Director/PDMR Shareholding

RNS Number : 1308U

Close Brothers Group PLC

08 October 2010

 

Close Brothers Group plc

Notification of transactions by directors and persons discharging managerial responsibilities

Pursuant to its obligations under Disclosure and Transparency Rule 3.1.2R, Close Brothers Group plc (the 'Company') notifies the following changes in the interests in the ordinary shares of 25p each of the Company ('Shares') of the executive directors and persons discharging managerial responsibilities ('PDMRs') arising from Deferred Annual Bonus Plan share awards and Share Matching Plan share awards granted on 7 October 2010.

The number of Shares awarded was determined by reference to the average of the middle market quotations for the Company's shares as derived from the Official List of the London Stock Exchange, on the five business days immediately preceding the grant date of 7 October 2010 which was 743.6p per share.

Deferred Annual Bonus Plan Share Awards

The award entitles each of the following to call at any time between October 2012 and October 2013 at their option, at nil cost, for the shares listed below.  These entitlements will lapse if the participant leaves employment in certain circumstances.

	Number of Shares awarded
Executive directors
Preben Prebensen	45,052
Stephen Hodges	35,638
Jonathan Howell	30,931

The interests in the ordinary share capital of the Company of the executive directors granted under deferred annual bonus plans are:

	Deferred Annual Bonus share awards prior to this award	Deferred Annual Bonus share awards as at 7 October 2010
Executive directors
Preben Prebensen	-	45,052
Stephen Hodges	97,620	133,258
Jonathan Howell	45,397	76,328

Share Matching Plan Share Awards

This award entitles each of the following to call at any time between October 2013 and October 2014 at their option, at nil cost, for the shares listed below.  These entitlements will lapse if the participant leaves employment in certain circumstances and are conditional on the achievement of distinct performance targets.

Executive directors and PDMRs participate in this plan by voluntarily investing up to 100% of base salary from their total annual bonus into Shares ('Invested Shares') for three years or by converting their Deferred Shares into Invested Shares thus extending the deferral period from two to three years.  Performance conditions will not apply to the Invested Shares which will be released in full at the end of the holding period.  Invested Shares are matched with free Matching Shares ('Matching Shares') which are subject to performance conditions over the three year deferral period.

Vesting of the Matching Shares will be conditional on the achievement of distinct performance conditions established at the start of the performance period. For this award, one third of the Matching Shares award will be subject to a target based on the Company's total shareholder return (share price growth plus re-invested dividends) over the performance period being at least 10% p.a. with maximum vesting at 20% p.a.  A further one third of each award will be subject to a requirement that the growth in the Company's adjusted earnings per share over the performance period must exceed the RPI rate of inflation over that period by 3% with maximum vesting at 10%.  The relevant part of a participant's award will lapse if the Company's performance is below the lower level; 25% will vest at the lower level and 100% at the top level. For performance between the two levels, the award will vest on a sliding scale. 

The remaining third of the Matching Shares award will be subject to a target which is based on a number of long term business improvement goals (strategic clarity, people, capital and balance sheet management, risk/compliance and financial KPIs) which focus on integrating the Company's operations, improving efficiency and processes and improving the Company's scalability.  25% of this part of the Award will vest at threshold performance, with 100% vesting at exceptional performance and no vesting at below threshold performance.

	Number of Invested Shares awarded	Number of Matching Shares awarded	Total number of Shares awarded under Share Matching Plan
Executive directors
Preben Prebensen	63,879	127,758	191,637
Stephen Hodges	49,422	98,844	148,266
Jonathan Howell	48,414	96,828	145,242
PDMRs
Martin Andrew	18,155	18,155	36,310
Rebekah Etherington	2,354	2,354	4,708
Elizabeth Lee	3,363	3,363	6,726
Julian Palfreyman	26,897	26,897	53,794

As this is the first award under the Share Matching Plan, none of the executive directors and PDMRs have any prior interests in the ordinary share capital of the Company under this plan.

The beneficial interests in the ordinary share capital of the Company of those executive directors and PDMRs granted Deferred Annual Bonus Plan and/or Share Matching Plan share awards as detailed above are:

	Shareholding prior to and after awards as at 7 October 2010	Deferred Annual Bonus share awards as at 7 October 2010	Share Matching Plan share awards as at 7 October 2010
Executive directors
Preben Prebensen	116,721 (0.08%)	45,052	191,637
Stephen Hodges	593,573 (0.41%)	133,258	148,266
Jonathan Howell	59,593 (0.04%)	76,328	145,242
PDMRs
Martin Andrew	2,596	-	36,310
Rebekah Etherington	-	-	4,708
Elizabeth Lee	2,850	-	6,726
Julian Palfreyman	14,913 (0.01%)	-	53,794

Name of authorised official of issuer responsible for making notification

John Hudspith

Assistant Company Secretary

Close Brothers Group plc

Date of notification 8 October 2010

 

END

 

 

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