Director/PDMR Shareholding

Director/PDMR Shareholding

St. James's Place

St. James’s Place plc (“SJP”)

SJP was notified on 22 March 2013 of the following changes in SJP shares held by the executive Directors and Persons Discharging Managerial Responsibilities (“PDMRs”) named below.

Award of SJP Shares under the SJP Deferred Bonus Scheme (“DBS”)

On 21 March 2013, SJP awarded the following ordinary 15p shares under the DBS to the executive Directors and PDMRs named below.

Under the scheme rules, the SJP shares are held for a three-year restricted period which will end on 21 March 2016. Until that date, the shares are subject to forfeiture, for example if the executive Director or PDMR leaves SJP.

Name of Director	Â	Number of SJP ordinary 15p shares awarded
David Bellamy		24,591
Andrew Croft		17,769
Ian Gascoigne		17,769
David Lamb		17,769

Name of PDMR	Â	Number of SJP ordinary 15p shares awarded
Adrian Batchelor		8,557
Mike Blunt		8,076
Tony Dunk		8,173
Peter Edwards		8,076
Hugh Gladman		5,134
Mike Gravestock		9,149
Sonia Gravestock		7,451
Andrew Humphries		3,245
Ian MacKenzie		7,668
Chris Ralph		7,812
Iain Rayner		3,634
Bill Tonks		8,798

Award of Nil Cost Options under the SJP Performance Share Plan (“PSP”)

On 21 March 2013, the following executive Directors and PDMRs were granted nil cost options under the terms of the PSP over the number of SJP shares set out below:

Name of Director	Â	Maximum number of SJP ordinary 15p shares subject to award
David Bellamy		176,528
Andrew Croft		117,485
Ian Gascoigne		117,485
David Lamb		117,485

Name of PDMR	Â	Maximum number of SJP ordinary 15p shares subject to award
Adrian Batchelor		27,623
Mike Blunt		26,853
Tony Dunk		27,173
Peter Edwards		26,853
Hugh Gladman		13,811
Mike Gravestock		27,653
Sonia Gravestock		24,775
Andrew Humphries		21,726
Ian MacKenzie		23,177
Chris Ralph		25,974
Iain Rayner		23,278
Bill Tonks		29,251

The awards vest in three years and are exercisable from 21 March 2016 to 21 March 2019, subject to the achievement of prescribed performance targets over a three-year performance period that commenced on 1 January 2013 and will end on 31 December 2015. Two thirds of an award will be dependent on growth in adjusted earnings per share and one third on total shareholder return. Further details of the performance conditions are set out in the SJP Report & Accounts.

Current Holdings

The table below sets out the current holdings of the said executive Directors and PDMRs in SJP ordinary shares after the above transactions:

Name of Director	Â	Number of SJP shares held
David Bellamy		1,371,199
Andrew Croft		764,067
Ian Gascoigne		706,284
David Lamb		424,288

Name of PDMR	Â	Number of SJP shares held
Adrian Batchelor		291,566
Mike Blunt		161,235
Tony Dunk		412,509
Peter Edwards		130,882
Hugh Gladman		258,407
Mike Gravestock		444,561
Sonia Gravestock		444,561
Andrew Humphries		31,315
Ian MacKenzie		60,425
Chris Ralph		28,409
Iain Rayner		35,738
Bill Tonks		197,273

(i) The interests of the Directors and PDMRs include those of their Connected Persons as defined in section 96B(2) of the Financial Services and Markets Act.

(ii) The interests of the Directors and PDMRs include deferred bonus scheme awards held in trust for the Directors and PDMRs which have not yet vested and are subject to forfeiture.

This notification is made in accordance with Disclosure and Transparency Rule 3.1.4R(1)(a).

With the exception of the changes notified in this announcement, the executive Directors’ and PDMRs’ shareholdings in SJP are unchanged.

Deputy Company Secretary, Tel: [phone]

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