British American Tobacco p.l.c.
Retirement of John Daly: disclosures required by section 430(2B), Companies Act 2006
Further to the announcement by the Company on 31 July 2013, John Daly stood down as Chief Operating Officer on 31 December 2013 and he has retired from the Company as an Executive Director on 6 April 2014.
As required by section 430(2B) of the Companies Act 2006, the elements of John Daly's remuneration, which are consequent upon his retirement and which will be paid at or following the date of his retirement, are stated below; he will not receive any payment for loss of office or any other payments in relation to the cessation of his employment.
Short-term incentives: Deferred Share Bonus Scheme (DSBS) - outstanding awards of shares |
Determined by the Board on 26 February 2014 as a 'good leaver' with reference to the rules of the DSBS; he will receive full and immediate vesting of all outstanding DSBS awards as at 6 April 2014 amounting to 49,503 ordinary shares. |
Short-term incentives: International Executive Incentive Scheme (IEIS) Year ending 31 December 2014 100% cash only; no award of shares under DSBS |
Annual performance-related bonus (IEIS) for the year ending 31 December 2014 - cash award of £170,670 receivable; award for the period from 1 January 2014 to 6 April 2014 made on the basis of 'on-target' performance in accordance with the rules of the IEIS. |
Long-term incentives: Long-term incentive plan (LTIP) - outstanding awards of shares |
Determined as a 'good leaver' by the Board on 26 February 2014 with reference to the rules of the LTIP; John Daly's outstanding LTIP awards at the date of his retirement (6 April 2014) are affected follows: LTIP Award: 13 May 2011 (performance period: 1 Jan 2011 - 31 Dec 2013) - vests at 49.2% amounting to 35,336 ordinary shares. LTIP Award: 28 Mar 2012 (performance period: 1 Jan 2012 - 31 Dec 2014) and LTIP Award: 22 Mar 2013 (performance period: 1 Jan 2013 - 31 Dec 2015) - actual vesting percentages will be determined by performance at the quarter end prior to departure (31 March 2014). For illustrative purposes, based on performance as at 31 December 2013 (the most recent quarterly performance period) the indicative vesting percentage for both awards is 0%. John Daly did not receive any new awards under the LTIP in 2014. |
Pension-related benefits: British American Tobacco UK Pension Fund Unfunded unapproved retirement benefit scheme (UURBS - UK) |
Following his retirement, John Daly will be in receipt of a pension (and may take part of his entitlement as a lump sum) in accordance with the provisions of the Pension Fund and the UURBS which will generate an initial annual pension (before any commutation) of approximately £172,740 which will increase in future years in line with the provisions of the Pension Fund and UURBS. |
Other emoluments |
Cash dividend equivalent (DSBS): cash sum of £27,394, equivalent to the final dividend on the after-tax position on all unvested ordinary shares comprised in the share awards held by the John Daly in the DSBS at the final dividend record date (14 March 2014) for the year ended 31 December 2013; payable on or after the payment date for the final dividend, 8 May 2014. |
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Cash dividend equivalent (LTIP): cash sum of £142,686 equivalent to the aggregated dividends that John Daly would have received as a shareholder over the 3-year period on the 35,336 shares under the 13 May 2011 LTIP Award that will vest on 13 May 2014 after his retirement. His remaining outstanding LTIP awards have a forecast outcome of 0% vesting; awards not exercisable and no shares acquired; no further LTIP dividend equivalent payments due. |
All Employee Share Plans |
Share Incentive Plan (Share Reward Scheme/International Share Reward Scheme): up to 353 shares held may be released in accordance with the terms of the plan. Sharesave: up to 457 options held may be exercised in accordance with the rules of scheme. |
Note:
John Daly is also a non-executive director of Reynolds American Inc. (RAI) since 1 December 2010. RAI is an associate undertaking of the Company and John Daly was designated by Brown & Williamson Holdings, Inc. (a wholly-owned subsidiary of the Company) as it nominee to sit on the board of RAI (a BAT Designee). Following his retirement as an Executive Director on 6 April 2014, John Daly will remain a BAT Designee from that date and will receive an annual fee from RAI (currently approximately US$275,000) for these services.
Name of duly authorised officer of issuer responsible for making notification:
G C W Cunnington
Deputy Secretary
British American Tobacco p.l.c.
7 April 2014
Enquiries:
British American Tobacco Press Office
Will Hill/Annie Brown
+44 (0) 20 7845 2888