Director/PDMR Shareholding

RNS Number : 0098R

Morgan Sindall Group PLC

03 March 2016

MORGAN SINDALL GROUP plc

(the "Company")

Notification of Transactions by Directors

The Morgan Sindall 2014 Long Term Incentive Plan (the Plan)

Grant of conditional share awards

On 2 March 2016, certain directors of the Company were granted conditional share awards over ordinary shares of 5p each in the capital of the Company ("shares") under the Morgan Sindall 2014 Long Term Incentive Plan ("the Plan").

Details of the directors and the number of shares under conditional share awards granted to them under the Plan are set out below:

Director	Number of conditional shares awarded
John Morgan	93,627
Steve Crummett	74,655

Conditional share awards will normally vest on 2 March 2019 being the third anniversary of the date of grant, subject to continued employment with the Company and satisfaction of the following performance conditions, which are measured over a period of three financial years ending on 31 December 2018:

the number of shares under award representing 100% of the relevant director's salary will be based on the average annual growth in earnings per share ("EPS") relative to the Retail Prices Index; and
the number of shares under award representing 50% of the relevant director's salary will be based on a performance condition measuring the Company's total shareholder return ("TSR") compared with eight of its UK listed peers.

Depending on whether or not the performance conditions are met the directors will receive between 0% and 100% of the award. Details of the performance conditions will be set out in the Directors' Remuneration Report in the Company's 2015 Annual Report (which will be published on or about 23 March 2016).

No consideration was paid for the grant of the awards.

Following the grant of the conditional share awards under the Plan these directors maintain the following beneficial interests in the issued share capital of the Company:

Director	Beneficial interest in the shares of the Company	% of the issued share capital of the Company	Total number of shares over which options are held	Total number of conditional share awards held
John Morgan	4,004,352	9.04	187,380	247,994
Steve Crummett	14,615	0.03	Nil	190,959