Director/PDMR Shareholding
BT Group PLC
22 February 2006
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS
This form is intended for use by an issuer to make a RIS notification required
by DR 3.1.4R(1).
(1) An issuer making a notification in respect of a transaction relating to
the shares or debentures of the issuer should complete boxes 1 to 16, 23
and 24.
(2) An issuer making a notification in respect of a derivative relating to the
shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23
and 24.
(3) An issuer making a notification in respect of options granted to a
director/person discharging managerial responsibilities should complete
boxes 1 to 3 and 17 to 24.
(4) An issuer making a notification in respect of a financial instrument
relating to the shares of the issuer (other than a debenture) should
complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.
Please complete all relevant boxes in block capital letters.
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1. Name of the issuer
BT GROUP PLC
2. State whether the notification relates to (i) a transaction notified in
accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
(III) BOTH (I) AND (II)
Name of person discharging managerial responsibilities/director
SIR CHRISTOPHER BLAND
BEN VERWAAYEN
IAN LIVINGSTON
ANDY GREEN
PAUL REYNOLDS
HANIF LALANI
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
ILFORD TRUSTEES (JERSEY) LIMITED
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
AWARDS OF SHARES AS DIVIDEND EQUIVALENTS TO SHARES HELD IN TRUST AND IN TREASURY
OVER WHICH THE ABOVE DIRECTORS HAVE A CONDITIONAL INTEREST UNDER BT GROUP
INCENTIVE SHARE PLAN, BT GROUP RETENTION SHARE PLAN AND BT GROUP DEFERRED BONUS
PLAN.
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
ORDINARY SHARES IN BT GROUP PLC OF 5P EACH
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
ILFORD TRUSTEES (JERSEY) LIMITED
8 State the nature of the transaction
AWARDS OF SHARES AS DIVIDEND EQUIVALENTS TO SHARES HELD IN TRUST AND IN TREASURY
OVER WHICH THE ABOVE DIRECTORS HAVE A CONDITIONAL INTEREST UNDER BT GROUP
INCENTIVE SHARE PLAN, BT GROUP RETENTION SHARE PLAN AND BT GROUP DEFERRED BONUS
PLAN.
9. Number of shares, debentures or financial instruments relating to shares
acquired
SIR CHRISTOPHER BLAND -
BT GROUP RETENTION SHARE PLAN: 6,186 SHARES
BEN VERWAAYEN -
BT GROUP DEFERRED BONUS PLAN: 14,384 SHARES
BT GROUP DEFERRED BONUS PLAN: 2,032 SHARES - HELD IN TREASURY
BT GROUP INCENTIVE SHARE PLAN: 5,217 SHARES
BT GROUP INCENTIVE SHARE PLAN: 6,343 SHARES - HELD IN TREASURY
IAN LIVINGSTON -
BT GROUP DEFERRED BONUS PLAN: 3,719 SHARES
BT GROUP DEFERRED BONUS PLAN: 896 SHARES - HELD IN TREASURY
BT GROUP RETENTION SHARE PLAN: 10,549 SHARES
BT GROUP INCENTIVE SHARE PLAN: 3,353 SHARES
BT GROUP INCENTIVE SHARE PLAN: 4,757 SHARES - HELD IN TREASURY
ANDY GREEN -
BT GROUP DEFERRED BONUS PLAN: 3,608 SHARES
BT GROUP DEFERRED BONUS PLAN: 923 SHARES - HELD IN TREASURY
BT GROUP INCENTIVE SHARE PLAN: 3,167 SHARES
BT GROUP INCENTIVE SHARE PLAN: 4,530 SHARES - HELD IN TREASURY
PAUL REYNOLDS -
BT GROUP DEFERRED BONUS PLAN: 3,277 SHARES
BT GROUP DEFERRED BONUS PLAN: 965 SHARES - HELD IN TREASURY
BT GROUP INCENTIVE SHARE PLAN: 2,981 SHARES
BT GROUP INCENTIVE SHARE PLAN: 3,624 SHARES - HELD IN TREASURY
HANIF LALANI -
BT GROUP DEFERRED BONUS PLAN: 1,108 SHARES
BT GROUP DEFERRED BONUS PLAN: 618 SHARES - HELD IN TREASURY
BT GROUP INCENTIVE SHARE PLAN: 1,490 SHARES
BT GROUP INCENTIVE SHARE PLAN: 3,624 SHARES - HELD IN TREASURY
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
N/A
11. Number of shares, debentures or financial instruments relating to shares
disposed
N/A
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
N/A
13. Price per share or value of transaction
214.5p
14. Date and place of transaction
22 FEBRUARY 2006 - UK
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
SIR CHRISTOPHER BLAND
PERSONAL HOLDING: 674,250 ORDINARY SHARES
BT GROUP RETENTION SHARE PLAN: 314,785 SHARES
BT GROUP LEGACY OPTION PLAN: OPTIONS OVER 314,244 SHARES
BEN VERWAAYEN
PERSONAL HOLDING: 951,497 ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN: 835,367
BT GROUP INCENTIVE SHARE PLAN: 588,242
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 3,656,458 SHARES
IAN LIVINGSTON
PERSONAL HOLDING: 313,110 ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN: 234,913
BT GROUP RETENTION SHARE PLAN: 536,803
BT GROUP INCENTIVE SHARE PLAN: 412,735
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 1,629,865 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: AN OPTION OVER 7,290 SHARES
ANDY GREEN
PERSONAL HOLDING: 152,635 ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN: 230,629 SHARES
BT GROUP INCENTIVE SHARE PLAN: 391,726 SHARES
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 1,539,320 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: AN OPTION OVER 5,712 SHARES.
PAUL REYNOLDS
PERSONAL HOLDING: 97,974 ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN: 215,936 SHARES
BT GROUP INCENTIVE SHARE PLAN: 336,138 SHARES
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 1,448,764 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: AN OPTION OVER 4,555 SHARES.
HANIF LALANI
PERSONAL HOLDING: 14,284 ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN: 87,886 SHARES
BT GROUP INCENTIVE SHARE PLAN: 260,283 SHARES
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 649,851 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: AN OPTION OVER 5,346 SHARES.
16. Date issuer informed of transaction
22 FEBRUARY 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
N/A.....................
18. Period during which or date on which it can be exercised
N/A...........................
19. Total amount paid (if any) for grant of the option
N/A...........................
20. Description of shares or debentures involved (class and number)
N/A...........................
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
N/A...........................
22. Total number of shares or debentures over which options held following
notification
N/A........................
23. Any additional information
THE ABOVE NAMED PERSONS HAVE TECHNICAL INTERESTS, AS AT 22 FEBRUARY 2006, UNDER
SCHEDULE 13 OF THE COMPANIES ACT AS FOLLOWS:
A. A TECHNICAL INTEREST, TOGETHER WITH ALL EMPLOYEES OF BT GROUP PLC, IN
24,809,976 ORDINARY SHARES HELD BY ILFORD TRUSTEES (JERSEY) LIMITED IN RESPECT
OF CONTINGENT AWARDS UNDER EXECUTIVE SHARE PLANS;
B. A TECHNICAL INTEREST, TOGETHER WITH ALL EMPLOYEES OF BT GROUP PLC, IN 45,632
ORDINARY SHARES HELD IN THE NAME OF HALIFAX CORPORATE TRUSTEES LIMITED AS
TRUSTEE FOR THE BT GROUP EMPLOYEE SHARE INVESTMENT PLAN.
24. Name of contact and telephone number for queries
GRAEME WHEATLEY 020 7356 6372
Name and signature of duly authorised officer of issuer responsible for making
notification
Graeme Wheatley
Date of notification
22 FEBRUARY 2006
END
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