Director/PDMR Shareholding
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS
Hays plc (the "Company")
In accordance with Disclosure and Transparency Rule 3.1.4R(1)(a), the Company
hereby notifies you of the following changes in the interests of directors and
persons discharging managerial responsibility ("PDMRs") in the Ordinary share
capital of the Company.
* Denotes a director of the Company.
DEFERRED ANNUAL BONUS PLAN (the "DAB")
Today, 1 October 2009, matching awards granted to PDMRs on 9 May 2007 partially
vested under the rules of the DAB, as detailed in the table below. Shares
originally acquired in May 2007 by the PDMRs in accordance with the rules of
the DAB ("deferred shares") with their post-tax bonus from the 2006 financial
year were also released today. The matching awards were made in respect of
deferred shares on a 1:1 matching basis (grossed-up to take account of the fact
the deferred shares were acquired with post-tax bonus). Shares under the
matching awards have vested for nil consideration as to 57.4% based on the
performance conditions of EPS (which applied to 75% of an award) and
International Net Fees (which applied to the remaining 25% of an award)
measured over the performance period 1 July 2006 to 30 June 2009. The balance
of the matching awards has lapsed. The vested shares under the matching awards
qualify for additional dividend equivalent shares.
Certain of the PDMRs today sold the number of shares shown below to meet the
tax liability on the vested element of the matching share award and dividend
equivalent shares and brokerage costs at a price of £1.01985 per share.
DEFERRED GRANTED VESTED DIVIDEND TOTAL
SHARES MATCHING MATCHING EQUIVALENT SHARES SHARES
NAME RELEASED AWARD AWARD SHARES RELEASED SOLD
Paul Venables* 18,555 31,449 18,051 2,626 39,232 8,496
Nigel Heap 23,587 44,087 25,305 3,682 52,574 0
Alison Yapp 11,793 19,988 11,473 1,668 24,934 5,399
PERFORMANCE SHARE PLAN (the "PSP")
Today, 1 October, PSP awards granted to PDMRs on 4 April 2007 partially vested
under the rules of the PSP, as detailed in the table below. Shares under the
PSP awards have vested for nil consideration as to 21.6% based on the
performance conditions of EPS (which applied to 50% of an award) and Economic
Profit (which applied to the remaining 50% of an award) measured over the
performance period 1 July 2006 to 30 June 2009. The balance of the PSP awards
has lapsed. The vested shares under the awards qualify for additional dividend
equivalent shares.
Certain of the PDMRs today sold the number of shares shown below to meet the
tax liability on the vesting element of the PSP award and dividend equivalent
shares and brokerage costs, or for other purposes, at a price of £1.01985 per
share.
GRANTED VESTED DIVIDEND TOTAL
PSP PSP EQUIVALENT SHARES SHARES
NAME AWARD AWARD SHARES RELEASED SOLD
Paul Venables* 514,196 111,066 16,169 127,235 52,272
Tim Cook 87,363 18,870 2,745 21,615 21,615
Nick Cox 224,258 48,439 7,049 55,488 22,797
Nigel Heap 169,798 36,676 5,338 42,014 0
Alison Yapp 142,028 30,678 4,464 35,142 14,438
As a result of the above transactions, the director's interests in the
Ordinary share capital of the Company (excluding share options and unvested
incentive shares but including shares held beneficially under deferred bonus
arrangements) now stands as follows:
Paul Venables: 586,859 shares
For further information in respect of this announcement please contact Neil
Tsappis, Deputy Company Secretary, Hays plc, +44(0)20 7383 2266.