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4 Apr 2013 15:21
St. James’s Place plc (“SJP”)
SJP was notified on 4 April 2013 of the following changes in SJP shares held by the executive Directors and Persons Discharging Managerial Responsibility (“PDMRs”) named below.
Deferred Bonus Scheme
As previously notified, the trustees of SJP's Deferred Bonus Scheme transferred SJP shares to the executive Directors and PDMRs named below in March 2010 relating to bonuses earned in respect of the 2009 financial year and which were invested in SJP shares and held in trust subject to forfeiture for a period of three years. On 2 April 2013 the shares became no longer subject to forfeiture and income tax and National Insurance liabilities became payable. In order to settle the tax liability, the Directors and PDMRs sold the number of SJP shares in column 2 of the table below on 2 April 2013 at a price of 511.4348 pence per share. Column 3 sets out the additional number of SJP shares sold at 511.4348 pence per share. Column 4 sets out the number of SJP shares retained by each Director/PDMR as a result of this exercise.
| 1 | 2 | 3 | 4 | ||||||
| Name of Director | Number of SJP shares no longer subject to forfeiture | Number of shares sold to meet tax liability | Number of additional shares sold | Number of SJP shares retained | |||||
| David Bellamy | 89,990 | 46,795 | 43,195 | - | |||||
| Andrew Croft | 67,757 | 35,234 | 16,306 | 16,217 | |||||
| Ian Gascoigne | 67,757 | 35,234 | 32,523 | - | |||||
| David Lamb | 59,287 | 30,907 | - | 28,380 |
| 1 | 2 | 3 | 4 | ||||||
| Name of PDMR | Number of SJP shares no longer subject to forfeiture | Number of shares sold to meet tax liability | Number of additional shares sold | Number of SJP shares retained | |||||
| Adrian Batchelor | 32,723 | 17,059 | - | 15,664 | |||||
| Michael Blunt | 26,179 | 13,614 | 12,565 | - | |||||
| Tony Dunk | 32,098 | 16,733 | - | 15,365 | |||||
| Peter Edwards | 37,897 | 19,707 | 18,190 | - | |||||
| Hugh Gladman | 32,723 | 17,016 | 15,707 | - | |||||
| Mike Gravestock | 31,328 | 16,291 | 15,037 | - | |||||
| Sonia Gravestock | 28,296 | 14,714 | 13,582 | - | |||||
| Andrew Humphries | 10,455 | 5,437 | 5,018 | - | |||||
| Ian MacKenzie | 10,798 | 5,615 | 5,183 | - | |||||
| Iain Rayner | 12,271 | 6,381 | 5,890 | - | |||||
| Bill Tonks | 35,370 | 18,393 | 16,977 | - |
SJP Performance Share Plan 2005 (“PSP”) linked Company Share Option Plan 2010 (“CSOP”)
The award of shares allocated to executive Directors and PDMRs in March 2010 was designated a CSOP-linked award, whereby individuals were granted a nil-cost unapproved option pursuant to the PSP and a linked HMRC-approved CSOP share option. The Directors/PDMRs listed below exercised the linked CSOP awards on 2 April 2013 with an exercise price of 255 pence per share and their PSP award has automatically lapsed in respect of the number of shares equal in value to the gain realised upon exercise of the linked CSOP awards.
Column 1 sets out the number of shares acquired as a result of the exercise of the linked CSOP award on 2 April 2013, and column 2 sets out the number of SJP shares sold on 2 April 2013 at 511.4348 pence per share by the executive Directors and PDMRs and their Connected Persons, where relevant, following transfer from the Director/PDMR. Column 3 sets out the number of shares that have lapsed under the PSP award as as a result of this exercise and Column 4 sets out the number of PSP award shares retained under the linked PSP award.
| 1 | 2 | 3 | 4 | ||||||
| Name of Director | Number of SJP shares acquired on exercise of CSOP option | Number of SJP shares sold | Number of SJP shares that have lapsed under the linked PSP award | Number of shares retained under the linked PSP award | |||||
| David Lamb | 10,199 | 6,099 | 5,114 | 185,285 | |||||
| Connected Person | - | 4,100 | - | - |
| 1 | 2 | 3 | 4 | ||||||
| Name of PDMR | Number of SJP shares acquired on exercise of CSOP option | Number of SJP shares sold | Number of SJP shares that have lapsed under the linked PSP award | Number of shares retained under the linked PSP award | |||||
| Adrian Batchelor | 8,000 | 4,000 | 4,012 | 39,337 | |||||
| Connected Person | - | 4,000 | - | - | |||||
| Mike Gravestock | 4,156 | 4,156 | 2,084 | 39,990 | |||||
| Ian MacKenzie | 10,199 | 4,144 | 5,114 | 9,547 | |||||
| Connected Person | - | 4,144* | - | - | |||||
| Iain Rayner | 3,599 | - | 1,304 | 15,270 | |||||
| Connected Person | - | 3,599 | - | - |
* 1,911 shares were retained following this exercise.
PDMR - Exercise of share options held under the SJP Executive Share Option Scheme 2000 ("ESOS") and sale of shares
On 4 April 2013, PDMR Tony Dunk notified SJP that on 2 April 2013 he exercised an option under the ESOS with an exercise price of 178.5 pence per share and acquired 6,374 SJP shares on exercise. Of these 6,374 shares, Mr Dunk sold 3,187 shares on 2 April 2013 at a price of 511.4348 pence per share. The remaining 3,187 shares were subsequently transferred to a Connected Person and were also sold on 2 April 2013 at a price of 511.4348 pence per share.
Connected Person – Exercise of share options and sale of shares
On 4 April 2013 executive Director Andrew Croft notified SJP that on 2 April 2013, a Connected Person exercised an option to acquire 20,000 ordinary 15p shares in SJP under the SJP Partner Share Option Scheme 2000 with an exercise price of 236 pence per ordinary share and exercised a further option to acquire 20,000 ordinary 15p shares in SJP under the SJP Partner Share Option Scheme 2000 with an exercise price of 328 pence per ordinary share, and as a result, acquired on exercise 40,000 ordinary SJP shares.
The Connected Person subsequently sold 3,850 ordinary SJP shares on 2 April 2013 at a price of 511.4348 pence per ordinary share.
Current holdings
The table below sets out the current holdings of the said Directors and PDMRs in SJP ordinary 15p shares after the above transactions:
| Name of Director | Number of SJP shares held | |
| David Bellamy | 1,281,209 | |
| Andrew Croft | 748,677 | |
| Ian Gascoigne | 638,527 | |
| David Lamb | 415,003 |
| Name of PDMR | Number of SJP shares held | |
| Adrian Batchelor | 274,507 | |
| Michael Blunt | 135,056 | |
| Tony Dunk | 395,776 | |
| Peter Edwards | 92,985 | |
| Hugh Gladman | 222,534 | |
| Mike Gravestock | 384,937 | |
| Sonia Gravestock | 384,937 | |
| Andrew Humphries | 20,860 | |
| Ian MacKenzie | 51,538 | |
| Iain Rayner | 23,467 | |
| Bill Tonks | 161,903 |
(i) The interests of the Directors and PDMRs include those of their Connected Persons as defined in section 96B(2) of the Financial Services and Markets Act.
(ii) The interests of the Directors and PDMRs set out above include deferred bonus scheme awards held in trust for the Directors and PDMRs which have not yet vested and are subject to forfeiture.
With the exception of the changes notified in this announcement, the Directors’/PDMRs’ holdings of SJP shares are unchanged.
This notification is made in accordance with Disclosure and Transparency Rule 3.1.4R(1)(a).
End
Copyright Business Wire 2013
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