Hill & Smith PLC

Transaction in Own Shares • May 21, 2014

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RNS Number : 7411H

Hill & Smith Hldgs PLC

21 May 2014

21 May 2014

Hill & Smith Holdings PLC

Announcement of grant of awards under the

2014 Long Term Incentive Plan (LTIP) and the 2014 Executive Share Option Scheme (ESOS)

Notification under paragraphs 3.1.2R to 3.1.4R of the Disclosure and Transparency Rules

LTIP Award - 20 May 2014

On 20 May 2014 the Board of Hill & Smith Holdings PLC ("Hill & Smith" or the "Company") approved the grant of awards in the form of nil-cost options over ordinary shares in the Company in accordance with the provisions of the Hill & Smith Holdings 2014 Long Term Incentive Plan (the "LTIP"). 

Mr D W Muir has been granted a nil cost option over 80,752 ordinary shares, Mr M Pegler has been granted a nil-cost option over 51,656 ordinary shares and Mr M A Tonks has been granted a nil cost option over 37,600 ordinary shares. 

Mr Muir, Mr Pegler and Mr Tonks are persons discharging managerial responsibilities of the Company. 

The awards were based on a share price of 558.5p, being the average of the mid market prices for the three trading days prior to the grant date of 20 May 2014. 

Each of Messrs Muir, Pegler and Tonks was also granted an award in the form of a tax qualifying option, in accordance with the provisions of the Hill & Smith Holdings 2014 Executive Share Option Scheme (the "ESOS"), over 5,371 ordinary shares with an exercise price of 558.5p per ordinary share on terms which are similar to the awards under the LTIP (together the "Awards"). If the options under the ESOS are exercised at a gain, the LTIP awards will be reduced by the same value to ensure that the combined pre-tax value delivered to participants remains the same as that for the maximum permitted award under the LTIP. 

Under the rules of the LTIP, the ESOS and the Company's Remuneration Policy, the vesting of the Awards is subject to the achievement of set performance conditions which are based upon the growth in the Company's underlying earnings per share and its total shareholder return, over the three year period commencing on 1 January 2014 (the "Vesting Period"). The awards will (subject to the achievement of the performance conditions) vest following the end of the Vesting Period.

Following the grant of these Awards, Mr Muir, Mr Pegler and Mr Tonks have the following interests in the Company's shares:

Individual	Number of shares in which there is a beneficial interest	Total number of shares awarded or subject to options under the LTIP, ESOS and SAYE Scheme
Mr D W Muir	143,742	314,828
Mr M Pegler	51,398	203,469
Mr M A Tonks	20,474	106,692

Enquiries:

John Humphreys

Company Secretary

Tel: +44 (0) 121 704 7430

This information is provided by RNS

The company news service from the London Stock Exchange

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