19 Feb 2020 16:35
GlaxoSmithKline plc (the 'Company')
Vesting of Performance Share Plan Awards
This notification sets out the vesting details of awards over Ordinary Shares and American Depositary Shares ('ADSs') made to Persons Discharging Managerial Responsibilities ('PDMRs') and their Persons Closely Associated ('PCAs') in 2017 under the GlaxoSmithKline 2017 Performance Share Plan ('PSP'), which were subject to relevant business performance conditions. Awards were made in 2017 following the approval of the 2017 Remuneration Policy and the 2017 PSP rules by shareholders at the Annual General Meeting in May 2017. The three-year performance period for the 2017 awards commenced on 1 January 2017 and ended on 31 December 2019.
The Remuneration Committee determined that the normal three-year vesting period for the award made to the Chief Executive Officer should end in July 2020 on the third anniversary of the award, and thereafter the additional two-year vesting period applicable to Executive Directors would apply to her award. For all other Corporate Executive Team members and PSP participants who received the 2017 awards, the awards vested on 17 February 2020 (for awards over Ordinary Shares) and 18 February 2020 (for awards over ADSs), following the determination of performance and to meet tax compliance requirements in some markets.
The performance measure vesting details for those PDMRs who received awards in 2017 are set out in the following table.
| Outcome and Vesting Level | ||
Portion of the Award | Measure and Outcome | % of maximum | % of award |
1/3rd | Adjusted Free Cash Flow - For the three-year period, the Company achieved Adjusted Free Cash Flow calculated in accordance with the principles for the measure of £13bn, which is above the level of £12.95bn required for maximum vesting. Adjustments to the original target and vesting schedule were communicated in the 2018 Annual Report. | 100 | 33.333 |
1/3rd | Total Shareholder Return - For the three years ending 31 December 2019, the Company's Total Shareholder Return ranked 8th, which is below the threshold vesting level against a comparator group of 10 global pharmaceutical companies including GSK. | 0 | 0 |
1/3rd | R&D New Products - For the three-year period, the Company achieved New Product sales calculated in accordance with the principles for the measure of £7.254bn, which is above the level of £5.099bn required for maximum vesting. The threshold vesting level was £4.172bn. | 100 | 33.333 |
| Total vesting for 2017 award Lapsed | 66.666% 33.334% | |
The notifications that follow are for awards made to PDMRs and detail the PSP conditional awards that vested, including dividends accrued, on 17 and 18 February 2020. The balance of the award made to each PDMR has lapsed.
The closing prices of Ordinary Shares and of ADSs of GlaxoSmithKline plc on their respective vesting dates were £16.616 and $43.55.
Transaction notification
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr R Connor | |||
b) | Position/status | President, Global Vaccines | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary Shares of 25 pence each ('Ordinary Shares') ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 93,106 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Ms D Conrad | |||
b) | Position/status | SVP, Human Resources | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 9,168 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr J Ford | |||
b) | Position/status | SVP & General Counsel | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | American Depositary Shares ('ADSs')
ISIN: US37733W1053 | |||
b) | Nature of the transaction | The number of ADSs vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| $0.00 | 5,221 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-18 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr N Hirons | |||
b) | Position/status | SVP, Global Ethics and Compliance | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 34,302 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Ms S Jackson | |||
b) | Position/status | SVP, Global Communications & CEO Office | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 9,168 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr D Jackson | |||
b) | Position/status | PCA of Ms S Jackson (SVP, Global Communications & CEO Office) | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 2,363 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr B McNamara | |||
b) | Position/status | CEO, GSK Consumer Healthcare | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | American Depositary Shares ('ADSs')
ISIN: US37733W1053 | |||
b) | Nature of the transaction | The number of ADSs vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| $0.00 | 64,736 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-18 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr L Miels | |||
b) | Position/status | President, Global Pharmaceuticals | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 270,447 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr D Redfern | |||
b) | Position/status | Chief Strategy Officer | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 66,645 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr R Simard | |||
b) | Position/status | President, Pharmaceuticals Supply Chain | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 9,168 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Mr P Thomson | |||
b) | Position/status | President, Global Affairs | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 46,063 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Ms D Waterhouse | |||
b) | Position/status | CEO, ViiV Healthcare | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 12,572 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
1. | Details of PDMR/person closely associated with them ('PCA') | ||||
a) | Name | Ms V Whyte | |||
b) | Position/status | Company Secretary | |||
c) | Initial notification/ amendment | Initial notification | |||
2. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||
a) | Name | GlaxoSmithKline plc | |||
b) | LEI | 5493000HZTVUYLO1D793 | |||
3. | 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 transaction(s) has been conducted | ||||
a) | Description of the financial instrument | Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882 | |||
b) | Nature of the transaction | The number of Ordinary Shares vesting on awards granted in 2017 under the Company's 2017 Performance Share Plan. | |||
c) | Price(s) and volume(s) |
| Price(s) | Volume(s) |
|
| £0.00 | 9,168 |
| ||
|
|
|
| ||
d) | Aggregated information
| N/A (single transaction) | |||
Aggregated volume Price |
| ||||
e) | Date of the transaction | 2020-02-17 | |||
f) | Place of the transaction
| N/A | |||
Glaxosmithkline (GSK)