Director/PDMR Shareholding
SMG PLC
16 March 2006
NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY AND CONNECTED PERSONS
This form is intended for use by an issuer to make an RIS notification required
by DR 3.1.4R(1)
(1) An issuer making a notification in respect of a transaction relating to the
shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.
(2) An issuer making a notification in respect of a derivative relating to the
shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23
and 24.
(3) An issuer making a notification in respect of options granted to a director/
person discharging managerial responsibilities should complete boxes 1 to 3
and 17 to 24.
(4) An issuer making a notification in respect of a financial instrument
relating to the shares of the issuer (other than a debenture) should
complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.
Please complete all relevant boxes in block capital letters.
1. Name of the issuer
SMG plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(r)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
Relates to both (i) and (ii)
3. Name of person discharging managerial responsibilities/director
Chris Masters (Chairman)
David Dunn (Non-Exec Director)
Steve Maine (Non-Exec Director)
Allan Shiach (Non-Exec Director)
MT Rainey (Non-Exec Director)
Martyn Smith (Non-Exec Director)
Tim Gardam (Non-Exec Director)
Donald Emslie (Director)
Andrew Flanagan (Director)
George Watt (Director)
Fru Hazlitt (Person Discharging Managerial Responsibilities)
Peter McGrath (Person Discharging Managerial Responsibilities)
Naren Patel (Person Discharging Managerial Responsibilities)
Callum Spreng (Person Discharging Managerial Responsibilities)
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify
the connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
Notification is respect of holdings of the persons referred to in 3 above
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of 2.5 pence each
7. Name of registered shareholder(s) and, if more than one, the number of
shares held by each of them
Chris Masters 15,895
David Dunn 6,010
Steve Maine 14,464
Allan Shiach 14,507
MT Rainey 1,374
Martyn Smith 650
Tim Gardam 0
Donald Emslie 1,381,896
Andrew Flanagan 2,772,521
George Watt 1,096,455
(the above figures for Donald Emslie, Andrew Flanagan and George Watt
includes options and connected person interests)
Fru Hazlitt 1,687
Peter McGrath 17,670
Naren Patel 16,699
Callum Spreng 3,342
8. State the nature of the transaction
(i) Share element of non-executive director's basic fee in accordance with
Board policy
(ii) Awards under SMG's Long-Term Incentive Plan. These awards are subject
to the satisfaction of stringent performance conditions and continued
employment throughout a holding period of three years from the date of
grant.
9. Number of shares, debentures or financial instruments relating to the
shares acquired
(i) Chris Masters 7,612
David Dunn 2,377
Steve Maine 2,379
Allan Shiach 1,803
MT Rainey 2,785
Martyn Smith 2,809
Tim Gardam 1,147
(ii) Donald Emslie 289,156
Andrew Flanagan 636,144
George Watt 245,783
Fru Hazlitt 202,409
Peter McGrath 139,759
Naren Patel 166,987
Callum Spreng 115,662
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
(i) Chris Masters 0.00242%
David Dunn 0.00075%
Steve Maine 0.00076%
Allan Shiach 0.00057%
MT Rainey 0.00088%
Martyn Smith 0.00089%
Tim Gardam 0.00036%
(ii) Donald Emslie 0.09180%
Andrew Flanagan 0.20195%
George Watt 0.07803%
Fru Hazlitt 0.06426%
Peter McGrath 0.04437%
Naren Patel 0.05301%
Callum Spreng 0.03672%
11. Number of shares, debentures or financial instruments relating to shares
disposed
N/A
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
N/A
13. Price per share or value of transaction
(i) £0.84
(ii) £0.83
14. Date and place of transaction
14 March 2005
15. Total holding following notification and total percentage holding
following notification (any treasury shares should not be taken into
account when calculating percentage)
(i) Chris Masters 23,507 0.00746%
David Dunn 8,387 0.00266%
Steve Maine 16,843 0.00535%
Allan Shiach 16,310 0.00518%
MT Rainey 4,159 0.00132%
Martyn Smith 3,459 0.00110%
Tim Gardam 1,147 0.00036%
(ii) Donald Emslie 1,671,052 0.53050%
Andrew Flanagan 3,408,665 1.08214%
George Watt 1,342,238 0.42612%
(the above figures for Donald Emslie, Andrew Flanagan and George Watt
includes options and connected person interests)
Fru Hazlitt 1,687 0.00054%
Peter McGrath 17,670 0.00561%
Naren Patel 16,699 0.00530%
Callum Spreng 3,342 0.00106%
16. Date issuer informed of transaction
15 March 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17. Date of grant
N/A
18. Period during which or date on which it can be exercised
N/A
19. Total amount paid (if any) for grant of the option
N/A
20. Description of shares or debentures involved (class and number)
N/A
21. Exercise price (if fixed at time of grant) or indication that price is to
be fixed at the time of exercise
N/A
22. Total number of shares or debentures over which options held following
notification
N/A
23. Any additional information
N/A
24. Name of contact and telephone number for queries
Sara Clarke - Company Secretary
0141 300 3074
Name of duly authorised officer of issuer responsible for making notification
Sara Clarke - Company Secretary
Date of notification
16 March 2006
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