Director/PDMR Shareholding

RNS Number : 1287I

Vodafone Group Plc

13 November 2008

 



Vodafone Group Plc ('the Company')

In accordance with Disclosure and Transparency Rule 3.1.4R(1), I have to inform you that on 12 November 2008, Michel Combes, a person discharging managerial responsibility, received a conditional award of performance shares over 3,326,701 Ordinary shares of US$0.11 3/7 each in the Company, in accordance with the Vodafone Global Incentive Plan (incorporating co-investment).

• The vesting of this award is conditional on continued employment with the Vodafone Group, the satisfaction of a performance condition approved by the Remuneration Committee and, in the case of some of the performance shares awarded, co-investment and retention of co-investment.  The performance measure is based on free cash flow performance with a multiplier that is based on comparative total shareholder return ('TSR') performance. The free cash flow performance is based on a three year cumulative adjusted cash flow figure. The target free cash flow level is set by reference to the Company's three year plan and market expectations, 12.5% of the award will vest for target performance, rising further to 50% vesting for maximum performance. The multiplier is based on the TSR of Vodafone Group Plc over the three year performance period 1 April 2008 to 31 March 2011 relative to a peer group of five companies within the European Telecoms sector as well as one emerging market composite. There will be no increase in vesting until TSR performance exceeds median, at which point the multiplier will increase up to two on a linear basis for upper quintile performance. The maximum vesting is 100% for maximum free cash flow performance (50%) and maximum TSR performance (multiplier of 2). For further details of the Plan, please see page 74 of the Company's 2008 Annual Report, available at www.vodafone.com.

• This award is also conditional on Mr Combes, who is a member of the Executive Committee, being compliant with the Company's share ownership guidelines, which provide that he will acquire and maintain a minimum level of shareholding equivalent to two times salary.  

P R S Howie
Deputy Group Company Secretary

 

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