AstraZeneca PLC
23 May 2006
Dealing by Directors
Companies Act 1985 Sections 324/329
We hereby inform you that, on 19 May 2006, David R Brennan, a Director of
AstraZeneca PLC, was granted an option under the AstraZeneca Share Option Plan
over the Company's USD0.25 Ordinary Shares as follows.
Number of shares over which Exercise price per Period when exercisable Total number of shares
option is granted share under option
22,910 2848p 19.5.09-18.5.16 See below
The option will become exercisable on 19 May 2009 subject to certain performance
conditions. The conditions, which will not be subject to any retesting, are
that the earnings per share of the Company must increase by the increase in the
UK Retail Prices Index plus 5% per annum on average over three years, and that
no significant unforeseen event has taken place which, in the reasonable opinion
of the Remuneration Committee, has resulted in major reputational damage to
AstraZeneca, and the circumstances of which are exceptional enough to justify
the option not vesting and becoming exercisable. Failure to satisfy either or
both of these conditions will result in the lapse of the option in its entirety.
Mr Brennan has previously received grants of options over the Company's American
Depositary Shares (ADSs). One ADS equals one Ordinary Share. Following the
grant of options referred to above, David Brennan has options over 110,641
Ordinary Shares and 440,643 ADSs.
We also inform you that on 19 May 2006 David R Brennan, a Director of
AstraZeneca PLC, was granted an award under the terms of the AstraZeneca
Performance Share Plan over the Company's USD0.25 Ordinary Shares as follows.
Target number of Award price per Normal vesting date Total interest in shares Percentage of
shares awarded share after this award shares in issue
19,092 2848p 19 May 2009 See below See below
The AstraZeneca Performance Share Plan was approved by shareholders at the
Company's AGM in 2005. Awards made under the Plan may not generally vest before
the third anniversary of the relevant date of grant nor unless the specified
performance target(s) have been met at the end of the three year period which,
for this award, is 1 January 2006 to 31 December 2008.
The performance target that applies to this award is the Company's Total
Shareholder Return ('TSR') compared to the TSR of a selected peer group of 12
other pharmaceutical companies. The actual number of shares to which a
participant may become unconditionally entitled will depend on the extent to
which the performance target(s) have been met. A summary of the Plan, including
a more detailed explanation of the performance target(s), can be found in the
AstraZeneca Annual Report and Form 20-F Information 2005 which is available on
the Company's website www.astrazeneca.com.
Mr Brennan has interests in both the Company's Ordinary Shares and American
Depositary Shares (ADSs). One ADS equals one Ordinary Share. Following the
award of Ordinary Shares referred to above, Mr Brennan now has an interest in
98,553 Ordinary Shares and 167,453 ADSs, which together represent approximately
0.017% of the number of shares currently in issue.
G H R Musker
Company Secretary
23 May 2006
This information is provided by RNS
The company news service from the London Stock Exchange
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