Director/PDMR Shareholding

Lancashire Holdings Limited

(the “Company”) or (“LHL”)

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

The Company announces that, on 22 February 2019, Restricted Share Awards (“RSS awards”) were granted as nil-cost options over common shares of US$0.50 each under the LHL Restricted Share Scheme as both Long Term Incentive Performance RSS Awards and Deferred Annual Bonus RSS Awards to Alex Maloney, Executive Director and Group Chief Executive Officer and Elaine Whelan, Executive Director and Group Chief Financial Officer.

Mr. Maloney was granted 320,883 RSS awards as nil-cost options over the Company’s common shares of US$0.50 each. Of these RSS awards 306,915 were granted as Long Term Incentive Performance RSS Awards* and 13,968 were granted as Deferred Annual Bonus RSS Awards**.

Following this transaction, Mr. Maloney continues to have an interest in the Company of 657,724 common shares (which includes 155,722 common shares held via a connected person), representing 0.3257%.

Mr. Maloney now holds the following interests in the Company:

Long Term Incentive Performance RSS Awards – 909,343

(Pursuant to the Rules of the LHL Restricted Share Scheme, the number of shares that will actually vest depends on the satisfaction of certain conditions including employment, performance and time conditions). 

Deferred Annual Bonus RSS Awards – 81,276

(Vesting is subject to time and employment conditions only).

Mrs. Whelan was granted 202,778 RSS awards as nil-cost options over the Company’s common shares of US$0.50 each. Of these RSS awards 193,186 were granted as Long Term Incentive Performance RSS Awards* and 9,592 were granted as Deferred Annual Bonus RSS Awards**.

Following this transaction, Mrs. Whelan continues to have an interest in the Company of 654,106 common shares (which includes 11,590 common shares held via a connected person), representing 0.3239%.

Mrs. Whelan now holds the following interests in the Company:

Long Term Incentive Performance RSS Awards – 572,382

(Pursuant to the Rules of the LHL Restricted Share Scheme, the number of shares that will actually vest depends on the satisfaction of certain conditions including employment, performance and time conditions). 

Deferred Annual Bonus RSS Awards – 28,214

(Vesting is subject to time and employment conditions only).

* In accordance with the LHL Restricted Share Scheme rules, in the normal course of events the 2019 Long Term Incentive Performance RSS Awards will vest in 2022 to the extent that the Performance Conditions (measured over a three-year performance period ending 31 December 2021) have been satisfied and provided the Award holder remains employed by a Group Member on the date of vesting.

** In accordance with the LHL Restricted Share Scheme rules, exercise of the 2018 Deferred Annual Bonus RSS Awards may occur over the relevant vested awards at such point as the Award holder selects, up to the 10th anniversary of the date of grant. Subject to the vesting conditions, each Deferred Annual Bonus RSS Award will vest in three equal tranches.  Vested awards may only be exercised in “open periods”. It is anticipated that the first open period following the normal vesting date will commence in February 2020 in the case of the first tranche, in February 2021 in the case of the second tranche, and in February 2022 in the case of the third tranche.

The notification, made in accordance with Article 19 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation), is set out below:

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Alex Maloney
2	Reason for the notification
a)	Position/status	Executive Director and Group Chief Executive Officer
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Lancashire Holdings Limited
b)	LEI	5493002UNUYXLHOWF752
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 Identification code	Nil-cost options over Common Shares of US$0.50 each ISIN: BMG5361W1047
b)	Nature of the transaction	Grant of 320,883 RSS awards granted as nil-cost options over common shares of US$0.50 each, of which 306,915 were granted as Long Term Incentive Performance RSS Awards and 13,968 were granted as Deferred Annual Bonus RSS Awards.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 306,915 Nil 13,968
d)	Aggregated information	320,883 NIL
e)	Date of the transaction	2019-02-22
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Elaine Whelan
2	Reason for the notification
a)	Position/status	Executive Director and Group Chief Financial Officer
b)	Initial notification/Amendment	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Lancashire Holdings Limited
b)	LEI	5493002UNUYXLHOWF752
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 Identification code	Nil-cost options over Common Shares of US$0.50 each ISIN: BMG5361W1047
b)	Nature of the transaction	Grant of 202,778 RSS awards granted as nil-cost options over common shares of US$0.50 each, of which 193,186 were granted as Long Term Incentive Performance RSS Awards and 9,592 were granted as Deferred Annual Bonus RSS Awards.
c)	Price(s) and volume(s)	Price(s) Volume(s) Nil 193,186 Nil 9,592
d)	Aggregated information	202,778 NIL
e)	Date of the transaction	2019-02-22
f)	Place of the transaction	Outside a trading venue

Name of authorised official of issuer for making notification

Christopher Head Company Secretary 26 February 2019

[phone] [e-mail]