Director/PDMR Shareholding

Old Mutual PLC 09 April 2008 Ref 85/08 9 April 2008 Share interests of persons discharging managerial responsibilities (PDMRs) 1. Grant of share options to Executive Directors The following options over shares in Old Mutual plc (the Company) were granted on 3 April 2008 under the Company's Share Option and Deferred Delivery Plan (the SOP) to the following directors of the Company: Director Number of shares Exercise Price ------------- ---------------- ----------- J C Nicholls 426,137 £1.232 J V F Roberts 426,137 £1.232 J H Sutcliffe 1,298,702 £1.232 The above options are for a period of six years, but may not generally, under the rules of the SOP, be exercised until the third anniversary of grant and then only subject to the fulfilment of performance targets set by the Remuneration Committee of the Company. No consideration was payable for these grants. The total number of shares now held under option under the SOP by the above directors (following the above grants) is as follows: Executive Total No. of shares No. of unvested No. of vested Director under option option shares option shares ------------- ------------------- --------------- ------------- J C Nicholls 1,610,025 1,610,025 - J V F Roberts 2,584,108 1,277,284 1,306,824 J H Sutcliffe 5,059,711 2,990,190 2,069,521 2. Grant of Restricted Share Awards to Executive Directors The following deferred short-term incentive awards over shares in the Company were granted on 3 April 2008 under the Company's Restricted Share Plan (the RSP) to the following directors of the Company: Director Number of shares ------------- ---------------- J C Nicholls 91,978 J V F Roberts 93,104 J H Sutcliffe 134,738 The shares will generally only be released three years after the date of the award if the director remains in employment with the Group until then. Mr Nicholls, Mr Roberts and Mr Sutcliffe have elected to participate in the bonus matching scheme pursuant to the RSP for the year ended 31 December 2007. Mr Nicholls and Mr Sutcliffe have elected to use all of their net annual cash incentives for the year ended 31 December 2007 to purchase Old Mutual plc shares, whilst Mr Roberts has elected to pledge existing shares, equal in value to 100% of his net annual cash incentive for the year ended 31 December 2007. The following shares in the Company were purchased (or pledged) with that part of their net of tax cash awards for which they made such elections and the following related matching awards were granted under the RSP on 3 April 2008: Director Gross Net No. of Price per No. of shares incentive incentive shares share under the RSP bought or (including matching award pledged costs) ------------- --------- --------- --------- ---------- -------------- J C Nicholls £226,631 £133,703 107,802 £1.240 184,404 J V F Roberts - - 110,131* £1.229 186,661 J H Sutcliffe £331,991 £195,861 157,920 £1.240 270,133 *based on a net incentive equivalent of £135,350 The matching awards will generally only be released three years after the date of the award if the director remains in employment with the Group until then and the performance conditions applicable thereto have been fulfilled. The personal shares bought or pledged are held in the director's name until the date of vesting or lapse (whichever first occurs) of the matching award. The SOP awards (up to 100% of salary) and the matching awards are subject to a Sterling-denominated IFRS Earnings per Share (IFRS EPS) performance target linked to UK RPI, under which growth in IFRS EPS must exceed the accumulated growth in UK RPI over the three-year vesting period by 9%. For SOP awards of between 100% and 200% of salary IFRS EPS must exceed the accumulated growth in UK RPI over the three-year vesting period by 12%. The total numbers of shares in the Company contingently held under the RSP by the directors concerned (including the above awards) are now as follows: Executive No. of Restricted Shares No. of Restricted Shares in respect Director under the bonus matching of deferred short-term incentives / arrangement welcome awards ------------- ------------------------ ----------------------------------- J C Nicholls 366,946 968,362 J V F Roberts 622,941 369,014 J H Sutcliffe 1,018,441 513,353 The total numbers of shares in the Company in which the directors concerned (together with their connected persons for the purposes of section 252 of the UK Companies Act 2006) are beneficially interested (excluding the RSP awards which have not yet vested and all unexercised share option shares) are as follows: Executive Director Old Mutual plc shares ------------------ --------------------- J C Nicholls 214,566 J V F Roberts 806,546 J H Sutcliffe 1,850,689 3. Grant of share options to other PDMRs The following options over shares in the Company with an exercise price of £1.232 per share (R19.10 for Mr Hanratty) were granted on 3 April 2008 under the SOP (and for Mr Hanratty under the OMSA Management Incentive Share Plan (MISP)) to the following PDMRs: PDMR Role of PDMR Number of shares -------------- ------------------------------------------ ---------------- R Harris Group Risk Director 44,588 P Hanratty Managing Director, Old Mutual South Africa 359,599 R Head Group Director, Southern Africa 140,443 B Hult Head of Nordic, Skandia 36,559 R Galdon Head of Europe & Latin America, Skandia 200,678 N Poyntz-Wright Head of UK & Offshore, Skandia 234,958 The above options are for a period of six years, but may not generally, under the rules of the SOP and the MISP, be exercised until the third anniversary of grant and then only subject to the fulfilment of performance targets set by the Remuneration Committee of the Company. No consideration was payable for these grants. The SOP and MISP awards are subject to a Sterling-denominated IFRS EPS performance target linked to UK RPI, under which growth in IFRS EPS must exceed the accumulated growth in UK RPI over the three-year vesting period by 9% for awards equal in value to a maximum of 100% of basic salary. For awards of between 100% and 200% of salary, IFRS EPS must exceed the accumulated growth in UK RPI over the three-year vesting period by 12%. The total numbers of shares now held under option or as deferred delivery awards under the SOP and the MISP by the above PDMRs (including the above grants) are as follows: PDMR Total No. of Option / Deferred No. of No. of vested Delivery shares under award unvested shares shares -------------- ------------------------------ -------- ------------- R Harris 44,588 44,588 - P Hanratty 1,028,445 815,849 212,596 R Head 1,148,336 437,487 710,849 B Hult 36,559 36,559 - R Galdon 358,967 358,967 - N Poyntz-Wright 423,408 423,408 - 4. Grant of restricted shares to other PDMRs The following restricted share awards over shares in the Company were granted under the RSP (and for Mr Hanratty under the MISP) to the following PDMRs: PDMR Date of award Number of shares --------------- ------------- ---------------- R Harris 3 April 2008 26,753 P Hanratty 3 April 2008 323,639 R Head 3 April 2008 84,266 B Hult 3 April 2008 7,312 R Galdon 3 April 2008 40,136 N Poyntz-Wright 3 April 2008 46,992 T Turpin 3 April 2008 469,657 T Turpin 7 April 2008 250,000 Mr Head, Mr Hult, Mr Galdon and Mr Poyntz-Wright have elected to participate in the bonus matching scheme pursuant to the RSP for the year ended 31 December 2007. Mr Hult, Mr Galdon and Mr Poyntz-Wright have elected to use 25% of their net annual cash incentives for the year ended 31 December 2007 to purchase Old Mutual plc shares, whilst Mr Head has elected to pledge existing shares, equal in value to 50% of his net annual cash incentive for the year ended 31 December 2007. The following shares in the Company were purchased (or pledged) with that part of their net of tax cash awards for which they made such elections and the following related matching awards were granted under the RSP on 3 April 2008: PDMR Gross Net No. of Price per No. of shares incentive incentive shares share under the RSP used used bought/ (including matching award pledged costs) -------------- ----------- ---------- ------- ---------- -------------- R M Head - - 67,577* £1.229 67,577 B Hult SEK 106,167 SEK 44,524 2,925 £1.292 7,330 R Galdon £49,447 £29,171 23,474 £1.243 40,233 N Poyntz-Wright £57,894 £34,154 27,483 £1.243 47,106 *based on a net incentive equivalent of £83,052 The matching awards will generally only be released three years after the date of the award if the PDMR remains in employment with the Group until then and the performance condition applicable thereto has been fulfilled. The personal shares bought or pledged are held in the PDMR's name until the date of vesting or lapse (whichever first occurs) of the matching award. The matching awards are subject to a Sterling-denominated IFRS EPS performance target linked to UK RPI, under which growth in IFRS EPS must exceed the accumulated growth in UK RPI over the three-year vesting period by 9%. The total numbers of restricted shares in the Company contingently held under the RSP or the MISP by the PDMRs concerned (including the above awards) are now as follows: PDMR Number of shares Number of vested shares -------------- ---------------- ----------------------- R Harris 226,625 - P Hanratty 758,452 84,392 R Head 353,619 - B Hult 89,236 - R Galdon 227,884 - N Poyntz-Wright 268,631 - T Turpin 1,619,878 - The total numbers of shares in the Company in which Mr Head, Mr Hult, Mr Galdon and Mr Poyntz-Wright (together with their connected persons for the purposes of section 252 of the UK Companies Act 2006) are beneficially interested (excluding the RSP awards which have not yet vested and all unexercised share option shares) are as follows: PDMR Old Mutual plc shares --------------- --------------------- R Head 311,307 B Hult 2,925 R Galdon 41,866 N Poyntz-Wright 70,467 5. Grant of share options under the Old Mutual UK Sharesave Plan Following the annual invitation to eligible employees under the Old Mutual UK Sharesave Plan (the Sharesave Plan), options were granted on 2 April 2008 over a total of 7,350,440 shares in the Company to 1,168 employees, at an exercise price of £0.90 per share. In accordance with the rules of the Sharesave Plan, this exercise price represented a 20% discount to the average market price at which the Company's shares traded on the London Stock Exchange on the reference dates of 11, 12 and 13 March 2008. As part of the grant, both Mr Poyntz-Wright and Mrs Rosie Harris received options over a total of 10,666 shares at an exercise price of £0.90 per share, exercisable between 1 June 2011 and 30 November 2011. Mr Poyntz-Wright's previous option under the Sharesave Plan (granted on 4 April 2007 over 7,213 shares at £1.31 per share) has been cancelled by Mr Poyntz-Wright. 6. Dealings in Nedbank Group Ordinary Shares by a PDMR The following Nedbank Group ordinary shares were purchased by Mr Boardman on 4 April 2008 and were committed to the Nedbank Group's 2008 Matched Share Scheme on that date: PDMR Number of Nedbank Group Price per Total value shares acquired share ------------ ----------------------- --------- ------------- T A Boardman 8,740 R117.83 R1,029,821.09 In addition, Mr Boardman committed 11,260 previously acquired Nedbank Group ordinary shares to the 2008 Matched Share Scheme on 4 April 2008, as set out below: PDMR Number of Nedbank Group Price per Total value shares acquired share ------------ ----------------------- --------- ------------- T A Boardman 11,260 R117.83 R1,326,748.91 The shares acquired and committed are in terms of the rules as set out in the Nedbank Group (2005) Share Option, Matched Share and Restricted Share Scheme. 7. Share Option exercise and restricted share lapse for a PDMR Mr S F Powers, the outgoing Chief Executive Officer of Old Mutual US Operations, exercised share options under the SOP on 8 April 2008 as follows: Date of Option shares Exercise Sale No. of shares Gain in exercise exercised price Price sold sterling ---------- ------------- -------- ------- ------------- -------- 8 April 08 2,059,002 £0.8625 £1.2455 2,059,002 £788,598 8 April 08 532,518 £0.9525 £1.2455 532,518 £156,028 As a result of Mr Powers leaving the Old Mutual Group, the following restricted share awards will lapse on 20 April 2008, his final date of employment: Date of award Shares held under award ------------- ----------------------- 27 April 2005 343,075 29 March 2006 863,752 30 March 2007 747,924 Old Mutual For further information on Old Mutual plc, please visit the corporate website at www.oldmutual.com Enquiries Investor Relations Aleida White UK +44 (0)20 7002 7287 Deward Serfontein SA +27 (0)82 810 5672 Media Matthew Gregorowski UK +44 (0)20 7002 7133 Nad Pillay SA +27 (0)21 504 8026 This information is provided by RNS The company news service from the London Stock Exchange
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