NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS
Hays plc (the "Company")
In accordance with DTR 3.1.4(R)(1)(a) the Company hereby notifies you of the
following changes in the interests of directors and persons discharging
managerial responsibility ("PDMRs") arising out of the grant of conditional
awards of Ordinary shares in the Company ("Shares") under the Performance Share
Plan.
PERFORMANCE SHARE PLAN ("PSP")
Today, 23 September 2011, the following conditional awards of Shares were
granted for nil consideration to PDMRs under the rules of the PSP. The number
of Shares under award was calculated by reference to the price of 70.9 pence
per Share, being the closing middle market price on 22 September 2011. The
number of Shares stated below is the maximum number of Shares available to each
PDMR on satisfaction in full of the applicable performance conditions.
DIRECTOR NUMBER OF SHARES
NAME OR PDMR UNDER PSP AWARD
Alistair Cox Director & PDMR 1,601,657
Paul Venables Director & PDMR 1,154,795
Tim Cook PDMR 479,407
Nick Cox PDMR 552,572
James Cullens PDMR 418,392
Sholto Douglas-Home PDMR 348,660
Nigel Heap PDMR 846,789
Royston Hoggarth PDMR 550,070
Stephen Weston PDMR 479,407
Alison Yapp PDMR 387,588
TOTAL SHARES 6,819,337
The vesting of one-half of the Shares under award will depend on the Company's
total shareholder return performance relative to a sector peer group, measured
over the three-year period to 30 June 2014. Vesting of this tranche will also
be dependent on the Remuneration Committee being satisfied with the financial
performance of the Company over the three-year period. The vesting of the
remaining one-half of the Shares under award will depend on achievement of a
target based on the Group's cumulative Earnings per Share ("EPS") performance
over the three financial years from 1 July 2011 to 30 June 2014. The lower and
upper EPS growth range for the first year of the cycle, from 1 July 2011 to 30
June 2012, will be based on external consensus forecasts for that year (being a
range of +/- 4% around the consensus forecast EPS of 6.22p per share). The EPS
growth for the remaining two years of the cycle from 1 July 2012 to 30 June
2014 will require additional growth of between RPI+4% and RPI+12% per annum to
achieve threshold and maximum vesting respectively. This approach was adopted
following discussion with major shareholders in 2010. Further information will
be set out in the Company's 2011 Remuneration Report to be published in
September 2011.
For further information in respect of this announcement please contact Neil
Tsappis, Deputy Company Secretary, Hays plc on +44 (0) 20 7383 2266.
23 September 2011
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