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Royal Bk Scot.Grp. (RBS)

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Tuesday 10 March, 2020

Royal Bk Scot.Grp.

Director/PDMR Shareholding

RNS Number : 6731F
Royal Bank of Scotland Group PLC
10 March 2020
 

10 March 2020

The Royal Bank of Scotland Group plc

 

 

 

INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY (PDMRs) IN ACCORDANCE WITH ARTICLE 19 OF THE EU MARKET ABUSE REGULATION 596/2014

 

 

1.  The Royal Bank of Scotland Group plc (the Company) announces that conditional long term incentive (LTI) or deferred awards over ordinary shares of £1 each in the Company (Shares) (ISIN: GB00B7T77214), have been granted on 9 March 2020 under the RBS 2014 Employee Share Plan (the Plan) to the PDMRs set out below:-

 

Name of PDMR

Award

Position of PDMR

Maximum no. of

Shares eligible to vest

Vanessa Bailey

LTI

Chief Risk Officer, NatWest Holdings

411,451

Robert Begbie

Deferred

Interim CEO, NatWest Markets

258,626

 

Helen Cook

LTI

Chief HR Officer

529,008

Peter Flavel

Deferred

CEO, Private Banking

288,016

 

Bruce Fletcher

LTI

Chief Risk Officer, RBS Group

499,618

Andrew McLaughlin

LTI

CEO, RBS International

446,718

Simon McNamara

LTI

Chief Administrative Officer

587,786

Les Matheson

LTI

CEO, Personal Banking

587,786

Katie Murray

LTI

Chief Financial Officer

646,565

Alison Rose

LTI

Chief Executive Officer

881,679

John-Paul Thwaite

Deferred

CEO, Commercial Banking

199,848

 

 

The market price per Share used on the grant of the above awards was £1.701. The above transactions took place outside of a trading venue. 

 

LTI awards were subject to a pre-grant performance assessment and a further performance assessment will take place at the end of three years. Subject to this pre-vest assessment, LTI awards will be eligible to vest between the years 2023 and 2027.  Deferred awards will be eligible to vest between the years 2020 and 2027.

 

Malus provisions will apply up until vest and clawback provisions will apply for a period of seven years from the date of grant, extended to ten years, for relevant PDMRs, if events are under investigation at the end of the seven year period. Vested Shares retained after payment of associated tax liabilities will be subject to a twelve month retention period.  

 

 

2.  The Company announces that conditional LTI and deferred awards, including buy-outs, over Shares vested on 9 March 2020 to the PDMRs set out below. The awards were granted under the Plan between March 2015 and March 2019. The number of Shares withheld to meet associated tax liabilities arising on vesting and the number of vested Shares retained by each PDMR is set out below:-

 

Name of PDMR

Position of PDMR

Award

No. of Shares vested

No. of Shares withheld to satisfy associated tax liability

No. of vested Shares retained

Vanessa Bailey

Chief Risk Officer, NatWest Holdings

LTI

36,318

17,071

19,247

Deferred

12,693

5,966

6,727

Robert Begbie

Interim CEO, NatWest Markets

LTI

23,922

11,484

12,438

Deferred

64,200

30,818

33,382

Helen Cook

Chief HR Officer

LTI

19,368

9,104

10,264

Deferred

9,320

4,381

4,939

Peter Flavel

CEO, Private Banking

LTI

29,824

14,018

15,806

Deferred

41,278

19,402

21,876

Bruce Fletcher

Chief Risk Officer, RBS Group

Buy-out

68,033

31,976

36,057

Andrew McLaughlin1

CEO, RBS International

LTI

44,855

-

44,855

Deferred

80,466

-

80,466

Simon McNamara

Chief Administrative Officer

LTI

352,008

168,965

183,043

Les Matheson

CEO, Personal Banking

LTI

336,483

161,513

174,970

Katie Murray

Chief Financial Officer

LTI

9,143

4,298

4,845

Deferred

61,307

28,816

32,491

Alison Rose

Chief Executive Officer

LTI

422,920

198,774

224,146

John-Paul Thwaite

CEO, Commercial Banking

LTI

8,865

4,167

4,698

Deferred

47,799

22,467

25,332

1. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority.

 

The market p rice used to meet associated tax liabilities was £1.409. The above transactions took place outside of a trading venue. 

 

Vested Shares retained after payment of associated tax liabilities will be subject to retention periods of between six and twelve months. For Mr Fletcher's awards, vested Shares, after payment of associated tax liabilities, will be subject to retention periods of between six and thirty months, in line with the original terms of his forfeited HSBC awards.

 

 

3.  The Company announces that Shares were delivered to PDMRs on 9 March 2020, as set out below.  The Shares delivered represent payment of a fixed share allowance for the three month period ending 31 March 2020 and have been calculated using a share price of £1.701.

 

The number of Shares delivered, the number of Shares withheld to meet associated tax liabilities and the number of Shares retained by each PDMR is as follows:-

 

 

Name of PDMR

Position of PDMR

No. of Shares delivered

No. of Shares withheld to satisfy associated tax liability

No. of Shares retained

Vanessa Bailey

Chief Risk Officer, NatWest Holdings

36,737

17,267

19,470

Helen Cook

Chief HR Officer

18,001

8,461

9,540

Peter Flavel

Chief Executive Officer, Private Banking

33,084

15,550

17,534

Bruce Fletcher

Chief Risk Officer

44,084

20,720

23,364

Andrew McLaughlin1

CEO, RBS International

22,042

-

22,042

Simon McNamara

Chief Administrative Officer

47,758

22,924

24,834

Les Matheson

CEO, Personal Banking

44,084

21,161

22,923

John-Paul Thwaite

CEO, Commercial Banking

33,063

15,540

17,523

1. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority.

 

The market price used to determine the number of Shares withheld to meet associated tax liabilities was £1.409.  The above transactions took place outside of a trading venue.  Shares retained after payment of associated tax liabilities will be held on behalf of PDMRs and will be released in instalments over a three year period.

 

4.  The Company announces that the PDMR set out below has purchased Shares on the date and at the price indicated:-

 

Name of PDMR

Position of PDMR

No. of Shares purchased

Purchase price

Date of transaction

Patrick Flynn

Non-executive director

20,000

£1.476

10 March 2020

 

The transaction took place on the London Stock Exchange (XLON).

 

Legal Entity Identifier: 2138005O9XJIJN4JPN90

 

For further information contact:-

 

RBSG Investor Relations
Alexander Holcroft
Head of Investor Relations
+44(0)20 7672 1758

 

RBSG Media Relations 

+44(0)131 523 4205

 


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