Director/PDMR Shareholding
BT Group PLC
06 July 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.
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)
DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as extended
by section 328) of the Companies Act 19853.
Name of person discharging managerial responsibilities/director
BEN VERWAAYEN
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
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
NOTIFICATION IN RESPECT OF GRANTS OF AWARDS UNDER THE BT GROUP INCENTIVE 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
BT GROUP PLC
8 State the nature of the transaction
GRANTS OF AWARDS UNDER THE BT GROUP INCENTIVE SHARE PLAN AND BT GROUP DEFERRED
BONUS PLAN
9. Number of shares, debentures or financial instruments relating to shares
acquired
BEN VERWAAYEN
302,271 SHARES UNDER THE INCENTIVE SHARE PLAN
568,269 SHARES UNDER THE DEFERRED BONUS PLAN
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
£2.3158
14. Date and place of transaction
30.06.06 - LONDON
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
BEN VERWAAYEN
a. 951,497 ORDINARY SHARES - PERSONAL HOLDING
b. 890,513 ORDINARY SHARES UNDER THE BT GROUP INCENTIVE SHARE PLAN - CONTINGENT
AWARD
c.1,403,636 ORDINARY SHARES UNDER THE BT GROUP DEFERRED BONUS PLAN
d. OPTIONS OVER 3,656,458 ORDINARY SHARES UNDER BT GROUP GLOBAL SHARE OPTION
PLAN
16. Date issuer informed of transaction
06.07.06
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 6 JULY 2006 UNDER
SCHEDULE 13 OF THE COMPANIES ACT AS FOLLOWS:
A. A TECHNICAL INTEREST, TOGETHER WITH ALL EMPLOYEES OF BT GROUP PLC IN
24,228,780 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 0
ORDINARY SHARES HELD IN THE NAME OF HALIFAX CORPORATE TRUSTEES LIMITED AS
TRUSTEE FOR 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
06.07.06
END
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