1st Jun 2016 11:25
Notification of transactions of directors, persons discharging managerial responsibilities or connected persons in accordance with DTR 3.1
The independent trustee of the SABMiller plc Employees' Benefit Trust (EBT) notified SABMiller plc (the Company) on 31 May 2016 that it had on 31 May 2016 released ordinary shares in the Company to directors and persons discharging managerial responsibility (PDMRs), as summarised in the table below.
The shares released to directors and PDMRs follow the conclusion of the five year vesting period and subsequent testing of the performance condition for value share awards made in 2011 under the SABMiller plc Executive Share Award Plan 2008. The awards were only capable of vesting if the Company's Total Shareholder Return (TSR) exceeded the median TSR of a comparator group over a five year performance period. No shares vest for median performance but for every £10 million of additional shareholder value created in excess of the median (being the % outperformance of the median multiplied by SABMiller's market capitalisation at the start of the performance period) a fixed number of shares will vest. The award was subject to automatic testing against the performance condition at the conclusion of the vesting period. In accordance with the terms of the award, the number of shares released was calculated by reference to the Company's TSR performance against its comparator group for the period from 1 April 2011 to 31 March 2016. For this period, SABMiller's TSR was 114.963%, compared with 102.058% for the median of the comparator group. This represents an out-performance of the median by 12.905%, meaning that an additional £4,321 million of shareholder value in excess of the median was created over this period.
The release of deferred shares follows the conclusion of the deferral period for deferred shares associated with value share awards made in 2011 under the SABMiller plc Executive Share Award Plan 2008 which had been crystallised before the conclusion of the five year vesting period. As these shares are no longer at risk of forfeiture, they have automatically been released.
Participants were entitled to receive a notional dividend on their deferred shares, calculated by reference to dividends actually paid by the Company during the deferral period, to be satisfied in the form of additional shares, subject to taxation, once the deferred shares were free from forfeiture risk and finally released to the participants.
The shares were released to the PDMRs on 31 May 2016, with sales of shares to meet tax and other withholding obligations being effected on the same day as shown in the table below.
Name of PDMR | Value shares crystallised and released 31 May 2016 | Deferred shares released on 31 May 2016
| Additional shares released on 31 May 2016
| Shares sold | Shares retained |
A J Clark* | 49,691 | - | - | 22,854 | 26,837 |
D J De Lorenzo* | 21,605 | - | - | - | 21,605 |
M J Bowman | 30,247 | - | - | 12,946 | 17,301 |
S M Clark | 21,605 | - | - | 8,861 | 12,744 |
J Davidson | 21,605 | - | - | 10,155 | 11,450 |
N T Fell | 25,926 | - | - | 12,186 | 13,740 |
C A van Kralingen | 32,407 | - | - | 15,232 | 17,175 |
K Lippert | - | 15,823 | 270 | 6,687 | 9,406 |
A Mervis | 22,901 | 3,038 | 52 | 10,397 | 15,594 |
*Director
The price per share sold on 31 May 2016 was £42.744321
Date of transactions: 31 May 2106
Place of transactions: London, England
Name of contact and telephone number for queries
Bill Warner: 01483 264268
Name of duly authorised officer of issuer responsible for making notification
Stephen Shapiro, Group Company Secretary
1 June 2016
Related Shares:
SAB.L