Serco Group PLC

Remuneration Information • Nov 3, 2014

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RNS Number : 9788V

Serco Group PLC

03 November 2014

Serco Group plc (the "Company") advises that, following the commencement of employment of Angus Cockburn as Group Chief Financial Officer on 27 October, he was granted, on 31 October 2014, 295,807 nominal cost options to acquire ordinary shares of 2p each in the Company through participation in the Serco Group plc Performance Share Plan (the PSP):

The number of shares that will vest under the PSP is conditional upon the satisfaction of three independent equally-weighted performance measures as follows:

Performance Measure	Weighting of Measure	Performance Target	Vesting Period
Absolute Share Price	1/3rd	450p (threshold) to 600p (maximum), measured over the 30 days following announcement of the Company's 2017 results.	4 years
Relative TSR	1/3rd	Median (threshold) to upper quartile (maximum) when ranked against companies in the FTSE 51 to 130 (excluding investment trusts).  Measured over the 30 days following announcement of the Company's 2016 results.	3 years
EPS	1/6th	22p (threshold) to 26p (maximum) for the Company's 2016 results.	3 years
1/6th	30p (threshold) to 35p (maximum) for the Company's 2018 results.	5 years

The definition of EPS is Adjusted EPS as defined in the Company's reporting of its financial results.

Each element of the PSP award will be subject to a post-vesting holding requirement that takes the total term of the award (i.e. vesting period plus holding period) to a minimum of 5 years.  Pre-vesting malus and post-vesting clawback will also apply to these awards.

On the same day the Company also made the following awards to Angus Cockburn to compensate him for performance-based and non-performance based awards he forfeited on his departure from Aggreko plc.

First, Angus was granted 228,194 options to acquire at nominal cost ordinary shares of 2p each in the Company through a one-time performance share plan that will vest conditional upon the satisfaction of performance measures as follows:

Performance Measure	Weighting of Measure	Performance Target	Vesting Period
Absolute Share Price	40%	As set out above	As set out above
Relative TSR	40%	As set out above	As set out above
Strategic objectives	20%	Improving cash conversion; enhancing KPI reporting; strengthening the finance function; and improving operating margin.	3 years

Second, to compensate for non-performance related awards forgone on leaving Aggreko plc, Angus was granted 72,549 options to acquire at nominal cost ordinary shares of 2p each in the Company that are not conditional on performance measures and are subject only to continued employment on the vesting dates as follows:

Number of shares	Vesting Date
19,304	5 August 2016
32,271	4 March 2017
20,974	16 April 2017

This notice is given in fulfilment of obligations under DTR3.1.2R and DTR3.1.4R(1)(a).

This information is provided by RNS

The company news service from the London Stock Exchange

END

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