9 March 2021
NatWest Group plc
INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY (PDMRs) IN ACCORDANCE WITH ARTICLE 19 OF THE EU MARKET ABUSE REGULATION 596/2014
1. NatWest Group plc (the Company) announces that conditional long term incentive (LTI) or deferred awards (Deferred Awards) over ordinary shares of £1 each in the Company (Shares) (ISIN: GB00B7T77214), have been granted on 8 March 2021 under the NatWest Group plc 2014 Employee Share Plan (the Plan) to the PDMRs set out below:-
Name of PDMR |
Position of PDMR |
Award |
Maximum no. of Shares eligible to vest
|
Robert Begbie |
CEO, NatWest Markets |
LTI |
336,917 |
Helen Cook |
Chief HR Officer |
LTI |
277,679 |
Peter Flavel |
CEO, Wealth Businesses |
LTI |
253,792 |
Bruce Fletcher |
Chief Risk Officer, NatWest Group |
LTI |
360,982 |
David Lindberg |
CEO, Retail Banking |
Deferred Award |
92,803 |
Andrew McLaughlin |
CEO, RBS International |
LTI |
222,143 |
Simon McNamara |
Chief Administrative Officer |
LTI |
492,655 |
Katie Murray |
Chief Financial Officer |
LTI |
407,262 |
John-Paul Thwaite |
CEO, Commercial Banking |
LTI |
240,655 |
Jen Tippin |
Chief Transformation Officer |
Deferred Award |
488,714 |
The price per Share used on the grant of the above awards was £1.6746. The price is discounted to reflect the absence of dividend equivalents during the deferral period .
In April 2020, Alison Rose (CEO, NatWest Group plc) informed the Company that she did not wish to receive a 2021 LTI award.
The LTI awards were determined with reference to the performance of the relevant PDMRs against pre-determined performance targets. This was then subject to an overall pay restraint reduction to reflect the impact of the COVID-19 pandemic. A pre-vest performance assessment will take place for the LTI awards at the end of three years. Subject to this, LTI awards will be eligible to vest between 2024 and 2028.
The Deferred Awards were also determined with reference to an equivalent overall pay restraint reduction and will be eligible to vest between 2021 and 2028.
Malus provisions will apply to both LTI and Deferred Awards up until vesting and clawback provisions will apply for a period of seven years from the date of grant, this can be extended to ten years in certain circumstances. Vested Shares retained after payment of associated tax liabilities will be subject to a twelve-month retention period.
2. The Company announces that LTI and Deferred Awards, including buy-outs, over Shares vested on 8 March 2021 to the PDMRs set out below. The awards were granted under the Plan between March 2016 and November 2020. The number of Shares withheld to meet associated tax liabilities arising on vesting and the number of vested Shares retained by each PDMR is set out below:-
Name of PDMR |
Position of PDMR |
Award |
No. of Shares vested |
No. of Shares withheld to satisfy associated tax liability |
No. of vested Shares retained |
Robert Begbie |
CEO, NatWest Markets |
LTI |
39,648 |
19,061 |
20,587 |
Deferred Award |
103,143 |
49,586 |
|
||
53,557 |
|||||
Helen Cook |
Chief HR Officer |
LTI |
73,888 |
34,781 |
39,107 |
Deferred Award |
9,320 |
4,387 |
|
||
4,933 |
|||||
Peter Flavel |
CEO, Wealth Businesses |
LTI |
7,456 |
3,510 |
3,946 |
Deferred Award |
67,385 |
31,720 |
|
||
35,665 |
|||||
Bruce Fletcher1 |
Chief Risk Officer, NatWest Group |
Buy-out Award |
76,431 |
35,977 |
|
40,454 |
|||||
Andrew McLaughlin2 |
CEO, RBS International |
LTI |
50,803 |
0 |
50,803 |
Deferred Award |
80,466 |
0 |
|
||
80,466 |
|||||
Simon McNamara |
Chief Administrative Officer |
LTI |
217,036 |
104,335 |
|
112,701 |
|||||
Katie Murray |
Chief Financial Officer |
LTI |
40,333 |
18,986 |
21,347 |
Deferred Award |
61,326 |
28,868 |
|
||
32,458 |
|||||
Alison Rose |
Chief Executive Officer |
LTI |
248,839 |
117,131 |
|
131,708 |
|||||
John-Paul Thwaite |
CEO, Commercial Banking |
LTI |
26,636 |
12,539 |
14,097 |
Deferred Award |
77,926 |
36,682 |
|
||
41,244 |
|||||
Jen Tippin1 |
Chief Transformation Officer |
Buy-out Award |
101,524 |
47,789 |
|
53,735 |
|||||
1. Vested Shares retained after payment of associated tax liabilities will, where applicable, be subject to retention periods which mirror the retention periods applicable to the PDMR's awards granted by their previous employer. 2. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority. |
The market price used to meet associated tax liabilities was £1.8978.
Vested Shares retained after payment of associated tax liabilities will be subject to retention periods of between six and twelve months.
3. The Company announces that Shares were delivered to PDMRs on 8 March 2021, as set out below. The Shares delivered represent payment of a fixed share allowance for the three month period ending 31 March 2021 and have been calculated using a share price of £1.8660.
The number of Shares delivered, the number of Shares withheld to meet associated tax liabilities and the number of Shares retained by each PDMR is as follows:-
Name of PDMR |
Position of PDMR |
No. of Shares delivered |
No. of Shares withheld to satisfy associated tax liability |
No. of Shares retained |
Robert Begbie |
CEO, NatWest Markets |
43,543 |
20,933 |
22,610 |
Helen Cook |
Chief HR Officer |
16,413 |
7,726 |
8,687 |
Peter Flavel |
CEO, Wealth Businesses |
30,164 |
14,199 |
15,965 |
Bruce Fletcher |
Chief Risk Officer, NatWest Group |
44,883 |
21,127 |
23,756 |
David Lindberg |
CEO, Retail Banking |
43,543 |
20,496 |
23,047 |
Andrew McLaughlin 1 |
CEO, RBS International |
20,097 |
0 |
20,097 |
Simon McNamara |
Chief Administrative Officer |
43,543 |
20,933 |
22,610 |
Katie Murray |
Chief Financial Officer |
100,483 |
47,298 |
53,185 |
Alison Rose |
Chief Executive Officer |
147,375 |
69,371 |
78,004 |
John-Paul Thwaite |
CEO, Commercial Banking |
30,145 |
14,190 |
15,955 |
Jen Tippin |
Chief Transformation Officer |
55,266 |
26,015 |
29,251 |
1. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority. |
The market price used to determine the number of Shares withheld to meet associated tax liabilities was £1.8978. Shares retained after payment of associated tax liabilities will be held on behalf of PDMRs and will be released in instalments over a three year period.
All of the above transactions took place on the London Stock Exchange (XLON).
Legal Entity Identifier: 2138005O9XJIJN4JPN90
For further information contact:-
NatWest Group Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 20 7672 1758
NatWest Group Media Relations
+44(0)131 523 4205