Director/PDMR Shareholding

RNS Number : 1416V

Cairn Energy PLC

04 April 2019

 

FOR IMMEDIATE RELEASE                                                                                                   4 April 2019

CAIRN ENERGY PLC ("Cairn" or "the Company")

Interests of Directors / Persons Discharging Managerial Responsibility ("PDMRs")

in the Company's Shares

1.         Exercise of balance of 2015 Awards under the Company's Long Term Incentive Plan 2009 ("the 2009 LTIP")

Cairn announces that, on 3 April 2019, it received notices of exercise from the Executive Directors and PDMRs detailed below in relation to Awards over ordinary shares of 231/169 pence each ("Shares") that had originally been granted under the rules of the 2009 LTIP on 19 March 2015.

These exercises relate to the proportions of the above Awards that originally vested on 26 March 2018 but which were subject to a further holding period of one year.

A summary of the above events / transactions is as follows:

Executive Director / PDMR	Shares originally subject to Award	Total Shares that vested on 26 March 2018	Shares in respect of which Award became exercisable on 3 April 2019	Shares acquired on 3 April 2019 pursuant to the exercise of Award
Simon Thomson, Chief Executive	877,190	496,927	248,464	248,464
James Smith, Chief Financial Officer	570,529	323,204	161,602	161,602
Paul Mayland, Chief Operating Officer	476,188	269,760	134,880	0*
Brita Holstad, Regional Director, UK & Norway	205,312	116,309	58,155	58,155
Douglas Taylor, Deputy Finance Director	178,222	100,962	50,481	50,481
David Nisbet, Director, Corporate Affairs	202,728	114,845	57,423	57,423

* Paul Mayland has chosen not to exercise his Award at this time.

The above Awards (which are in the form of "nil-cost" options) vested, in part, on 26 March 2018 following the expiry of the applicable three-year performance period.  The extent of such vesting reflected the fact that the Company's total shareholder return over that period was above the median ranking in the specified comparator group. 

Under the 2009 LTIP's rules, 50% of these vested Awards were immediately exercisable, with the balance becoming exercisable after a further holding period of one year (subject to any dealing restrictions in place at that time). The exercise of the immediately exercisable portion of these Awards by the above individuals was previously announced by the Company on 28 March 2018.

2.         Subsequent sale of Shares

Following the exercises summarised in section 1. above, a total of 284,534 Shares that had been acquired by the individuals below were sold on their behalf at a price of £1.599 per Share on 3 April 2019, substantially in order to fund the tax and national insurance liabilities arising on exercise.

Details of these sales are as follows:

Executive Director / PDMR	Number of Shares Sold on 3 April 2019
Simon Thomson	119,503
James Smith	77,726
Brita Holstad	27,389
Douglas Taylor	24,281
David Nisbet	35,635

3.         Lapse of 2016 Awards under the 2009 LTIP

Cairn also announces that the remuneration committee of its board of directors has completed its assessment of the performance conditions governing the Awards over Shares that had originally been granted to the Executive Directors and PDMRs detailed below on 16 March 2016 under the 2009 LTIP.

The above assessment concluded that, over the applicable three-year performance period, the Company's total shareholder return was below the median ranking in the specified comparator group.  As a consequence, all these Awards lapsed immediately in full and have ceased to exist.

A summary of the above events is as follows:

Executive Director / PDMR	Shares originally subject to Award	Total Shares that lapsed
Simon Thomson, Chief Executive	856,994	856,994
James Smith, Chief Financial Officer	557,395	557,395
Paul Mayland, Chief Operating Officer	479,208	479,208
Brita Holstad, Regional Director, UK & Norway	202,778	202,778
Richard Ember, Regional Director, International	193,512	193,512
Miles Warner, General Manager, Senegal	206,111	206,111
Douglas Taylor, Deputy Finance Director	174,119	174,119
David Nisbet, Director, Corporate Affairs	198,061	198,061

4.         Summary of current holdings of Executive Directors / PDMRs

Following the above exercises, sales nd lapses (and the 2019 LTIP Awards announced by the Company on 13 March 2019), the Executive Directors' and PDMRs' beneficial interests in the Shares of the Company are as follows:

Executive Director / PDMR	Previous Shares	Current Shares	% Issued Share Capital	Outstanding entitlements under 2009 and 2017 LTIPs
				Unvested Awards still subject to performance conditions	Vested but unexercised Awards*
Simon Thomson	1,211,397	1,340,358	0.227	2,172,120	0
James Smith	461,204	545,080	0.092	1,412,759	0
Eric Hathon	31,759	31,759	0.005	1,163,771	0
Paul Mayland	522,149	522,149	0.089	1,214,590	134,880
Brita Holstad	157,783	188,549	0.032	574,017	0
Richard Ember	49,402	49,402	0.008	500,280	69,932
Miles Warner	15,000	15,000	0.003	528,715	0
Douglas Taylor	212,389	238,589	0.040	450,144	0
David Nisbet	85,271	107,059	0.018	585,187	0

* This column includes all outstanding Awards that have vested following the expiry of the applicable performance period, regardless of whether or not they are currently capable of being exercised under the rules of the applicable LTIP.

The following notifications are intended to satisfy the Company's obligations under Article 19(3) of EU Regulation No 596/2014 (the Market Abuse Regulation).

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Simon Thomson
2	Reason for the notification
a)	Position/status	Chief Executive
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Cairn Energy PLC
b)	LEI	213800ZJEUQ8ZOC9AL24
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Exercise of awards (in the form of nil-cost options) originally granted under the 2009 LTIP on 19 March 2015.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 248,464
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Sale of Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.599 119,503
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	James Smith
2	Reason for the notification
a)	Position/status	Chief Financial Officer
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Cairn Energy PLC
b)	LEI	213800ZJEUQ8ZOC9AL24
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Exercise of awards (in the form of nil-cost options) originally granted under the 2009 LTIP on 19 March 2015.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 161,602
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Sale of Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.599 77,726
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Brita Holstad
2	Reason for the notification
a)	Position/status	Regional Director, UK & Norway
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Cairn Energy PLC
b)	LEI	213800ZJEUQ8ZOC9AL24
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Exercise of awards (in the form of nil-cost options) originally granted under the 2009 LTIP on 19 March 2015.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 58,155
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Sale of Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.599 27,389
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Douglas Taylor
2	Reason for the notification
a)	Position/status	Deputy Finance Director
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Cairn Energy PLC
b)	LEI	213800ZJEUQ8ZOC9AL24
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Exercise of awards (in the form of nil-cost options) originally granted under the 2009 LTIP on 19 March 2015.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 50,481
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Sale of Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.599 24,281
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	David Nisbet
2	Reason for the notification
a)	Position/status	Director, Corporate Affairs
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Cairn Energy PLC
b)	LEI	213800ZJEUQ8ZOC9AL24
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Exercise of awards (in the form of nil-cost options) originally granted under the 2009 LTIP on 19 March 2015.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0 57,423
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange
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	Ordinary shares of 231/169 pence each ("Shares")
	Identification code	GB00B74CDH82
b)	Nature of the transaction	Sale of Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £1.599 35,635
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	3 April 2019
f)	Place of the transaction	London Stock Exchange

 

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