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31 Jan 2012 09:39
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31 January 2012
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ISIN Number: GB00B04V1276
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Dear Sirs
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Grainger plc Director / PDMR Shareholdings
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Grainger plc ('The Company') announces that pursuant to The Grainger 2007 Long-Term Incentive Plan ('LTIP') and following an assessment of the performance conditions by its Remuneration Committee, 16% of the awards conditionally granted on 23 December 2008 vested on 24 January 2012 and that the details in respect of the following Executive Directors are as follows:-
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Executive Director | Share Award 23 December 2008 Β | |
Shares Vesting | Shares Lapsed | |
Andrew Cunningham | 149,936 | 784,682 |
Peter Couch | 82,668 | 432,634 |
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Arrangements are in hand to transfer the shares that are vesting from the Grainger Employee Benefits Trust to the Executive Directors.
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The company further announces the following sales of ordinary shares by the above directors of the company.
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Date | Shares Sold | Price | |
Andrew Cunningham | 27 January 2012 | 78,000 | 102.48p |
Peter Couch | 30 January 2012 | 43,200 | 98.2p |
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The total shareholdings of the above directors after these transactions is: -
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Executive Director | Holding following notification | Percentage holding following notification |
Andrew Cunningham | 1,190,899 | 0.29% |
Peter Couch | 164,460 | 0.04% |
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Following the vesting of the share awards referred to above the details of the total outstanding conditional share awards for the executive directors under the LTIP are as set out below: -
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Award Date | Andrew Cunningham | Peter Couch | Nick Jopling | Mark Greenwood |
Ordinary shares of 5p each (thousands) | ||||
09 Dec 09 | 577 | - | - | - |
29 Sept 10 | - | - | 306 | 240 |
26 Nov 10 | 800 | 365 | 383 | 285 |
02 Dec 11 | 751 | 342 | 363 | 268 |
2128 | 707 | 1052 | 793 | |
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The performance criteria for these awards are as follows:-
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For LTIP awards granted before 30 September 2010, one third are subject to an absolute total shareholder return performance condition measured over three years from the date of grant and two thirds are subject to annual growth in NNNAV measured over three years from the date of grant.
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NNNAV Performance Conditions (66.67%) | Percentage of the NNNAV proportion of an award which will vest |
Less than or equal to average weighted average cost of capital ("WACC") | 0% |
Equal to average WACC + 3% | 100% |
Between average WACC and average WACC + 3% | Pro rata on a straight-line basis between 0% and 100%. |
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TSR Performance Conditions (33.33%) | Percentage of the TSR proportion of an award which will vest |
TSR being less than or equal to 8% compounded per annum, equivalent to 25.97% growth in total over the TSR performance period. | 0% |
TSR being equal to or greater than 16% compounded per annum, equivalent to 56.09% growth in total over the TSR performance period. | 100% |
Between 8% compounded per annum and 16% compounded per annum. | Between 0% and 100% pro rata on a straight-line basis. |
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For LTIP awards granted after 30 September 2010 one-half are subject to an absolute total shareholder return from the date of grant and one-half are subject to annual growth in NNNAV compared to the growth in the Halifax and Nationwide House Price indexes all measured from the date of grant.
NNNAV Performance Conditions (50%) | Percentage of the NNNAV proportion of an award which will vest | |
Where growth in NNNAV over three year period exceeds the average of the Halifax and Nationwide indices by a factor of: | ||
Less than 1.5 | Nil | |
Between 1.5 & 3 | Pro rata vesting | |
Greater than 3 | 100% | |
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TSR Performance Conditions (50%) | Percentage of the TSR proportion of an award which will vest |
TSR being less than or equal to 5% compounded per annum, equivalent to 15.76% growth in total over the TSR performance period. | Nil |
TSR being equal to or greater than 15% compounded per annum, equivalent to 52.08% growth in total over the TSR performance period. | 100% |
Between 5% compounded per annum and 15% compounded per annum. | Between 0% and 100% pro rata on a straight-line basis. |
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For and on behalf of
Grainger plc
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M P Windle
Company Secretary
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