Close Brothers Group PLC

Director's Dealing • Oct 5, 2016

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RNS Number : 6994L

Close Brothers Group PLC

04 October 2016

Close Brothers Group plc

Notification of transactions by

persons discharging managerial responsibilities in Ordinary shares of the Company of 25p each (Shares)

Close Brothers Group plc (the 'Company') notifies that share awards under the Company's Omnibus Share Incentive Plan 2009 have today been granted to the following executive directors and other persons discharging managerial responsibilities ('PDMRs') under the deferred annual bonus plan ("DAB"), share matching plan ("SMP") and long term incentive plan ("LTIP").  A share price of 1,378.6p per share has been applied to determine the number of shares awarded under each of the plans.

Full details of the plans have been published within the Company's Annual Report 2016 which is available on its website at:

www.closebrothers.com/investor-relations/investor-information/results-reports-and-presentations

Deferred Annual Bonus Plan Share Awards

These awards entitle participants to call for specified amounts of their award shares at their option and at nil cost at any time during defined one year periods between 4 October 2017 and 3 October 2020.  These entitlements will lapse if the participant leaves employment in certain circumstances and are subject to forfeiture or reduction in particular adverse circumstances.

Share Matching Plan Share Awards

These awards entitle participants to call at any time between 4 October 2019 and 3 October 2020 at their option, at nil cost, for their award shares subject to the criteria set out below.  These entitlements will lapse if the participant leaves employment in certain circumstances.

Executive directors and other PDMRs participate in this plan by choosing to invest up to the value of 100% of base salary from their total deferred and non-deferred annual bonus into invested shares with a deferral period of three years ("Invested Shares").  Performance conditions will not apply to the Invested Shares which will be released in full at the end of the holding period, subject to forfeiture or reduction in certain adverse circumstances.  Invested Shares are matched on a 2:1 matching ratio basis for executive directors or on a 1:1 matching ratio basis for other PDMRs with free matching shares ("Matching Shares"), which are subject to performance conditions over the three year deferral period and in particular adverse circumstances, may be subject to forfeiture or reduction.

Vesting of the Matching Shares will be conditional on the achievement of distinct performance conditions established at the start of the performance period.  For this award, 40% of the Matching Shares award will be subject to a target based on the Company's total shareholder return (share price growth plus re-invested dividends) over the performance period being at least 10% per annum, with maximum vesting at 20% per annum.  A further 40% of each award will be subject to a requirement that the growth in the Company's adjusted earnings per share over the performance period must exceed the RPI rate of inflation by 3% per annum over that period with maximum vesting at RPI plus 10% per annum over that period.  The relevant part of a participant's award will lapse if the Company's performance is below the lower level; 25% will vest at the lower level and 100% at the top level. For performance between the two levels, the award will vest on a sliding scale.  The remaining 20% of the Matching Shares award will be subject to a measure which is based on two risk management objectives targets which focus on capital and balance sheet management and risk, compliance and controls.  25% of this part of the Award will vest at satisfactory performance, with 100% vesting at exceptional performance and no vesting at below satisfactory performance.

Long Term Incentive Plan Awards

These awards entitle participants to call at any time between 4 October 2019 and 3 October 2020 at their option, at nil cost, for their award shares subject to achievement of certain performance conditions.  The number of shares shown in the individual notifications below is the maximum available to each director or other PDMR on satisfaction, in full, of the performance targets for the LTIP.  The performance targets for the 2016 LTIP award are the same as those described above for the 2016 SMP. These entitlements will lapse if the participant leaves employment in certain circumstances and are subject to forfeiture or reduction in particular adverse circumstances.

The following notifications, made pursuant to Article 19(3) of the Market Abuse Regulation, provide further details.   

Name of authorised official of issuer responsible for making notification

John Hudspith

Deputy Company Secretary

Close Brothers Group plc                              

4 October 2016

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Preben Prebensen

2

Reason for the notification

a)

Position/status

Group Chief Executive

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Deferred Annual Bonus ('DAB')

2.   Long Term Incentive Plan ('LTIP')

3.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   DAB	£13.786	33,765
2.   LTIP	£13.786	78,341
3.   SMP	£13.786	117,513

d)

Aggregated information

- Aggregated volume

- Price

229,619

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Jonathan Howell

2

Reason for the notification

a)

Position/status

Group Finance Director

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Deferred Annual Bonus ('DAB')

2.   Long Term Incentive Plan ('LTIP')

3.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   DAB	£13.786	22,493
2.   LTIP	£13.786	54,404
3.   SMP	£13.786	88,788

d)

Aggregated information

- Aggregated volume

- Price

165,685

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Stephen Hodges

2

Reason for the notification

a)

Position/status

Group Managing Director

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Deferred Annual Bonus ('DAB')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   DAB	£13.786	66,140

d)

Aggregated information

- Aggregated volume

- Price

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Elizabeth Lee

2

Reason for the notification

a)

Position/status

Group Head of Legal & Regulatory Affairs

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

2.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	29,015
2.   SMP	£13.786	43,524

d)

Aggregated information

- Aggregated volume

- Price

72,539

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Tazim Essani

2

Reason for the notification

a)

Position/status

Group Head of Corporate Development

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

2.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	18,135
2.   SMP	£13.786	26,840

d)

Aggregated information

- Aggregated volume

- Price

44,975

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Philip Yarrow

2

Reason for the notification

a)

Position/status

Winterflood Chief Executive

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

2.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	14,508
2.   SMP	£13.786	19,042

d)

Aggregated information

- Aggregated volume

- Price

33,550

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Martin Andrew

2

Reason for the notification

a)

Position/status

Asset Management Chief Executive

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	21,762

d)

Aggregated information

- Aggregated volume

- Price

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Rebekah Etherington

2

Reason for the notification

a)

Position/status

Group Head of Human Resources

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

2.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	18,135
2.   SMP	£13.786	26,114

d)

Aggregated information

- Aggregated volume

- Price

44,249

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

Robert Sack

2

Reason for the notification

a)

Position/status

Group Chief Risk Officer

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Close Brothers Group plc

b)

LEI

213800W73SYHR14I3X91

4

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 transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary Shares of 25p each

GB0007668071

b)

Nature of the transaction

2016 Share awards under the Company's Omnibus Share Incentive Plan 2009:

1.   Long Term Incentive Plan ('LTIP')

2.   Share Matching Plan ('SMP')

c)

Price(s) and volume(s)

Award(s)	Price(s)	Volume(s)
1.   LTIP	£13.786	14,508
2.   SMP	£13.786	7,254

d)

Aggregated information

- Aggregated volume

- Price

21,762

£13.786

e)

Date of the transaction

4 October 2016

f)

Place of the transaction

XLON

This information is provided by RNS

The company news service from the London Stock Exchange

END

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