Smiths Group PLC (SMIN) - Director/PDMR Shareholding RNS Number : 1475P Smiths Group PLC 19 October 2012 19 OCTOBER 2012 SMITHS GROUP PLC (issuer) DTR 3.1.4R(1) NOTIFICATION OF TRANSACTIONS OF DIRECTORS AND PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY (PDMRs) PURSUANT TO DTR 3.1.4R(1)(a) VESTING OF CONDITIONAL SHARE AWARDS On 18 October 2012 the 4-year conditional share awards granted under the Smiths Group Value Sharing Plan and certain Divisional Value Sharing Plans ("VSP") on 28 July 2008 vested in accordance with the VSP rules. On the same date, Smiths Group plc ordinary shares of 37.5p ("shares") were released on the vesting of the matching awards granted on 15 October 2009 under the Company's Co-Investment Plan ("CIP") in accordance with the CIP rules. The Director and PDMRs of the Company listed in Table 1 below received the number of shares shown in Cols C and D of the table against their names, in satisfaction of the vesting of their respective awards under VSP and/or CIP. The numbers of shares shown in Col. E of the table against their names were sold, over the three business days up to and including 18 October 2012, in order to finance the income tax and NIC or social security charges that they have incurred as a result of their awards vesting. The weighted average price per share at which these shares were sold was 1064.43p per share. Table 1 Col. A Col. B Col. C Col. D Col. E Name Status Shares acquired under Shares acquired Shares sold in VSP under CIP market Mr P. Bowman Director 175,193 62,919 124,129 Mr J.B.F. Jones PDMR 30,495 Nil 15,898 * Mr M.P. Maginnis PDMR Nil 14,361 7,487 Mr S. Seshadri PDMR 61,841 19,616 36,748 Mr W.T. Smith PDMR 4,383 11,114 6,992 * VSP award granted on 1 February 2009 Mr Seshadri will transfer to his spouse the unsold balance of the shares released to him. The 4-year divisional VSP award granted on 28 July 2008 to Mr M.P. Maginnis did not vest and has lapsed. 2012 AWARDS UNDER CIP On 19 October 2012 the Company received notifications in respect of the Directors and PDMRs listed in Table 2 below that, over the three business days up to and including 18 October 2012, they had purchased the numbers of shares shown in Col. C of Table 2 against their names in order to participate in the 2012 grant of conditional share awards under CIP. The purchase price of the shares listed in Col. C of Table 2 was 1064.43p per share (being the weighted average price per share of all the shares acquired over the three-day period). Pursuant to the Rules of CIP, on 19 October 2012 the Company granted performance-related conditional share awards to these Directors and PDMRs over the numbers of shares shown in Col. D of Table 2 against their names (such award numbers representing, in each case, shares with a total market value at close on 18 October 2012 equal to two times the amount (before deduction of income tax) invested by the individual in acquiring the shares shown against his name in Col. C of Table 2). The resulting interests of the Directors and PDMRs in shares are shown against their names in Col. E of Table 2 (where applicable, inclusive of the net shares acquired as reported in Table 1 above). Table 2 Col. A Col. B Col. C Col. D Col. E Name Status Shares No. of shares over which Total interests in purchased a conditional share award shares following all was granted under CIP on notifications 19 Oct 2012 Mr P. Bowman Director 27,217 107,704 435,197 Mr P.A. Director 9,084 35,950 40,870 Turner Mr M.H.C. PDMR 6,486 25,667 21,619 Herlihy Mr J.B.F. PDMR 3,160 12,503 26,279 Jones Mr M.P. PDMR 3,262 12,909 17,464 Maginnis Mr T. Nolan PDMR 5,836 23,096 16,832 Mr M. PDMR 6,415 25,384 8,859 Reckitt Mr S. PDMR 6,818 26,982 203,616 Seshadri Mr W.T. PDMR 7,808 30,899 94,914 Smith 2012 AWARDS UNDER LTIP On 19 October 2012 the Company granted conditional share awards under the Smiths Group Long Term Incentive Plan 2011 ("LTIP") over shares to the Directors and PDMRs in accordance with the LTIP rules, as set out below. For participants with group-wide responsibilities vesting will be dependent on achievement of three separate performance conditions: relative total shareholder return: growth in earnings per share: and cash conversion. Details of the awards under the Group LTIP are as follows (the number of shares stated being the maximum available on full vesting): Table 3 Name Status No. of shares over which a conditional share award was granted under LTIP on 19 Oct 2012 Mr P. Bowman Director 226,937 Mr P.A. Turner Director 73,800 Mr M.H.C. Herlihy PDMR 44,280 Mr J.B.F. Jones PDMR 29,981 Mr T. Nolan PDMR 31,711 Mr M. Reckitt * PDMR 19,095 For participants with divisional responsibilities, the vesting will be dependent upon three separate performance conditions relating to the participant's division: underlying revenue growth; operating margin, and cash conversion. Details of the awards under the Divisional LTIPs are as follows (the number of shares stated being the maximum available on full vesting): Table 4 Name Status No. of shares over which a conditional share award was granted under LTIP on 19 Oct 2012 Mr D. Gillis PDMR 42,886 (John Crane) Mr M.P. Maginnis PDMR 34,594 (Detection) Mr M. Reckitt * PDMR 28,643 (Interconnect) Mr S. Seshadri (Medical) PDMR 35,738 Mr W.T. Smith PDMR 32,724 (Flex Tek) * Mr M. Reckitt has dual responsibilities as Group Strategy Director and as Divisional General Manager, Interconnect. 40% of the total award granted to Mr Reckitt (shown in Table 3 above) is in respect of his Group responsibilities and is subject to the Group performance conditions; the balance of Mr Reckitt's award (shown in Table 4 above) is in respect of his divisional responsibilities and is subject to the Interconnect divisional performance conditions. Name of contact and telephone number for queries: NEIL BURDETT - 020 7808 5574 Name of duly authorised officer of issuer responsible for making notification: NEIL BURDETT Date of notification: 19 OCTOBER 2012 This information is provided by RNS The company news service from the London Stock Exchange END RDSBKCDQPBDDOKD -0- Oct/19/2012 15:59 GMT
Smiths Group PLC SMIN Director/PDMR Shareholding
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