30 September 2020
IMPERIAL BRANDS PLC
(THE "COMPANY")
NOTIFICATION OF TRANSACTIONS OF DIRECTOR/PDMR
Recruitment Award
On 29 September 2020, the Company's new Chief People & Culture Officer, Alison Clarke, was granted a nil-cost option award (the "Recruitment Award") over ordinary shares of 10 pence each in the Company ("Shares").
The Recruitment Award has been granted in order to facilitate Alison Clarke's recruitment, and to replace certain share awards and bonus awards granted to her by her former employer, Inchcape plc, and which she forfeited on joining the Company.
The Recruitment Award has been granted over 45,715 Shares, which has been set by reference to the value of the forfeited awards and the 3-day average closing price of the Company's shares immediately prior to the grant date.
In order to replicate the terms of Alison Clarke's forfeited awards, the Recruitment Award is split into two nil-cost options, as follows:
Replacement share award:
The first nil-cost option comprised in the Recruitment Award is split into the following five tranches:
Number of Shares |
Expected Vesting Date |
Original Inchcape share award replaced |
16,565 |
10 April 2021 |
Award of performance shares granted under the Inchcape Performance Share Plan granted on 10 April 2018 |
5,179 |
10 April 2021 |
Award of matching shares granted under the Inchcape Co-Investment Plan granted on 10 April 2018 |
12,282 |
11 April 2022 |
Award of performance shares granted under the Inchcape Performance Share Plan granted on 11 April 2019 |
4,264 |
11 April 2022 |
Award of matching shares granted under the Inchcape Co-Investment Plan granted on 11 April 2019 |
2,761 |
2 June 2023 |
Award of performance shares granted under the Inchcape Performance Share Plan granted on 2 June 2020 |
The vesting of each tranche of the Recruitment Award noted above is subject to the extent to which the original performance conditions applicable to the forfeited awards are met over the original performance period. The forfeited awards were subject to equally-weighted performance conditions measuring Inchcape plc's relative total shareholder return and earnings per share. The Remuneration Committee of the Company intends to assess the level of performance vesting by reference to these performance conditions, based on information disclosed by Inchcape plc.
Replacement bonus award:
The second nil-cost option comprised in the Recruitment Award is split into the following two tranches:
Number of Shares |
Expected Vesting Date |
Original Inchcape bonus award replaced |
1,166 |
1 January 2021 |
Retention bonus |
3,498 |
1 January 2022 |
Retention bonus |
The vesting of the Recruitment Award (and each tranche thereof) is subject to Alison Clarke's continued service with the Company.
As at the date of this announcement, the Company has 946,408,101 Shares in issue (excluding shares held in Treasury).
This announcement is made in accordance with the requirements of Market Abuse Regulation Article 19.
Notification of person discharging managerial responsibilities/ person closely associated
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1. |
Details of the person discharging managerial responsibilities/ person closely associated |
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a) |
Name |
ALISON CLARKE |
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2. |
Reason for the notification |
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a) |
Position/status |
CHIEF PEOPLE & CULTURE OFFICER |
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b) |
Initial notification/ Amendment |
INITIAL NOTIFICATION |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
Name |
IMPERIAL BRANDS PLC |
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b) |
LEI |
549300DFVPOB67JL3A42 |
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4. |
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted |
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a) |
Description of the financial instrument, type of instrument |
ORDINARY SHARES OF £0.10 EACH
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Identification code |
GB0004544929 |
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b) |
Nature of the transaction |
A) GRANT OF A NIL COST OPTION AWARD WHICH VESTS IN FIVE TRANCHES ON 10 APRIL 2021, 10 APRIL 2021, 11 APRIL 2022, 11 APRIL 2022 AND 2 JUNE 2023 SUBJECT TO THE ACHIEVEMENT OF SPECIFIED PERFORMANCE CONDITIONS AND CONTINUED SERVICE B) GRANT OF A NIL COST OPTION AWARD WHICH VESTS IN TWO TRANCHES ON 1 JANUARY 2021 AND 1 JANUARY 2022 SUBJECT TO CONTINUED SERVICE. |
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information |
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e) |
Date of the transaction |
29 SEPTEMBER 2020 |
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f) |
Place of the transaction |
OUTSIDE A TRADING VENUE |