Last checked at 11 Jun 2020 13:00
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES ('PDMRs') AND PERSONS CLOSELY ASSOCIATED WITH THEM
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Vesting of conditional awards in accordance with the rules of the Balfour Beatty Performance Share Plan 2011 ('PSP')
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Balfour Beatty plc (the "Company") announces that, on 8 June 2020, the following PDMRs received, for nil consideration, the number of Ordinary Shares of 50p each in the Company ("Ordinary Shares") shown below, following the vesting of conditional awards made pursuant to the rules of the PSP granted on 7 June 2017 (the "Existing Awards"). Further to the Existing Awards, dividend equivalents were awarded on the date of vesting of the Existing Awards in the form of further conditional awards over Ordinary Shares (the "Further Awards"). The total number of Ordinary Shares received by each PDMR consists of both Existing Awards and the Further Awards.
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Grant of conditional awards in accordance with the rules of the PSP
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The Company also announces that, on 11 June 2020, the following PDMRs (the "Grantees") received conditional awards over the number of Ordinary Shares shown below (the "Awards"), in accordance with the rules of the PSP.
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Name of Director / PDMR | Total number of Shares Awarded | Type of Award |
Leo Quinn | 609,756 | Conditional award |
Philip Harrison | 274,104 | Conditional award |
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The Awards will normally vest on the third anniversary of the grant date and are then subject to a further two-year holding period. No consideration is payable by Grantees on either the grant or vesting of the Awards.
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The performance condition applying to one third of the Awards (the "TSR Part") will measure the Company's total shareholder return ("TSR") performance over a three-year period relative to the TSR performance over the same period of a comparator group of companies, comprising the constituents of the FTSE 51-200 (excluding investment trusts) as at the start of the measurement period (the "Comparator Group"). The measurement period for the Awards shall comprise three consecutive financial years of the Company, starting with the 2020 financial year.
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No portion of the TSR Part will vest unless the Company's TSR performance ranks at least equal to median TSR performance of the Comparator Group, at which point 25% of the TSR Part will vest, rising on a straight-line basis to 100% vesting for the Company's TSR performance ranking at upper quartile or better relative to the TSR performance of the Comparator Group.
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The performance condition applying to a separate one third of the Awards (the "Cash Part") will measure improvement in the Company's Operating Cash Flow ("OCF") from continuing operations over a measurement period starting with the 2020 financial year.
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No portion of the Cash Part will vest unless the Company's OCF for the 2022 financial year is greater than £135m. Were OCF for 2022 to be greater than £135m but not more than £169m, 25% to 50% of the Cash Part would vest on a straight-line basis. Were OCF for 2022 to be £169m to £203m or more, between 50% of and 100% of the Cash Part would vest on a straight-line basis.
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The performance condition applying to a separate one third of the Awards (the "EPS Part") will measure the Company's earnings per share performance over a measurement period starting with the 2020 financial year.
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No portion of the EPS Part will vest unless the Company's EPS for the 2022 financial year is 22p, at which point 25% of the EPS Part will vest, rising on a straight-line basis to 100% vesting for the Company's EPS for 2022 being 33p or more.Â
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The relevant notifications set out below are provided in accordance with the requirements of Article 19 of the EU Market Abuse Regulation.
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Contact and telephone number for queries /
Duly authorised officer of issuer responsible for making notification:
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David Mercer
Interim Group General Counsel and Company Secretary
020 7216 6800
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NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
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Vesting of conditional awards in accordance with the rules of the Performance Share Plan
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 |  | |||||
a) | Name | Leo Quinn | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - Chief Executive Officer | ||||
b) | Initial notification /Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Vesting of conditional award over Ordinary Shares | ||||
c) | Price(s) and volume(s) | Â Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | Â 8 June 2020 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
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 |  | |||||
a) | Name | Leo Quinn | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - Chief Executive Officer | ||||
b) | Initial notification /Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Sale of sufficient Ordinary Shares to cover tax liabilities arising from vesting | ||||
c) | Price(s) and volume(s) | Â Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | Â 8 June 2020 | ||||
f) | Place of the transaction | London Stock Exchange (XLON) | ||||
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 |  | |||||
a) | Name | Philip Harrison | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - 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 | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Vesting of conditional award over Ordinary Shares | ||||
c) | Price(s) and volume(s) | Â Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | Â 8 June 2020 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
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 |  | |||||
a) | Name | Philip Harrison | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - 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 | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Sale of sufficient Ordinary Shares to cover tax liabilities arising from vesting | ||||
c) | Price(s) and volume(s) | Â Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | 8 June 2020 | ||||
f) | Place of the transaction | London Stock Exchange (XLON) | ||||
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Grant of conditional awards in accordance with the rules of the Performance Share Plan
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a) | Name | Leo Quinn | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - Chief Executive Officer | ||||
b) | Initial notification /Amendment | Initial Notification | ||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Conditional award over Ordinary Shares made in accordance with the rules of the PSP. | ||||
c) | Price(s) and volume(s) | Â Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | Â 11 June 2020 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
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 |  | |||||
a) | Name | Philip Harrison | ||||
2 | Reason for the notification | |||||
a) | Position/status | Director / PDMR - 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 | Balfour Beatty plc | ||||
b) | LEI | CT4UIJ3TUKGYYHMENQ17 | ||||
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 50p each  GB0000961622 | ||||
b) | Nature of the transaction | Conditional award over Ordinary Shares made in accordance with the rules of the PSP. | ||||
c) | Price(s) and volume(s) | Â
| ||||
d) | Aggregated information - Aggregated volume - Price | n/a | ||||
e) | Date of the transaction | Â 11 June 2020 | ||||
f) | Place of the transaction | Outside a trading venue | ||||
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Balfour Beatty plc's Legal Entity Identifier is CT4UIJ3TUKGYYHMENQ17.