Notification of Transactions of Directors/PDMRs

RNS Number : 1230W

Royal Mail PLC

20 December 2013

Royal Mail plc

Notification of Transactions of Directors/Persons Discharging Managerial Responsibility

In accordance with Rule 3.1.2R of the Disclosure and Transparency Rules, Royal Mail plc (the Company) was notified on 19 December 2013 of certain transactions by Directors/Persons Discharging Managerial Responsibilities in shares or rights to shares of the Company. In compliance with Rule 3.1.4R of the Disclosure and Transparency Rules, the Company notifies the market of details of the following transactions:

Long Term Incentive Plan - conversion of conditional rights to receive cash to conditional rights to receive ordinary shares

It was previously disclosed in the Company's Annual Report and Prospectus that conditional LTIP Awards for FYE 2014 would convert on Admission to awards over ordinary shares. On 19 December 2013, conditional LTIP awards for FYE 2014 (representing on-target performance) were converted into conditional rights to acquire ordinary shares of £0.01 each in the Company. The conversion has been made at the Volume Weighted Average Price of the ordinary shares of the Company traded between the eighth and fourteenth days following Royal Mail's Admission to trading on the London Stock Exchange on 15 October 2013. This price is 529.14p.

The conditional awards have been granted for nil consideration and no payment has been made for the conversion. They do not give rise to any immediate entitlement to shares. They are at risk of forfeiture in whole or in part before vesting, which occurs once performance conditions have been assessed at the end of the performance period. The future value of the conditional awards will be determined by the extent to which the awards vest and the Company's share price.

The LTIP grants, size and targets for Executive Directors for FYE 2014 were approved by the Secretary of State, prior to the Company's Admission to trading on the London Stock Exchange.

For the Company's Executive Directors, the LTIP opportunity for target performance is 70 per cent of salary. The maximum LTIP opportunity for achieving stretch target is 98 per cent of salary. The table below sets out the number of shares in the conditional award based on on-target performance at the end of the performance period and the maximum number of shares that could vest in FYE 2016, if all the relevant stretching performance criteria are met.

For the LTIP awards for FYE 2014, the target LTIP opportunity is subject to an increased level of performance that is 10 per cent higher than the previous target. Performance is based on the third year of a three-year performance period, with the targets for each measure derived from the Company business plan. The primary performance condition for outstanding awards is based on operating profit. Awards are then downward-only adjusted based on a return on total assets target.

	Number of shares to be awarded in April 2016 for on-target performance	% of ordinary share class for on-target performance	Maximum number of shares to be awarded in April 2016 for stretching performance	% of ordinary share class for stretching performance
Executive Directors
Matthew Lester	56,620	0.0057%	79,268	0.0079%
Mark Higson	56,673	0.0057%	79,342	0.0079%
Moya Greene	65,880	0.0066%	92,232	0.0092%
PDMRs
Catherine Doran	37,702	0.0038%	52,782	0.0053%
Derek Foster	17,194	0.0017%	24,071	0.0024%
Emily Pang	30,426	0.0030%	42,596	0.0043%
Gary Simpson	25,796	0.0026%	36,114	0.0036%
John (Stephen) Agar	29,765	0.0030%	41,671	0.0042%
John Duncan	42,332	0.0042%	59,264	0.0059%
Jon Millidge	29,765	0.0030%	41,671	0.0024%
Mike Newnham	35,718	0.0036%	50,005	0.0050%
Neil Harnby	39,687	0.0040%	55,561	0.0056%
Nick Landon	23,018	0.0023%	32,225	0.0032%
Shane O'Riordain	46,301	0.0046%	64,821	0.0065%
Sue Whalley	31,253	0.0031%	43,754	0.0044%