Director/PDMR Shareholding

RNS Number : 4212L

Berkeley Group Holdings (The) PLC

30 September 2016

 

30 September 2016

The Berkeley Group Holdings plc

(the "Company")

Notification of Total Voting Rights and Transactions of persons discharging managerial responsibilities

Total Voting Rights

Further to the announcement made by the Company on 20 September 2016, an additional 1,900,000 ordinary shares of 5p each of the Company ("Shares") were admitted to trading on 22 September 2016 and issued to The Berkeley Group Holdings plc Employee Benefit Trust (the "EBT"). 

As at 30 September 2016 the Company's issued share capital consists of 140,157,183 Shares, including 886,833 Shares held in Treasury.

The Company's issued share capital with one voting right per share therefore consists of 139,270,350 Shares.  This figure should be used by shareholders in the Company as the denominator when determining whether they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the UK Financial Conduct Authority's Disclosure and Transparency Rules.

Of the new Shares issued to the EBT, 1,798,327 Shares have been utilised to satisfy options vested under The Berkeley Group Holdings plc 2011 Long-Term Incentive Plan ("the 2011 LTIP"), net of the exercise price of £10 per Share and employee income tax and national insurance contributions.

Directors' Shareholdings

On 30 September 2016, 33% of the options to acquire Shares granted under the 2011 LTIP vested.

The Company was notified on 30 September 2016 that the Directors detailed below had exercised their options to acquire Shares at an option exercise price of £10 per Share.  The Company was also notified on 30 September 2016 that the EBT had transferred Shares to those Directors net of the option exercise price and employee's income tax and national insurance contributions as detailed in the below table. 

Vesting of 2011 LTIP

Name of Director	Number of Shares received following exercise of Option	Percentage of Issued Share Capital	Total Holding following Notification (1)	Percentage of Issued Share Capital held following Notification
A W Pidgley	a) 545,368	a) 0.39%	a) 6,498,916 (beneficial) b) 545,368    (Mrs S J Pidgley) c) 19,183      (non-beneficial)	a) 4.67% b) 0.39% c) 0.01%
R C Perrins	a) 525,536	a) 0.38%	a) 1,181,048 (R C Perrins) b) 1,021,086 (Mrs V W Perrins)	a) 0.85% b) 0.73%
R J Stearn	a) 100,306	a) 0.07%	a) 52,088 (R J Stearn) b) 66,947 (Mrs J P Stearn)	a) 0.04% b) 0.05%
S Ellis	a) 236,492	a) 0.17%	a) 23,649 (S Ellis) b) 326,502 (Mrs K Ellis)	a) 0.02% b) 0.23%
G J Fry	a) 196,182	a) 0.14%	a) 1,547,509	a) 1.11%
K Whiteman	a) 105,107	a) 0.08%	a) 167,852 (K Whiteman) b) 90,258 (Mrs M Whiteman)	a) 0.12% b) 0.06%

1.       A W Pidgley transferred the resultant Shares to his spouse, Mrs S J Pidgley.  R C Perrins transferred the resultant Shares to his spouse, Mrs V W Perrins.  S Ellis transferred 212,843 of the resultant Shares to his spouse, Mrs K Ellis.  R J Stearn transferred 50,000 of the resultant Shares to his spouse, Mrs J P Stearn.

2.       Vested options can be exercised up to and including 4 September 2026 subject to the rules of the 2011 LTIP.

The Company was also notified on 30 September 2016 that four Directors had sold Shares following the exercise of their options as specified in the table below.

Name of Director	Number of Shares sold	Percentage of Issued Share Capital	Total Holding following Notification	Percentage of Issued Share Capital held following Notification
S Ellis	a) 23,649	a) 0.02%	a) 0 (S Ellis) b) 326,502 (Mrs K Ellis)	a) 0.00% b) 0.23%
G J Fry	a) 19,618	a) 0.01%	a) 1,527,891	a) 1.10%
R J Stearn	a) 10,030	a) 0.01%	a) 42,058 (R Stearn) b) 66,947 (Mrs J P Stearn)	a)  0.03% b)  0.05%
K Whiteman	a) 10,510	a) 0.01%	a) 157,342 (K Whiteman) b) 90,258 (Mrs M Whiteman)	a) 0.11% b) 0.06%

Notes:

1.       S Ellis, G J Fry, R J Stearn and K Whiteman sold the maximum 10% of Shares acquired on exercise of their options as permitted under the 2011 LTIP rules at a price of £24.576365 per Share. 

Sale of Shares by a Director and a Person Closely Associated with a Director of the Company

The Company was also notified that on 30 September 2016 the following transactions were undertaken by Mrs K Ellis, a Person Closely Associated ("PCA") with Mr S Ellis, a Director of the Company and Mr G Fry, a Director of the Company.  These Shares were owned prior to today's vesting under the 2011 LTIP and are free of any sale restrictions.

Name of Director / PCA	Number of Shares sold	Percentage of Issued Share Capital	Total Holding following Notification	Percentage of Issued Share Capital held following Notification
a) S Ellis b) Mrs K Ellis	a) 0 b) 36,351	a) 0 b) 0.03%	a) 0 b) 290,151 (Mrs K Ellis)	a) 0.00% b) 0.21%
G J Fry	a) 20,000	a) 0.01%	a) 1,507,891	a) 1.08%

The Shares were sold on 30 September 2016 at £24.561513 per Share.

Holding(s) in Company

Following the Admission on 22 September 2016, the EBT's direct interest in the Company's shares was 2,223,199 Shares, representing 1.60% of the Total Voting Rights.

Following the vesting and transfer of Shares noted above, the EBT's direct interest in the Company's shares decreased to 424,872 Shares, representing 0.31% of the Total Voting Rights.

This announcement has been released pursuant to DTR 5.6.1 and DTR 5.8.12 and the information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.

For further information please contact:

Novella Communications                                                

Tim Robertson                                                              

T: 020 3151 7008

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Anthony Pidgley
2.	Reason for the notification
b)	Position / status	Chairman
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Transfer of Ordinary Shares to Mrs Sarah Jane Pidgley.
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 2.   nil 1.   545,368 2.   545,368
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   Outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Gregory Fry
2.	Reason for the notification
b)	Position / status	Divisional Executive Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Sale of Ordinary Shares 3.   Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 2.   £24.58 3.   £24.56 1.   196,182 2.   19,618 3.   20,000
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction 39,618 £24.569
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   London Stock Exchange, Main Market (XLON) 3.   London Stock Exchange, Main Market (XLON)

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Karl Whiteman
2.	Reason for the notification
b)	Position / status	Divisional Executive Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   Nil 2.   £24.58 1.   105,107 2.   10,510
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   London Stock Exchange, Main Market (XLON)

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mrs Jennifer Stearn
2.	Reason for the notification
b)	Position / status	Person closely associated to Mr Richard Stearn, Group Finance Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Acquisition of Ordinary Shares transferred from Mr Richard Stearn.
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 1.   50,000
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mrs Karen Ellis
2.	Reason for the notification
b)	Position / status	Person closely associated to Mr Sean Ellis, Divisional Executive Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Sale of Ordinary Shares 2.   Acquisition of Ordinary Shares transferred from Mr Sean Ellis.
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   £24.56 2.   nil 1.   36,351 2.   212,843
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   London Stock Exchange, Main Market (XLON) 2.   outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mrs Sarah Jane Pidgley
2.	Reason for the notification
b)	Position / status	Person closely associated to Mr Anthony Pidgley, Chairman
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Acquisition of Ordinary Shares transferred from Mr Anthony Pidgley.
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 1.   545,368
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mrs Vanessa Perrins
2.	Reason for the notification
b)	Position / status	Person closely associated to Mr Robert Perrins, Managing Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Acquisition of Ordinary Shares transferred from Mr Robert Perrins
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 1.   525,536
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Richard Stearn
2.	Reason for the notification
b)	Position / status	Group Finance Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Transfer of Ordinary Shares to Mrs Jennifer Stearn. 3.   Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 2.   nil 3.   £24.58 1.   100,306 2.   50,000 3.   10,030
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   Outside a trading venue 3.   London Stock Exchange, Main Market (XLON)

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Robert Perrins
2.	Reason for the notification
b)	Position / status	Managing Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Transfer of Ordinary Shares to Mrs Vanessa Perrins.
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 2.   nil 1.   525,536 2.   525,536
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   Outside a trading venue

The notification set out below is provided in accordance with the requirements of the EU Market Abuse Regulation

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Mr Sean Ellis
2.	Reason for the notification
b)	Position / status	Divisional Executive Director
c)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	The Berkeley Group Holdings plc
b)	LEI	2138009OQSSLVVHQAL78
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each ISIN: GB00B02L3W35
b)	Nature of the transaction(s)	1.   Exercise of options over Ordinary Shares of 5p each which vested under The Berkeley Group Holdings plc 2011 Long Term Incentive Plan resulting in the acquisition of Ordinary Shares net of the exercise price of £10 per Ordinary Share and employee's income tax and national insurance contributions. 2.   Transfer of Ordinary Shares to Mrs Karen Ellis. 3.   Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) 1.   nil 2.   nil 3.   £24.58 1.   236,492 2.   212,843 3.   23,649
d)	Aggregated information -     Aggregated volume -     Price	n/a single transaction
e)	Date of the transaction	2016-09-30
f)	Place of the transaction	1.   Outside a trading venue 2.   Outside a trading venue 3.   London Stock Exchange, Main Market (XLON)

 

END

 

 

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