Director/PDMR Shareholding

RNS Number : 0207F

Trinity Mirror PLC

17 May 2013

Trinity Mirror plc

17 May 2013

Trinity Mirror plc (the "Company")

The independent trustee (the "Trustee") of the Trinity Mirror Employees' Benefit Trust based in Jersey (the "Trust") notified the Company that on 17 May 2013 it granted Awards under the Trinity Mirror Long Term Incentive Plan 2012 ("the LTIP") to acquire ordinary shares in the capital of the Company in the form of nil-cost options to Persons Discharging Managerial Responsibility ("PDMR") within the Company, in the amounts set out below.

The LTIP was approved by shareholders at the Annual General Meeting of the Company held on 10 May 2012.

Under the terms of the LTIP, awards are exercisable from the third anniversary of their date of grant for a period of six months and subject to the satisfaction of conditions relating to the performance of the Company over the three financial years to which an award relates.

The Awards will become exercisable as follows:

· 0% of an Award will be exercisable if the Company's share price is 150p or below.

· 100% of an Award will be exercisable if the Company's share price is 225p or above; and

If the Company's share price is between 150p and 225p, the number of Shares over which the Award will be exercisable will be determined by straight-line interpolation between these two points.

Closing Average Adjusted Share Price at end of Performance Period	Percentage of total number of Shares under Award over which Award can be exercised
150 pence	0%
165 pence	20%
180 pence	40%
195 pence	60%
210 pence	80%
225 pence	100%

Whether a target share price has been achieved will be determined by reference to the Company's volume-weighted average share price over the final quarter of the Performance Period.

In addition, for an Award to become exercisable:

· the growth in the Company's 3 year TSR must exceed that of the FTSE All-Share Index over the Performance Period; and

· the Remuneration Committee must be satisfied that the Company's share price performance is a genuine reflection of the underlying business performance of the Company over the Performance Period. When assessing whether they are satisfied that the Company's share price performance is a genuine reflection of the Company's business performance the Remuneration Committee will take into account factors including revenues, free cash flow, and change in net debt over the period. The Committee will be guided in its assessment by a review of performance against these metrics, based on the audited results, which it will undertake prior to vesting. The Committee will consider both a quantitative and qualitative analysis of the performance and will take account of any relevant internal and external factors to help ensure that unexpected events during the period are considered properly.

The total exercise price payable on any exercise of a LTIP award is £1. Nothing is paid for the grant of the award.

The introduction of the LTIP was part of an overall rebalancing of the Company's remuneration policy from short-term remuneration to long-term incentives.

The base price for calculating the level of award was 91.3p, the average mid market closing price on between 15^th and 22^nd March 2013.

The following new LTIP awards were made:

PDMR	Number of Shares
Simon Fox Chief Executive	788,608
Mark Hollinshead Chief Operating Officer	451,807
Vijay Vaghela Group Finance Director	565,170
Paul Vickers Secretary and Group Legal Director	451,807