27th Jul 2005 15:31
Vodafone Group Plc27 July 2005 NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIALRESPONSIBILITY OR CONNECTED PERSONS Vodafone Group Plc ("the Company") In accordance with Section 329 of the Companies Act 1985 and Disclosure Rule3.1.4R(i) of the Disclosure Rules sourcebook, I have to inform you of thefollowing changes in share interests of directors and other persons dischargingmanagerial responsibilities (PDMRs) of the Company as a result of awards ofperformance shares and the grant of share options. The vesting of the awards andgrants is conditional upon the achievement of performance conditions: Number of ordinary shares of US$0.10 in the capital of Vodafone Group Plc Award of performance shares Grant of share options (2)(3) (1)(3)Arun Sarin* 1,717,120 5,711,292Peter Richard Bamford* 876,532 2,915,424Thomas Geitner* 811,127 2,697,882Sir Julian Horn-Smith* 1,117,080 3,715,505Andrew Nigel Halford* 539,975 1,796,003James Brian Clark 589,630 1,961,162Paul Michael Donovan 320,610 1,066,377Pietro Guindani 387,039 1,287,327Alan Paul Harper 400,904 1,333,443Simon David Lewis 294,826 980,618Timothy Marshall Miles 167,586 557,408William Thomas Morrow 362,212 1,204,749Stephen Roy Scott 308,131 1,024,872 * Denotes Director of the Company (1) Conditional awards of shares were granted on 26 July 2005 bythe Trustees of the Vodafone Group Employee Trust. The awards have been grantedin accordance with the Vodafone Group Plc 1999 Long Term Stock Incentive Plan.The vesting of these awards is conditional on continued employment with theVodafone Group and on the satisfaction of a performance condition approved bythe Remuneration Committee. The performance measure is comparative totalshareholder return (TSR). The TSR of Vodafone Group Plc over the three yearperformance period is compared to that of other constituent companies of theFTSE Global Telecommunications index and companies are ranked by reference totheir relative TSR performance. If Vodafone's TSR performance is such as toposition it in the top half of the performance ranking of the constituentcompanies, all or some of the shares comprised in the award will vest. Thevesting schedule provides that 25% of the award will vest for medianperformance, rising to full vesting if the Company's performance is within thetop 20% of companies in the index. (2) The options were granted on 26 July 2005 by the Company inaccordance with the Vodafone Group Plc 1999 Long Term Stock Incentive Plan andwith the Company's policy on long-term incentives that has been approved byshareholders. The options will be exercisable at a price per share of 145.25p,which is the London Stock Exchange closing price per share on 25 July 2005. Theoptions will be exercisable subject to continued employment with the VodafoneGroup and the satisfaction of a performance condition approved by theRemuneration Committee. The performance condition is that compound growth inadjusted earnings per share over the three-year performance period must exceedat least 8% per annum. If the compound growth is 8% per annum, 25% of theoption will vest rising to full vesting if compound growth is 16% per annum. Inthe event that full vesting is not achieved after three years, the options willlapse. The options are normally exercisable at any time between 3 and 10 yearsfrom the date of grant. (3) These awards are also conditional on the directors and otherPDMRs being compliant with the Company's share ownership guidelines, whichprovide that they will acquire and maintain minimum levels of shareholding. Thelevels are four times salary for the Chief Executive, three times salary forother Board directors and two times salary for the other PDMRs, who are membersof the Executive Committee. S R Scott Group General Counsel and Company Secretary This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Vodafone