Capita Plc - Director/PDMR Shareholding

Capita plc

(the “Company”)

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

10 May 2024

Capita has today awarded its 2024 restricted share awards (“2024 RSAs”) under the Capita Plc Executive Plan 2021 as set out in tables below.

The 2024 RSA granted to Adolfo Hernandez, Chief Executive Officer will normally vest after three years from date of grant subject to: (i) continued employment; (ii) satisfactory personal performance and (iii) any scaling back (including to nil vesting) on account of its underpin conditions not being met.

The underpin conditions attached to Mr Hernandez’s 2024 RSA include:

• Underpin 1: Capita’s total shareholder return (“TSR”) over the three years ending 31 December 2026 to be positive; and

• Underpin 2: the Remuneration Committee (the “Committee”) must be satisfied with the underlying performance of Capita over the vesting period and that there have been no environmental, social or governance issues resulting in material reputational damage.

The information set out below is provided in accordance with the requirements of Article 19 of the UK Market Abuse Regulation

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Adolfo Hernandez
2 Reason for the notification
a) Position/status	Chief Executive Officer (Director)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	6,433,823
d) Aggregated information -Aggregated volume -Price	6,433,823 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Claire Denton
2 Reason for the notification
a) Position/status	Chief General Counsel and Company Secretary (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	2,031,250
d) Aggregated information -Aggregated volume -Price	2,031,250 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Corinne Ripoche
2 Reason for the notification
a) Position/status	CEO, Capita Experience (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	2,481,617
d) Aggregated information -Aggregated volume -Price	2,481,617 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Nicole Dorskind
2 Reason for the notification
a) Position/status	Chief Communications and Corporate Affairs Officer (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	1,194,852
d) Aggregated information -Aggregated volume -Price	1,194,852 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Richard Holroyd
2 Reason for the notification
a) Position/status	CEO, Capita Public Service (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	1,819,852
d) Aggregated information -Aggregated volume -Price	1,819,852 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Scott Hill
2 Reason for the notification
a) Position/status	Chief People Officer (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	2,031,250
d) Aggregated information -Aggregated volume -Price	2,031,250 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Xenia Walters
2 Reason for the notification
a) Position/status	Chief Strategy and Transformation Officer (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of nil cost options over Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	2,125,000
d) Aggregated information -Aggregated volume -Price	2,125,000 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

1 Details of the person discharging managerial responsibilities / person closely associated
a) Name	Manpreet Singh
2 Reason for the notification
a) Position/status	Chief Technology Officer (PDMR)
b) Initial notification /Amendment	Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name	Capita plc
b) LEI	CMIGEWPLHL4M7ZV0IZ88
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	Ordinary shares of 2 1/15p each
Identification code	GB00B23K0M20
b) Nature of the transaction	Grant of a nil cost option over notional Capita ordinary shares under the Capita Plc Executive Plan 2021.
c) Price(s) and volume(s)	Price(s)	Volume(s)
	£nil	1,107,132
d) Aggregated information -Aggregated volume -Price	1,107,132 £nil
e) Date of transaction	10 May 2024
f) Place of transaction	Outside of a trading venue

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