Director/PDMR Shareholding
Volex plc announced on January 30, 2026, that its Chief Executive Officer, Lord Rothschild, Chief Operating Officer, John Molloy, and Chief Financial Officer, Jon Boaden, were granted nil-cost options under the Company's Long Term Incentive Plan on January 27, 2026. Lord Rothschild received 616,740 options, John Molloy received 528,634 options, and Jon Boaden received 440,528 options, with vesting contingent on performance targets related to the Company's new five-year plan, including underlying operating profit, return on capital employed, and relative total shareholder return, with potential for up to a 50% increase in awards based on significant TSR growth.
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Volex plc (AIM:VLX) announces that on 27 January 2026 the following directors/persons discharging managerial responsibility ("PDMRs") were granted nil-cost options (the "LTIP Awards") over ordinary shares of 25 pence each in the capital of the Company (the "Shares") under the Company's Long Term Incentive Plan.
| PDMR | Position | Number of LTIP Awards |
|---|---|---|
| Lord Rothschild | Chief Executive Officer | 616,740 |
| John Molloy | Chief Operating Officer | 528,634 |
| Jon Boaden | Chief Financial Officer | 440,528 |
The performance targets for the LTIP Awards are based on achieving and outperforming the Company's new five-year plan, which will be announced alongside a capital markets event to be hosted in April 2026 (the "New Plan").
In addition to the above-named PDMRs, a small number of senior leaders within the business, who are expected to make a significant contribution to the delivery of the New Plan, have been granted awards, totalling in aggregate, a maximum of 1,550,000 LTIP Awards. This will align the senior team with the strategy and provide an important retention mechanism over the duration of the New Plan period.
Consistent with the last 5-year LTIP award granted in December 2022, rather than receiving annual awards, participants have received a single cumulative award that reflects the fact that further LTIP awards will not be granted to these participants until at least FY2029.
In the ordinary course, if the performance targets are met, up to 50% of the Shares subject to the LTIP Awards will vest and become exercisable on 31 December 2030 ("Tranche 1"), and the remaining number of Shares subject to the LTIP Awards (including any that did not vest on 31 December 2030) will vest and become exercisable on 31 December 2031 ("Tranche 2"). Vesting of the LTIP Awards is subject to the individual's continuing employment with the Company.
For each Tranche, the performance targets for the LTIP Awards will be weighted as follows:
- 50% on the achievement of underlying operating profit targets;
- 25% on the achievement of return on capital employed targets; and
- 25% on the achievement of relative TSR targets.
These performance targets will be tested at the end of FY2030 and FY2031, respectively.
Subject to the achievement of significant absolute TSR growth by the end of FY2030 and FY2031 respectively, the number of LTIP Awards granted to the above-named PDMRs could be increased by up to 50%. The threshold for the additional LTIP Awards requires average annual TSR growth of 15%, resulting in an additional 30% uplift to the LTIP Awards. The full additional 50% uplift to the LTIP Awards will vest on achievement of an average annual TSR growth of 25%. Where the Company's average yearly TSR growth is between the Target and Stretch, as set out below, there will be a straight-line vesting of between 30% and 50% for the LTIP Awards between these points.
| Performance level | Average TSR growth | Number of additional Shares available for vesting (as a percentage of the total LTIP Awards) |
|---|---|---|
| Below target | <15% per annum | 0% |
| Target | 15% per annum | 30% |
| At or above Stretch | 25% or more per annum | 50% |
Following the grant of these LTIP Awards, the aggregate number of Shares which have been or may be issued in connection with awards granted during the previous ten years under the LTIP, together with any other employee share plan adopted by the Company, will not exceed 10% of the Company's issued share capital.
| a) | Name | Nat Rothschild |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Executive Officer |
| b) | Initial notification / Amendment | Initial Notification |
| a) | Name | Volex plc |
| b) | LEI | 213800HBLQNH5FXXGE63 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 25 pence each |
| Identification code | GB0009390070 | |
| b) | Nature of the transaction | Grant of options under the Volex plc Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Volume Price 1) 616,740 £nil |
| d) | Aggregated information | |
| - Aggregated volume | n/a - single transaction | |
| - Aggregated price | ||
| e) | Date of the transaction | 27 January 2026 |
| f) | Place of the transaction | Outside a trading venue |
| a) | Name | John Molloy |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Operating Officer |
| b) | Initial notification / Amendment | Initial Notification |
| a) | Name | Volex plc |
| b) | LEI | 213800HBLQNH5FXXGE63 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 25 pence each |
| Identification code | GB0009390070 | |
| b) | Nature of the transaction | Grant of options under the Volex plc Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Volume Price 1) 528,634 £nil |
| d) | Aggregated information | |
| - Aggregated volume | n/a - single transaction | |
| - Aggregated price | ||
| e) | Date of the transaction | 27 January 2026 |
| f) | Place of the transaction | Outside a trading venue |
| a) | Name | Jon Boaden |
| 2 | Reason for the notification | |
| a) | Position/status | Chief Financial Officer |
| b) | Initial notification / Amendment | Initial Notification |
| a) | Name | Volex plc |
| b) | LEI | 213800HBLQNH5FXXGE63 |
| a) | Description of the financial instrument, type of instrument | Options over ordinary shares of 25 pence each |
| Identification code | GB0009390070 | |
| b) | Nature of the transaction | Grant of options under the Volex plc Long Term Incentive Plan |
| c) | Price(s) and volume(s) | Volume Price 1) 440,528 £nil |
| d) | Aggregated information | |
| - Aggregated volume | n/a - single transaction | |
| - Aggregated price | ||
| e) | Date of the transaction | 27 January 2026 |
| f) | Place of the transaction | Outside a trading venue |
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