Smiths Group plc
DTR 3.1.4R(1)
Notification of Transaction of Directors, Persons Discharging Managerial Responsibility or Connected Persons
Smiths Group plc ('the Company') announces that, following the approval of the Company's Value Sharing Plan ('the Plan') at an Extraordinary General Meeting of the Company held yesterday, 28 July 2008, awards over ordinary shares of 37.5p each in the Company ('Shares') were granted under the Plan on 28 July 2008 to persons discharging managerial responsibility ('PDMRs') (including the two executive directors of the Company) as set out below.
Full details of the Plan are set out in the Notice of EGM dated 4 July 2008. The Plan is designed to be operated on a one-off basis with participants sharing in 'surplus value' created above a hurdle. Participants will not receive any value if the hurdle is not exceeded. Under the Plan, participants are conditionally awarded a specified number of Shares for achieving predetermined levels of outperformance of the relevant hurdle, expressed as a number of Shares for every £5m of surplus value created. In addition to the Plan for participants with group-wide responsibilities, similar arrangements have been established, to reward surplus value created at divisional level, for executives with responsibility for the Company's five main divisions - Smiths Medical, Smiths Detection, John Crane, Smiths Interconnect and FlexTek.
For participants with group-wide responsibilities (including the two executive directors), surplus value will be determined separately by reference to two performance conditions - the Company's total shareholder return performance ('Surplus Shareholder Value') and profit before tax performance ('Surplus Internal Value'). Each performance condition will be measured separately over three and four year performance periods, ending 31 July 2011 and 31 July 2012 respectively.
Details of the awards to the participants with group-wide responsibilities (including the two executive directors) are as follows:
|
Number of Shares accrued by reference to each £5m of Surplus Value created above the relevant hurdle: |
|
Director/PDMR |
Surplus Shareholder Value |
Surplus Internal Value |
Philip Bowman (Director) |
|
|
John Langston (Director) |
|
|
Arnold Wagner (PDMR) |
|
|
For participants with divisional responsibilities, surplus value will be determined by reference to each division's internal value (which will be determined by reference to growth in divisional headline operating profit) in excess of a hurdle ('Surplus Divisional Value') over the three and four year performance periods.
Details of the awards to the divisional heads, all of whom are PDMRs, are as follows:
PDMR |
Division |
Number of Shares accrued by reference to each £5m of Surplus Divisional Value created above the relevant hurdle |
Srini Seshadri |
Smiths Medical |
|
Stephen Phipson |
Smiths Detection |
|
Paul Cox |
John Crane |
|
Tedd Smith |
FlexTek |
|
The divisional head role at Smiths Interconnect is currently vacant.
Name of contact and telephone number for queries: Neil Burdett - +44 (0) 20 8457 8229
Name of duly authorised officer of issuer responsible for making notification: Neil Burdett
Date of notification: 29 July 2008
ENDS
Media
Anthony Cardew
+44 (0) 20 7930 0777
Investor Relations
Peter Durman
+44 (0) 20 8457 8403