Director/PDMR Shareholding

RNS Number : 2492O

Wolseley PLC

03 November 2016

 

WOLSELEY PLC ("Company")

NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES ("PDMRs") IN ORDINARY SHARES OF 10 ⁵³/₆₆p EACH IN THE COMPANY ("Shares")

On 1 November 2016 the Company granted the following awards to Executive Directors and/or PDMRs under the following plans:

Wolseley Group Long Term Incentive Plan 2015 ("LTIP")

Awards were made to two Executive Directors and six other PDMRs as set out in the table below under the LTIP:

PDMR/Executive Director	Award of (1) a number of Shares under options or (2) conditional Shares or (3) notional Shares
J Martin	58,858
F Roach	51,493
K Durrant	11,232
A England	8,776
P Headon	2,634
S Oakland	2,463
S Olesen	2,637
R Shoylekov	11,849

The awards were granted as conditional share awards to Mr Roach and Mr Olesen, as a phantom share award (being a cash award with a value tied to the price of Shares) to Mr Oakland and as nil cost options to all other awardees. No consideration is payable at allocation, on vesting or, for those in the form of nil cost options, on exercise of all or part of the awards.

These awards will only vest upon, normally, continued employment and the achievement of certain corporate performance conditions measured over a three year period. Full details of the relevant performance conditions can be found in the Remuneration Report of the Company's Annual Report and Accounts 2016. Subject to, normally, continued employment and the meeting of the performance conditions, the conditional awards and phantom share award will vest on 1 November 2019 and the nil cost options will be exercisable between 1 November 2019 and 1 November 2026.

Wolseley Group Revised Ordinary Share Plan 2016 ("ROSP")

Awards were made to three PDMRs as set out in the table below under the ROSP:

PDMR	Award over (1) a number of Shares under options or (2) conditional Shares or (3) notional Shares
P Headon	21,079
S Oakland	19,710
S Olesen	21,096

The awards were granted as nil cost options to Mr Headon, as a phantom share award (being a cash award with a value tied to the price of Shares) to Mr Oakland and as a conditional share award to Mr Olesen. No consideration is payable at allocation, on vesting or, for those in the form of nil cost options, on exercise of all or part of the awards.

These awards will only vest three years from the date of grant upon, normally, continued employment and the achievement of business-level trading profit performance conditions tested over a one year period. Subject to, normally, continued employment and the meeting of performance conditions the conditional share award and phantom share award will vest on 1 November 2019 and the nil cost options will be exercisable between 1 November 2019 and 29 January 2020.

Awards made to David Keltner

Awards were made to David Keltner, Interim Chief Financial Officer and a PDMR, under the share plans set out in the table below:

Share plan	Award of (1) conditional Shares or (2) notional Shares
Long Term Incentive Plan for David Keltner ("Phantom LTIP")	9,845
Wolseley Group Ordinary Share Plan 2011 ("OSP")	7,772
Wolseley Group Performance Ordinary Share Plan 2016 ("POSP")	19,432

The Phantom LTIP was granted in the form of a phantom share award (being a cash award with a value tied to the price of Shares). No consideration is payable at allocation or on vesting. The award will only vest upon, normally, continued employment and the achievement of certain corporate performance conditions, which are the same as those applied to the LTIP, except in relation to the EPS and OpCF elements which will be pro-rated to the relevant performance period, as set out in full in the Remuneration Report in the Company's Annual Report and Accounts 2016, but measured over a one year performance period. Subject to, normally, continued employment and the meeting of performance conditions, the phantom share awards will vest on 1 November 2017.

The OSP was granted as a conditional share award. No consideration is payable at allocation or on vesting. The OSP award has no performance conditions and will normally vest, only subject to Mr Keltner's continued employment with the Company, on 1 November 2019.

The POSP was granted as a conditional share award. No consideration is payable at allocation or on vesting. The POSP award will vest upon, normally, continued employment and the achievement of US trading profit growth performance conditions tested over a three year period. Subject to, normally, continued employment and the meeting of performance conditions, the awards will vest on 1 November 2019.

The attached notifications, which have been made in accordance with the requirements of the EU Market Abuse Regulations, provide further detail.

LTIP Awards

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	John Martin
2	Reason for the notification
a)	Position/status	Group Chief Executive
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 58,858 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Frank Roach
2	Reason for the notification
a)	Position/status	Chief Executive Officer, USA
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of conditional shares under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 51,493 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Kathryn Durrant
2	Reason for the notification
a)	Position/status	Group HR Director
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 11,232 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Anthony England
2	Reason for the notification
a)	Position/status	Chief Information Officer
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 8,776 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Patrick Headon
2	Reason for the notification
a)	Position/status	Managing Director, Wolseley UK
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 2,634 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Simon Oakland
2	Reason for the notification
a)	Position/status	CEO, Canada and Central Europe
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	A financial instrument linked to a Wolseley Ordinary Share ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of a phantom share award (being a cash award with a value tied to the price of Shares) under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 2,463 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Søren Olesen
2	Reason for the notification
a)	Position/status	Interim CEO, DT Group
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of conditional shares under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 2,637 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Richard Shoylekov
2	Reason for the notification
a)	Position/status	Group General Counsel
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Long Term Incentive Plan 2015
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 11,849 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

ROSP Awards

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Patrick Headon
2	Reason for the notification
a)	Position/status	Managing Director, Wolseley UK
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of nil cost share options under the Wolseley Group Revised Ordinary Share Plan 2016
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 21,079 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Simon Oakland
2	Reason for the notification
a)	Position/status	CEO, Canada and Central Europe
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	A financial instrument linked to a Wolseley Ordinary Share ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of a phantom share award (being a cash award with a value tied to the price of Shares) under the Wolseley Group Revised Ordinary Share Plan 2016
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 19,710 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Søren Olesen
2	Reason for the notification
a)	Position/status	Interim CEO, DT Group
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of conditional shares under the Wolseley Group Revised Ordinary Share Plan 2016
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 21,096 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

Awards made to David Keltner

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Keltner
2	Reason for the notification
a)	Position/status	Interim Group Chief Financial Officer
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	A financial instrument linked to a Wolseley Ordinary Share ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of a phantom share award (being a cash award with a value tied to the price of Shares) under the Long Term Incentive Plan for David Keltner
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 9,845 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Keltner
2	Reason for the notification
a)	Position/status	Interim Group Chief Financial Officer
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of conditional shares under the Wolseley Group Ordinary Share Plan 2011
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 7,772 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	David Keltner
2	Reason for the notification
a)	Position/status	Interim Group Chief Financial Officer
b)	Initial/Amendment notification	Initial notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Wolseley plc
b)	LEI	2138005UHP5J9Y2RM657
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	Ordinary Shares of 10 53/66p each ISIN: JE00BFNWV485
b)	Nature of the transaction	The grant of conditional shares under the Wolseley Group Performance Ordinary Share Plan 2016
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 19,432 GBP - British Pound
d)	Aggregated information -      Aggregated volume -      Price	Not applicable £0.00
e)	Date of the transaction	2016-11-01; UTC time
f)	Place of the transaction	London Stock Exchange, Main Market (XLON)

Enquiries:

Graham Middlemiss, Group Company Secretary

(00 41 41 723 2230)

3 November 2016

 

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