NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS Hays plc (the "Company") In accordance with DTR 3.1.4(R)(1)(a) the Company hereby notifies you of the following changes in the interests of directors and persons discharging managerial responsibility ("PDMRs") arising out of the grant of conditional awards of Ordinary shares in the Company ("Shares") under the 2012 Performance Share Plan. 2012 PERFORMANCE SHARE PLAN ("PSP") Today, 8 November 2012, the following conditional awards of Shares were granted for nil consideration to PDMRs under the rules of the PSP. The number of Shares under the award was calculated by reference to the price of 81.55 pence per Share, being the closing middle market price on 7 November 2012. The number of Shares stated below is the maximum number of Shares available to each PDMR on satisfaction in full of the applicable performance conditions (excluding dividend equivalent shares). DIRECTOR NUMBER OF SHARES NAME OR PDMR UNDER PSP AWARD Alistair Cox Director & PDMR 1,427,302 Paul Venables Director & PDMR 1,029,082 Tim Cook PDMR 427,218 Nick Cox PDMR 492,419 James Cullens PDMR 372,846 Sholto Douglas-Home PDMR 310,705 Nigel Heap PDMR 769,985 Stephen Weston PDMR 427,218 TOTAL SHARES 5,256,775 The vesting of one-half of the Shares under award will depend on the Company's total shareholder return performance relative to a sector peer group, measured over the three-year period to 30 June 2015. Vesting of this tranche will also be dependent on the Remuneration Committee being satisfied with the financial performance of the Company over the three-year period. The vesting of the remaining one-half of the Shares under award will depend on achievement of a target based on the Group's cumulative Earnings per Share ("EPS") performance over the three financial years from 1 July 2012 to 30 June 2015. The lower and upper EPS growth range for the first year of the cycle, from 1 July 2012 to 30 June 2013, will be based on external consensus forecasts for that year (being a range of +/- 4% around the consensus forecast EPS of 4.86p per share). The EPS growth for the remaining two years of the cycle from 1 July 2013 to 30 June 2015 will require additional growth of between RPI+4% and RPI+12% per annum to achieve threshold and maximum vesting respectively. This approach was adopted following discussion with major shareholders in 2010. Further information is set out in the Company's 2012 Remuneration Report published in September 2012. For further information in respect of this announcement please contact Neil Tsappis, Deputy Company Secretary, Hays plc on +44 (0) 20 7383 2266. END -0- Nov/08/2012 16:16 GMT
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HAYS PLC: Director/PDMR Shareholding
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