Centrica PLC — Remuneration Information 2019

Apr 2, 2019

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RNS Number : 8646U

Centrica PLC

02 April 2019

Centrica plc (the "Company")

2 April 2019

Notification of Transactions of Directors

The Company announces that it was notified on 2 April 2019 of the following transactions in respect of the Company's Ordinary Shares of 614/81 pence ("Shares") relating to Executive Directors.

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

(i)        Grant of Awards

Awards over Shares were granted on 1 April 2019 to Executive Directors, equivalent to 250% of base salary, which is below the 300% maximum set out in the Remuneration Policy that was approved in May 2018.  The award for Sarwjit Sambhi has been pro-rated based on the date he was appointed to the Board.

The awards were granted to the Executive Directors under the terms of the Centrica Long Term Incentive Plan and consisted of conditional awards.  The awards are subject to continued employment. 

Vesting of the awards is subject to the satisfaction of performance conditions.  Post vesting, the Shares are subject to an additional two-year holding period.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name(s)

Iain Conn

Richard Hookway

Chris O'Shea

Sarwjit Sambhi

2

Reason for the notification

a)

Position/status

Executive Directors

b)

Initial notification/Amendment

Initial Notification

3

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

a)

Name

Centrica plc

b)

LEI

E26EDV109X6EEPBKVH76

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 614/81 pence

GB00B033F229

b)

Nature of the transaction

Grant of Awards under the Centrica Long Term Incentive Plan

c)

Price(s) and volume(s)

Conditional awards of Shares, the number of Shares calculated by reference to a price of 116.32p, being the average of the Company's Share price over the five trading days immediately preceding the date of grant.

Executive	Number of Shares subject to award
Iain Conn	2,057,900
Richard Hookway	1,289,546
Chris O'Shea	1,332,530
Sarwjit Sambhi	1,258,501

d)

Aggregated information

-        Aggregated volume

-        Price

-        Total

As noted in (4c) above

As noted in (4c) above

As noted in (4c) above

e)

Date of the transaction

1 April 2019

f)

Place of the transaction

Outside a trading venue

(ii)       Acquisition of Shares

Shares were acquired on 1 April 2019 by Executive Directors, with deferred Annual Incentive Plan ("AIP") funds.  The AIP funds relate to the 2018 performance year.  The Shares are subject to a mandatory holding period of three years from the date of acquisition. 

The Forfeitable Shares were acquired under the terms of the Centrica Long Term Incentive Plan.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name(s)

Iain Conn

Richard Hookway

Chris O'Shea

Sarwjit Sambhi

2

Reason for the notification

a)

Position/status

Executive Directors

b)

Initial notification/Amendment

Initial Notification

3

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

a)

Name

Centrica plc

b)

LEI

E26EDV109X6EEPBKVH76

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 614/81 pence

GB00B033F229

b)

Nature of the transaction

Acquisition of Forfeitable Shares under the terms of the Long Term Incentive Plan

c)

Price(s) and volume(s)

Forfeitable Shares were acquired by the Executive Directors at a price of 114.85p per Share.

Executive	Number of Shares acquired
Iain Conn	337,760
Richard Hookway	35,931
Chris O'Shea	68,689
Sarwjit Sambhi	275,859

d)

Aggregated information

-        Aggregated volume

-        Price

-        Total

As noted in (4c) above

As noted in (4c) above

As noted in (4c) above

e)

Date of the transaction

1 April 2019

f)

Place of the transaction

Outside a trading venue

(iii)        Vesting of Award - Long Term Incentive Plan

On 1 April 2019, awards vested under the Centrica Long Term Incentive Plan.  The awards were granted on 1 April 2016.

The vesting of the awards was subject to the satisfaction of performance conditions over a three-year period.  The vesting outcome was 18% of the original award. 

Following the sale of Shares to cover statutory withholding liabilities, the remaining Shares are subject to a two-year mandatory holding period until 1 April 2021.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name(s)

Iain Conn

2

Reason for the notification

a)

Position/status

Executive Director

b)

Initial notification/Amendment

Initial Notification

3

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

a)

Name

Centrica plc

b)

LEI

E26EDV109X6EEPBKVH76

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 614/81 pence

GB00B033F229

b)

Nature of the transaction

Sale of Shares to cover statutory withholding liabilities due following the vesting of awards under the Centrica Long Term Incentive Plan that were granted on 1 April 2016.  The remaining Shares are subject to a two-year mandatory holding period.

c)

Price(s) and volume(s)

Executive Director	Number of vested Shares	Number of Shares sold to cover statutory withholding liabilities	Price
Iain Conn	269,591	126,962	113.62p

d)

Aggregated information

-        Aggregated volume

-        Price

-        Total

As noted in (4c) above

As noted in (4c) above

As noted in (4c) above

e)

Date of the transaction

1 April 2019

f)

Place of the transaction

London Stock Exchange (XLON)

(iv)         Release of Shares - Forfeitable Shares

On 1 April 2019, Forfeitable Shares that were purchased with deferred AIP funds in 2016, were released at the end of the three-year holding period.  The Shares were acquired by the Executive Director on 1 April 2016 under the terms of the Long Term Incentive Plan.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name(s)

Iain Conn

2

Reason for the notification

a)

Position/status

Executive Director

b)

Initial notification/Amendment

Initial Notification

3

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

a)

Name

Centrica plc

b)

LEI

E26EDV109X6EEPBKVH76

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 614/81 pence

GB00B033F229

b)

Nature of the transaction

Sale of Shares to cover statutory withholding liabilities due following the release of Shares that were acquired on 1 April 2016 as Forfeitable Shares under the terms of the Centrica Long Term Incentive Plan. 

c)

Price(s) and volume(s)

Executive Director	Number of vested Shares	Number of Shares sold to cover statutory withholding liabilities	Price
Iain Conn	171,296	80,671	113.62p

d)

Aggregated information

-        Aggregated volume

-        Price

-        Total

As noted in (4c) above

As noted in (4c) above

As noted in (4c) above

e)

Date of the transaction

1 April 2019

f)

Place of the transaction

London Stock Exchange (XLON)

(v)          Release of Shares - On Track Incentive Plan

On 1 April 2019, Shares were released to an Executive Director following the vesting of awards that were granted on 1 April 2016 and 1 April 2017, under the Centrica On Track Incentive Plan. 

The awards were granted before the Executive Director was appointed to the Board.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name(s)

Sarwjit Sambhi

2

Reason for the notification

a)

Position/status

Executive Director

b)

Initial notification/Amendment

Initial Notification

3

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

a)

Name

Centrica plc

b)

LEI

E26EDV109X6EEPBKVH76

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 614/81 pence

GB00B033F229

b)

Nature of the transaction

Sale of Shares to cover statutory withholding liabilities due on the release of conditional awards under the Centrica On Track Incentive Plan.  The awards were granted on 1 April 2016 and 1 April 2017.

c)

Price(s) and volume(s)

Number of Shares released	Number of Shares sold to cover statutory withholding liabilities	Price
208,116	98,012	113.62p

d)

Aggregated information

-        Aggregated volume

-        Price

-        Total

As noted in (4c) above

As noted in (4c) above

As noted in (4c) above

e)

Date of the transaction

1 April 2019

f)

Place of the transaction

London Stock Exchange (XLON)

Centrica plc is listed on the London Stock Exchange (CNA)

Registered Office: Millstream, Maidenhead Road, Windsor, Berkshire SL4 5GD

Registered in England & Wales number: 3033654

Legal Entity Identifier number: E26EDV109X6EEPBKVH76

ISIN number: GB00B033F229

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END

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