Director/PDMR Shareholding

Director/PDMR Shareholding

St. James's Place

St. James’s Place plc (“SJP”)

SJP was notified on 27 March 2015 of the following changes in SJP shares held by the Executive Directors, Persons Discharging Managerial Responsibilities (“PDMRs”) and the Connected Person*, named below.

Deferred Bonus Scheme

As previously notified the trustees of SJP's Deferred Bonus Scheme transferred SJP shares to the executive Directors, PDMRs and Connected Person* named below on 26 March 2012 relating to bonuses earned in respect of the 2011 financial year and which were invested in SJP shares and held in trust subject to forfeiture for a period of three years. On 26 March 2015 the shares became no longer subject to forfeiture and income tax and National Insurance liabilities became payable. In order to settle the tax liability, the Directors, PDMRs and Connected Person* sold the number of shares in column 2 of the table below on 26 March 2015 at a price of 943.55 pence per share. Column 3 sets out the additional number of SJP shares sold at 943.55 pence per share. Column 4 sets out the number of shares retained by each Director/PDMR/Connected Person* as a result of this exercise.

Â	Â	1	Â	2	Â	3	Â	4
Name of Director		Number of SJP shares no longer subject to forfeiture		Number of SJP shares sold to meet tax liability and associated costs		Number of additional SJP shares sold		Number of SJP shares retained
David Bellamy		49,563		23,354		0		26,209
Andrew Croft		35,813		16,899		9,445		9,469
Ian Gascoigne		35,813		16,922		18,891		0
David Lamb		35,813		16,922		18,891		0

Â	Â	1	Â	2	Â	3	Â	4
Name of PDMR/ Connected Person*		Number of SJP shares no longer subject to forfeiture		Number of SJP shares sold to meet tax liability		Number of additional SJP shares sold		Number of SJP shares retained
Tony Dunk		17,315		8,170		4,567		4,578
Mike Gravestock*		34,226**		16,173		18,053		0
Iain Rayner		8,487		4,005		2,238		2,244
Ian MacKenzie		7,881		3,719		2,078		2,084

**This relates to two DBS awards, being an award over 18,439 SJP shares to Mike Gravestock, and an award over 15,787 SJP shares to his Connected Person*.

On 27 March 2015, Mr Dunk transferred 4,578 SJP shares by way of gift to his Connected Person*.

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		1,255,736
Andrew Croft		801,758
Ian Gascoigne		651,434
David Lamb		372,304

Name of PDMR	Â	Number of SJP shares held
Tony Dunk		394,932
Mike Gravestock Iain Rayner Ian MacKenzie		275,358 28,564 48,382

(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. The Connected Person to Mike Gravestock is Sonia Gravestock, and the Connected Person to Tony Dunk is Angela Dunk.

(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]

End