19 October 2021

ScS Group plc

Vesting of Long Term Incentive Plan 2019 (2019 LTIP) awards and PDMR notifications

ScS Group plc (the "Company") announces that on 15 October 2021, the Company's Employee Benefit Trust ("EBT") has transferred 276,689 ordinary shares of 0.1 pence in the Company (the "Shares") to three PDMRs in satisfaction of vesting of share awards granted on 15 October 2018 (the "2019 LTIP"), details of which are set out below:

The 2019 LTIP crystallised on achieving the below performance criteria for the period 29 July 2018 to 31 July 2021 for earnings per share ("EPS"), as approved by the Remuneration Committee:

The initial award provided vesting conditions on a straight-line basis between 25% and 100% based on an EPS in 2021 from 28.9p to 37.0p. The underlying EPS as reported under IFRS 16 for the year is 41.3p, which would result in 100% award under the terms of the LTIP. The Remuneration Committee are, however, conscious that the award was granted before transition to IFRS 16, at a time when there were 40,009,109 shares in issue, and that the Group has benefited during the year from an effective tax rate lower than the statutory rate. As a consequence, the Remuneration Committee have recalculated EPS using the same accounting basis, number of shares and statutory tax rate at the date of the award and based on the vesting calculation of the adjusted EPS of 35.9p. This resulted in an award of 89.3%.

As part of this transaction, the Company has been notified of the following transactions:

1.     Chris Muir has sold 76,822 Shares back to the EBT at a price of 268p per Share to cover his associated tax liability from the share award, and transferred the remaining shares to his spouse Helen Muir, for nil consideration. Following this announcement Chris Muir, together with persons closely associated to him, holds 137,104 ordinary shares representing circa 0.36% of the issued share capital of the Company.

2.     John Pattison has sold 32,009 Shares back to the EBT at a price of 268p per Share to cover his associated tax liability from the share award. Following this announcement John Pattison, together with persons closely associated to him, holds 36,096 ordinary shares representing circa 0.09% of the issued share capital of the Company.

3.     Marie Liston has sold 21,212 Shares back to the EBT at a price of 268p per Share to cover her associated tax liability from the share award. Following this announcement Marie Liston, together with persons closely associated to her, holds 141,176 ordinary shares representing circa 0.13% of the issued share capital of the Company.

The notifications below are provided in accordance with the requirements of the EU Market Abuse Regulation:

Enquiries: