Notification of Transactions of Directors/PDMRs
Executive Directors granted share awards under the Long Term Incentive Plan with performance conditions through 2028.
- Ronan Cox ordinary LTIP award 171,159 shares
- Ronan Cox maximum total shares 342,318 shares
- Nick Wright ordinary LTIP award 115,800 shares
- Nick Wright maximum total shares 208,440 shares
- Share price used for calculation £4.022
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27 May 2026 - Zotefoams plc (LSE: ZTF) announces that on 27 May 2026, the Executive Directors and Persons Discharging Managerial Responsibilities (PDMR) were granted the following share awards over the Company's Ordinary Shares of 5p each under the Zotefoams Long Term Incentive Plan 2017 ('LTIP').
Share awards
| Director | Ordinary LTIP Award | Maximum additional shares (multiplier) | Maximum total shares |
|---|---|---|---|
| Ronan Cox | 171,159 | 171,159 | 342,318 |
| Nick Wright | 115,800 | 92,640 | 208,440 |
Awards under the LTIP were also granted to certain senior management over 236,006 number of shares.
Each award comprises:
| · | an "ordinary LTIP award"; and |
| · | a "multiplier" element, which provides for additional shares to vest subject to the achievement of higher levels of performance. |
The awards are subject to performance conditions measured over a three-year performance period from 1 January 2026 to 31 December 2028. Performance will be assessed against a combination of financial and market-based metrics, together with an ESG measure. In summary, the vesting of the ordinary LTIP awards is subject to:
| · | earnings per share growth; |
| · | return on average capital employed; |
| · | relative total shareholder return against the FTSE Small Cap Index (excluding investment trusts); and |
| · | an ESG performance condition linked to revenues derived from products containing recycled polymer content. |
The multiplier element is conditional on both the level of vesting of the ordinary LTIP award and the Company's absolute total shareholder return over the performance period.
Following the end of the performance period, the Remuneration Committee will determine the extent to which the performance conditions have been satisfied. Awards will normally vest shortly thereafter, subject to continued employment and the rules of the LTIP. The awards are subject to a further two-year holding period following vesting. Further details of the LTIP are set out in the Company's Directors' Remuneration Report & Policy.
The number of shares subject to the awards has been calculated using a share price of £4.022 per share, being the 3-day average share price leading up to the date of grant.
The Notification of Dealing Form for each Director/PDMR can be found below.
Emma Woollard
Group General Counsel and Company Secretary
Zotefoams plc
AZOTE®, ZOTEK®, and T-FIT® are registered trademarks of Zotefoams plc
DEALING NOTIFICATION FORM
FOR USE BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND THEIR CLOSELY ASSOCIATED PERSONS
| 1. | Details of the person discharging managerial responsibilities/person closely associated |
| a) | Name: Ronan Michael Cox |
| 2. | Reason for the notification |
| a) | Position/status: Group CEO |
| b) | Initial notification/Amendment: Initial notification |
| a) | Name: Zotefoams plc |
| b) | LEI: 213800B6P256B5XN8D32 |
| a) | Description of the financial instrument, type of instrument: Ordinary shares of 5 pence each Identification code: GB0009896605 |
| b) | Nature of the transaction: Award of performance shares under the 2017 Long-Term Incentive Plan with a holding period of 2 years post vesting date |
| c) | Price(s) and volume(s): Price(s) Volume(s) £0.00 Ordinary LTIP: 171,159 £0.00 Multiplier: 171,159 |
| d) | Aggregated information: n/a - single transaction |
| e) | Date of the transaction: 27 May 2026 |
| f) | Place of the transaction: Off market |
| 1. | Details of the person discharging managerial responsibilities/person closely associated |
| a) | Name: Nick Wright |
| 2. | Reason for the notification |
| a) | Position/status: Group CFO |
| b) | Initial notification/Amendment: Initial notification |
| a) | Name: Zotefoams plc |
| b) | LEI: 213800B6P256B5XN8D32 |
| a) | Description of the financial instrument, type of instrument: Ordinary shares of 5 pence each Identification code: GB0009896605 |
| b) | Nature of the transaction: Award of performance shares under the 2017 Long-Term Incentive Plan with a holding period of 2 years post vesting date |
| c) | Price(s) and volume(s): Price(s) Volume(s) £0.00 Ordinary LTIP: 115,800 £0.00 Multiplier: 92,640 |
| d) | Aggregated information: n/a - single transaction |
| e) | Date of the transaction: 27 May 2026 |
| f) | Place of the transaction: Off market |
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