine Faiers | Buyout Award IV | 103,615 |
| Catherine Faiers | Buyout Award V | 49,927 |
| Andy MacKinnon | LTIP | 490,374 |
| Andy MacKinnon | DSBP | 63,655 |
LTIP awards
The LTIP awards were calculated using a price of £2.1516 per share (being the average mid-market closing price on the dealing days over the 90 calendar days prior to the date of grant).
The policy limit for LTIP awards is 250% of salary. The awards will be subject to Total Shareholder Return and Adjusted EPS performance conditions.
DSBP awards
The DSBP awards were calculated using a price of £2.360 per share (being
the average of the Company's share price during the 3-day period ended with the dealing day before the date of grant
).
The DSBP award for the CFO relates to the deferral of 33% of the FY26 bonus, which would otherwise be paid in cash in July 2026, into options over shares with a future vesting date conditional upon continued employment.
Vesting will take place three years after grant.
As part of the buy-out terms for Catherine Faiers, it was agreed that her FY26 bonus would be capped at the amount she would have earned had she remained at Autotrader Group plc (Autotrader). This was 39.7% of the maximum bonus (and a lower percentage of her Moonpig Group opportunity given her higher salary). It was agreed that the proportion subject to deferral should follow the Autotrader approach, that the percentage deferred into the DSBP should be 64.25% and that deferral should be applied for 2 years consistent with Autotrader's policy.
For FY27, Catherine Faier's bonus and deferral will be under the Moonpig Group terms.
Buyout Awards to Catherine Faiers
The number of Shares under each Buyout Award has been determined by reference to the average closing Company and Autotrader share prices during the period from 28 to 30 November 2025, being the 3 dealing days prior to the announcement of Catherine's appointment as CEO of the Company. These are £2.17167 for the Company and £8.03933 for Autotrader.
Vesting dates for the Buyout Awards align with the normal vesting dates of the Autotrader awards they replace and are subject to continued employment. These replace Autotrader LTIP awards granted in 2023 (Buyout Award I), 2024 (Buyout Award II) and 2025 (Buyout Award III) and Autotrader DSBP awards granted in 2024 (Buyout Award IV) and 2025 (Buyout Award V).
The 2023 component reflected the extent to which the performance condition was met and is not subject to further performance conditions. The 2024 and 2025 LTIP components are subject to the same performance conditions as the Moonpig Group LTIP awards granted at a similar time (with the grant level of the 2024 award also reduced by 50% to reflect the expected out-performance of the Moonpig Group award at the time of negotiation compared with the Autotrader award). There are no performance conditions for the DSBP components.
Vesting of all awards is subject to continued employment. Any vested shares from the LTIP awards which are not sold to pay income tax and national insurance liabilities will be subject to a two year post-vesting holding period.
The Awards were made in accordance with the Company's remuneration policy.
Moonpig Group plc
NOTIFICATION OF TRANSACTIONS OF
PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Catherine Faiers |
| 2 | Reason for the notification | |
| a) | Position/status | Executive Director/PDMR |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Moonpig Group plc |
| b) | LEI | 213800VAYO5KCAXZHK83 |
| a) | Description of the financial instrument, type of instrument | Ordinary Shares of £0.10 each |
| Identification code | ISIN: GB00BMT9K014 | |
| b) | Nature of the transaction | (1) Grant of nil-cost option under the Moonpig Long Term Incentive Plan; (2) Grant of nil-cost option under the Moonpig Deferred Share Bonus Plan; (3) Grant of nil-cost option by reference to the Moonpig Long Term Incentive Plan; (4) Grant of nil-cost option by reference to the Moonpig Long Term Incentive Plan; (5) Grant of nil-cost option by reference to the Moonpig Long Term Incentive Plan; (6) Grant of nil-cost option by reference to the Moonpig Long Term Incentive Plan; (7) Grant of nil-cost option by reference to the Moonpig Long Term Incentive Plan; |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| (1) Nil consideration (2) Nil consideration (3) Nil consideration (4) Nil consideration (5) Nil consideration (6) Nil consideration (7) Nil consideration | 662,297 66,934 131,804 194,799 357,265 103,615 49,927 | |
| d) | Aggregated information | N/A |
| - Aggregated volume | ||
| - Price | ||
| e) | Date of the transaction | 30 June 2026 |
| f) | Place of the transaction | Outside of a trading venue |
| Moonpig Group plc | ||
| NOTIFICATION OF TRANSACTIONS OF | ||
| PERSONS | ||
| DISCHARGING MANAGERIAL RESPONSIBILITIES | ||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Andy MacKinnon |
| 2 | Reason for the notification | |
| a) | Position/status | Executive Director/PDMR |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Moonpig Group plc |
| b) | LEI | 213800VAYO5KCAXZHK83 |
| a) | Description of the financial instrument, type of instrument | Ordinary Shares of £0.10 each |
| Identification code | ISIN: GB00BMT9K014 | |
| b) | Nature of the transaction | (1) Grant of nil-cost option under the Moonpig Long Term Incentive Plan; and (2) Grant of nil-cost option under the Moonpig Deferred Share Bonus Plan |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| (1) Nil consideration (2) Nil consideration | 490,374 63,655 | |
| d) | Aggregated information | N/A |
| - Aggregated volume | ||
| - Price | ||
| e) | Date of the transaction | 30 June 2026 |
| f) | Place of the transaction | Outside of a trading venue |
Jayne Powell
Company Secretary
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