9 Sep 2016 16:00
9 September 2016
Dixons Carphone plc
(the 'Company')
Long Term Incentive Plan 2016
The Company announces that on 9 September 2016 it granted nil cost options awards to subscribe for up to 2,022,622 ordinary shares of 0.1 pence ('Ordinary Shares') in the Company to the Persons Discharging Managerial Responsibilities ('PDMRs'), pursuant to the Company's Dixons Carphone plc Long Term Incentive Plan 2016 (the 'LTIP 2016') approved by shareholders at the Company's Annual General Meeting (the 'AGM') on 8 September 2016. The PDMRs are identified in the table below:
Name of Director/ PDMR | Base Salary for Award (£) | Award Value (£) | Maximum number of Ordinary Shares represented by the options granted on the date of this announcement | Exercise Price |
Sebastian James | 836,400 | 2,300,100 | 591,284 | Nil |
Andrew Harrison | 561,000 | 1,542,750 | 396,592 | Nil |
Humphrey Singer | 484,500 | 1,332,375 | 342,512 | Nil |
Katie Bickerstaffe | 510,000 | 1,402,500 | 360,538 | Nil |
Graham Stapleton | 469,200 | 1,290,300 | 331,696 | Nil |
The number of Ordinary Shares stated is the maximum number that could be issued to each Director/ PDMR upon full satisfaction of the performance conditions attaching to the awards. The arrangements are intended to align the PDMRs' interests with shareholders and the Company's strategic plan.
The number of Ordinary Shares which will vest after the three-year performance period from 1 May 2016 to 27 April 2019, will depend on continued service and the extent to which the performance conditions applicable to these awards are achieved and determined on the date following 8 September 2019. Subject to the achievement of the performance conditions, up to 100% of the options will vest on the third anniversary of the grant date, unless the Company's Remuneration Committee in its absolute discretion decides that an earlier or later vesting should apply. Executive Directors of the Company will be subject to an additional two-year holding period from the date of vesting.
The performance conditions attaching to the LTIP 2016 are based on the achievement of two equally weighted performance metrics as follows:
1) Relative Total Shareholder Return (TSR)
· 50% of the awards will be subject to the achievement of a relative TSR performance condition, measured against the companies ranked FTSE 51- 150 at the start of the performance period. The starting point for measurement will be 1 May 2016 and the closing point will be 27 April 2019, with one month averaging periods up to the beginning and end of the performance period. 25% of this portion of the award will pay out for achievement of median TSR versus the comparator group, with maximum vesting at upper quartile or above and straight-line vesting between these two points.
2) Earnings Per Share ('EPS') Growth
· 50% of the awards will be subject to the achievement of adjusted EPS growth targets. 25% of this element will vest for growth of 10% in total over the three-year period, rising on a straight-line basis to full vesting for growth of 30% in total.
The Group's Remuneration Policy and Annual Remuneration Report were approved by the Company's shareholders at the AGM. The Annual Remuneration Report will again be subject to approval at the next annual general meeting to be held in September 2017.
As at the date of this announcement, the Company has 1,151,461,336 Ordinary Shares in issue.
This announcement is made in in accordance with the requirements of DTR3.1.2G, Market Abuse Regulation Article 19 and section 793 of the Companies Act 2006.
For further information:
Nigel Paterson Company Secretary & General Counsel +44 (0)203 110 4411
Kate Ferry IR, PR and Corporate Affairs Director +44 (0)7748 933 206
PDMR DEALING NOTIFICATION | |||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Sebastian James | |
2 | Reason for the notification | ||
a) | Position / status | Group Chief Executive | |
b) | Initial notification / Amendment | Initial notification | |
3 | Details of issuer | ||
a) | Name | Dixons Carphone plc | |
b) | LEI | 2138001E12GWLLDQQF16 | |
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 in Dixons Carphone plc | |
Identification code | GB00B4Y7R145 | ||
b) | Nature of the transaction | Grant of options under the Company's Long Term Incentive Plan 2016 | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
Nil | 591,284 | ||
d) | Aggregated information | Aggregated price | Aggregated volume |
N/A (single transaction) | N/A (single transaction) | ||
e) | Date of the transaction | 2016-09-09 | |
f) | Place of the transaction | Outside a trading venue | |
PDMR DEALING NOTIFICATION | |||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Andrew Harrison | |
2 | Reason for the notification | ||
a) | Position / status | Deputy Chief Executive | |
b) | Initial notification / Amendment | Initial notification | |
3 | Details of issuer | ||
a) | Name | Dixons Carphone plc | |
b) | LEI | 2138001E12GWLLDQQF16 | |
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 in Dixons Carphone plc | |
Identification code | GB00B4Y7R145 | ||
b) | Nature of the transaction | Grant of options under the Company's Long Term Incentive Plan 2016 | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
Nil | 396,592 | ||
d) | Aggregated information | Aggregated price | Aggregated volume |
N/A (single transaction) | N/A (single transaction) | ||
e) | Date of the transaction | 2016-09-09 | |
f) | Place of the transaction | Outside a trading venue | |
PDMR DEALING NOTIFICATION | |||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Humphrey Singer | |
2 | Reason for the notification | ||
a) | Position / status | Group Finance Director | |
b) | Initial notification / Amendment | Initial notification | |
3 | Details of issuer | ||
a) | Name | Dixons Carphone plc | |
b) | LEI | 2138001E12GWLLDQQF16 | |
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 in Dixons Carphone plc | |
Identification code | GB00B4Y7R145 | ||
b) | Nature of the transaction | Grant of options under the Company's Long Term Incentive Plan 2016 | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
Nil | 342,512 | ||
d) | Aggregated information | Aggregated price | Aggregated volume |
N/A (single transaction) | N/A (single transaction) | ||
e) | Date of the transaction | 2016-09-09 | |
f) | Place of the transaction | Outside a trading venue | |
PDMR DEALING NOTIFICATION | |||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Katie Bickerstaffe | |
2 | Reason for the notification | ||
a) | Position / status | Chief Executive, UK & Ireland | |
b) | Initial notification / Amendment | Initial notification | |
3 | Details of issuer | ||
a) | Name | Dixons Carphone plc | |
b) | LEI | 2138001E12GWLLDQQF16 | |
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 in Dixons Carphone plc | |
Identification code | GB00B4Y7R145 | ||
b) | Nature of the transaction | Grant of options under the Company's Long Term Incentive Plan 2016 | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
Nil | 360,538 | ||
d) | Aggregated information | Aggregated price | Aggregated volume |
N/A (single transaction) | N/A (single transaction) | ||
e) | Date of the transaction | 2016-09-09 | |
f) | Place of the transaction | Outside a trading venue | |
PDMR DEALING NOTIFICATION | |||
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them | |||
1 | Details of the person discharging managerial responsibilities / person closely associated | ||
a) | Name | Graham Stapleton | |
2 | Reason for the notification | ||
a) | Position / status | Chief Executive, Connected World Services | |
b) | Initial notification / Amendment | Initial notification | |
3 | Details of issuer | ||
a) | Name | Dixons Carphone plc | |
b) | LEI | 2138001E12GWLLDQQF16 | |
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 in Dixons Carphone plc | |
Identification code | GB00B4Y7R145 | ||
b) | Nature of the transaction | Grant of options under the Company's Long Term Incentive Plan 2016 | |
c) | Price(s) and volume(s) | Price(s) | Volume(s) |
Nil | 331,696 | ||
d) | Aggregated information | Aggregated price | Aggregated volume |
N/A (single transaction) | N/A (single transaction) | ||
e) | Date of the transaction | 2016-09-09 | |
f) | Place of the transaction | Outside a trading venue | |
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