Mothercare Plc : Director/PDMR Shareholding

To The London Stock Exchange

Via RNS

14 March 2013

Mothercare plc 

Director/PDMR shareholdings

Long term incentive plan 2012

Mothercare plc announces that the first awards under the Mothercare 2012 Long Term Incentive Plan (which was approved by shareholders at a general meeting on 20 December 2012) were made to the following directors/persons discharging managerial responsibilities on 11 March 2013 in the form of nil cost options:

Director/PDMR	Number of shares
Simon Calver	778,816
Tim Ashby	147,975
Jude Bridge	121,149
Jerry Cull	179,128
Philippe Dayraud	134,129
Louise Palmer	156,845
Matthew Stringer	129,803

The awards will vest in whole or part subject to the achievement of stretching corporate performance conditions supporting the execution of the Transformation and Growth Plan, as set out in the Notice of General Meeting. The performance conditions relate to Group Profit Before Tax and share price performance. In addition, the UK business must break even in the financial year ending 2015 or 2016 and vesting is condition upon the director/PDMR having built up a minimum shareholding requirement within 3 years.

The performance period is from 1 April 2012 to 31 March 2015 and the performance conditions will be tested in relation to the FY2015 results to determine what percentage of the shares vest. If the UK business breaks even in FY15, up to 50% of the shares will vest immediately following the announcement of the FY15 results. The remainder will vest 12 months later. If the UK business does not break even in FY15, no shares will vest at that time. However, if the UK business breaks even in FY16, then all the shares that have earned will vest immediately following the announcement of the FY16 results. If the UK business has not broken even by FY16, all awards will lapse.

No consideration is payable for the grant of these awards.

Further information:[e-mail]

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Source: Mothercare Plc via Thomson Reuters ONE

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