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BT Group PLC — Remuneration Information 2019
Jun 20, 2019
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Remuneration Information
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RNS Number : 8827C
BT Group PLC
20 June 2019
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR PERSONS CLOSELY ASSOCIATED WITH THEM
The information set out below is provided in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014.
LONG-TERM INCENTIVE PLAN TARGETS
As reported in BT's Annual Report 2019 (published on 23 May 2019), the Remuneration Committee delayed setting the 2019 Incentive Share Plan (ISP) targets to ensure they align and support the delivery of BT's strategy under our Chief Executive's stewardship. The performance measures and targets have now been set by the Remuneration Committee.
The ISP is a conditional share award. The performance measures relative to the 2019 ISP award will be based 20% on the percentage change in underlying revenue (including transit), 40% on normalised free cash flow and 40% on relative total shareholder return (TSR). These are the same performance measures and weightings that have been used in recent years, except revenue now includes transit to align with how we now report performance to investors. Performance will be measured over a three-year performance period from 1 April 2019 to 31 March 2022.
When setting the targets, the Remuneration Committee considered a number of factors including the annual budget, the medium-term plan and consensus at the time. The Remuneration Committee believes the performance ranges for free cash flow and revenue are appropriately stretching and deliver a fair and motivating incentive for executives. The targets are set to foster long-term sustainable performance without encouraging inappropriate risk-taking or discouraging investment.
The table below sets out the target ranges for the normalised free cash flow and underlying revenue growth (including transit). Vesting levels between threshold and maximum will be on a straight-line basis.
| Measure 2019/20-2021/22 | Threshold | Level of vesting | Maximum | Level of vesting |
| Cumulative normalised free cash flow | £5.9bn | 25% | £7.2bn | 100% |
| Cumulative Percentage Change in underlying revenue (including transit) | (1.0%) | 25% | 2% | 100% |
Relative TSR will be measured in the same way as in recent years. Sky has been removed from the comparator group given its acquisition by Comcast Inc. The relative TSR comparator group for the 2019 ISP award is as follows:
| TSR Comparator Group | ||
| Centrica | Orange | Telecom Italia |
| Deutsche Telekom | Proximus | Telefónica |
| KPN | SSE | Telenor |
| Liberty Global | Swisscom | Telia Company |
| National Grid | TalkTalk | Vodafone |
The table below summarises the potential vesting of the TSR element of the 2019 ISP.
| TSR position | Proportion vesting (of TSR part of the award) |
Proportion vesting (of overall award) |
| 1-4 | 100% | 40% |
| 5 | 95% | 38% |
| 6 | 75% | 30% |
| 7 | 55% | 22% |
| 8 | 35% | 14% |
| 9-16 | 0% | 0% |
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
PHILIP JANSEN
2
Reason for the notification
a)
Position/status
CHIEF EXECUTIVE
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 2,120,993 (ISP) |
| £2.07 | 59,387(DBP) |
d)
Aggregated information
- Aggregated volume
- Price
2,180,380 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
SIMON LOWTH
2
Reason for the notification
a)
Position/status
CHIEF FINANCIAL OFFICER
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP)
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 1,240,796 (ISP) |
| £2.07 | 157,715 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
1,398,511 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
MARC ALLERA
2
Reason for the notification
a)
Position/status
CEO CONSUMER
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 845,986 (ISP) |
| £2.07 | 104,563 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
950,549 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
BAS BURGER
2
Reason for the notification
a)
Position/status
CEO GLOBAL
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 759,219 (ISP) |
| £2.07 | 93,839 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
853,058 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
SABINE CHALMERS
2
Reason for the notification
a)
Position/status
GROUP GENERAL COUNSEL
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 518,799 (ISP) |
| £2.07 | 73,694 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
592,493 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
GERRY McQUADE
2
Reason for the notification
a)
Position/status
CEO ENTERPRISE
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 773,680 (ISP) |
| £2.07 | 90,365 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
864,045 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
ED PETTER
2
Reason for the notification
a)
Position/status
GROUP CORPORATE AFFAIRS DIRECTOR
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 445,890 (ISP) |
| £2.07 | 64,921(DBP) |
d)
Aggregated information
- Aggregated volume
- Price
510,811 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
CATHRYN ROSS
2
Reason for the notification
a)
Position/status
GROUP DIRECTOR, REGULATORY AFFAIRS
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 335,984 (ISP) |
| £2.07 | 47,726 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
383,710 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
MICHAEL SHERMAN
2
Reason for the notification
a)
Position/status
CHIEF STRATEGY AND TRANSFORMATION OFFICER
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND THE BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 644,793 (ISP) |
| £2.07 | 83,959 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
728,752 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
HOWARD WATSON
2
Reason for the notification
a)
Position/status
CEO TECHNOLOGY, SERVICE & OPERATIONS
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 574,385 (ISP) |
| £2.07 | 81,590 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
655,975 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
ALISON WILCOX
2
Reason for the notification
a)
Position/status
GROUP HR DIRECTOR
b)
Initial notification /Amendment
INITIAL
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
BT GROUP PLC
b)
LEI
213800 LRO7NS5CYQMN21
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 IN BT GROUP PLC OF 5P EACH
ISIN: GB0030913577
b)
Nature of the transaction
GRANT OF AWARD UNDER THE BT GROUP INCENTIVE SHARE PLAN (ISP) AND BT GROUP DEFERRED BONUS PLAN (DBP).
c)
Price(s) and volume(s)
| Price(s) | Volume(s) |
| £2.07 | 586,738 (ISP) |
| £2.07 | 83,345 (DBP) |
d)
Aggregated information
- Aggregated volume
- Price
670,083 shares
£2.07
e)
Date of the transaction
19 JUNE 2019
f)
Place of the transaction
LONDON
Enquiries
| Press office: | |
| Tom Engel | Tel: 020 7356 5369 |
| Investor relations: | |
| Mark Lidiard | Tel: 020 7356 4909 |
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
END
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