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17 Mar 2011 16:21
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS
In accordance with DTR 3.1.4(1), Marshalls plc (the "Company") was notified on 17 March 2011 of the grant of options to acquire ordinary shares of 25 pence each in the Company (in the form of (a) Matching Share Awards and (b) Performance Share Awards) on 17 March 2011 to certain Executive Directors and other Persons Discharging Managerial Responsibility ("PDMR"), under the Marshalls plc 2005 Long Term Incentive Plan (the "LTIP").
Executive Directors
(a) Matching Share Awards
Under the LTIP, Directors and Senior Executives may defer annual bonus into shares in the Company (Investment Shares) and, in return, are granted an Award of Matching Shares.
In order for a Matching Share Award to vest, participants must leave their Investment Shares in the Trust and remain in employment for a period of three years from the date of grant of the Matching Share Award. The actual number of shares that a participant may receive on the vesting of the Matching Share Award will depend on the extent to which a corporate performance target (which relates to growth in the Company's earnings per share) is satisfied over the three year vesting period. Matching Awards will not vest if the performance target is not achieved. No consideration will be payable on the vesting of a Matching Share Award.
Each of the Directors has agreed to defer all of his 2010 bonus entitlement into Investment Shares. Details of the Investment Shares acquired and the Matching Share Awards under the LTIP are as follows:
Executive Directors | Number of Investment Shares March 2011* | (Number of Investment Shares March 2010)
| Matching Share Award March 2011- maximum | (Matching Share Award March 2010 - maximum) |
D G Holden | 66,999 | 122,640 | 273,469 | 415,731 |
I D Burrell | 38,524 | 70,518 | 157,244 | 239,045 |
D N Sarti | 38,524 | 70,518 | 157,244 | 239,045 |
* To avoid the need for a simultaneous sale and purchase of shares participants have been permitted to roll over shares already beneficially owned into the LTIP at market value calculated in accordance with the LTIP Rules. The market value of 2011 Awards as at date of grant was £1.1292 pence.
(b) Performance Share Awards
In addition the Directors have been granted Performance Share Awards under the LTIP. Performance Share Awards will not vest unless stretching performance conditions measured over a three year period are satisfied, so are contingent on achievement of these targets and would not be transferred to the participant if these targets were not met. No consideration was paid for the grant of the Performance Share Award.
The Performance Share Awards granted to Directors under the LTIP on 17 March 2011 were as follows:
Executive Directors | Maximum number of shares that may vest under 2011 Performance Share Award |
D G Holden | 354,233 |
I D Burrell | 203,684 |
D N Sarti | 203,684 |
Other PDMR
Matching and Performance Share Awards
The following PDMR have acquired Investment Shares and been awarded Matching Shares and Performance Shares on 17 March 2011 in accordance with the LTIP Rules as explained above.
Investment Shares | Matching Shares | Performance Shares | |
P Hallitt | 4,427 | 18,073 | 88,558 |
C Harrop | 5,672 | 19,230 | 88,558 |
K R Hull | 5,417 | 19,230 | 88,558 |
T Poole | 5,661 | 23,108 | 88,558 |
C E Baxandall | 2,656 | 9,006 | 35,423 |
The market value of Awards as at date of grant was £1.1292 pence per share.
On 17 March 2011, Marshalls EBT Limited, as Trustee of the Marshalls plc 2005 Employee Benefit Trust, acquired 50,000 Ordinary Shares of 25 pence in the Company at a price of £1.1425 per share to meet the Investment Share requirements under the LTIP in respect of 2011 Awards. The Directors of Marshalls EBT Limited are David Graham Holden and Ian David Burrell who are also Directors of the Company.
Enquiries: C E Baxandall, Group Company Secretary, Marshalls plc, 01484 438900
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