30th Aug 2011 07:00
Company Secretariat |
30 August 2011
|
To: | Australian Securities Exchange | cc: | New York Stock Exchange |
London Stock Exchange | JSE Limited |
Notification of Change of Interests of
Persons Discharging Managerial Responsibility
(Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority)
Name of entities | BHP Billiton Limited | BHP Billiton Plc |
ABN 49 004 028 077 | REG NO 3196209 |
As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all those interests of directors and persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group's Securities Dealing document.
We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group's Securities Dealing document.
Name of person discharging managerial responsibilities | Mr J M Yeager |
Date of last notice | 1 April 2011 |
Date issuer informed of transaction | 29 August 2011 |
Date and place of transaction | 26 August 2011 (Australian Securities Exchange) |
Nature of transaction | The acquisition of 225,000 ordinary shares in BHP Billiton Limited following the exercise of Performance Shares under the 2006 Long Term Incentive Plan and 29,877 ordinary shares in BHP Billiton Limited following the exercise of 2009 Deferred Shares under the Group Incentive Scheme. In addition, an on-market sale of 92,610 ordinary shares on the Australian Securities Exchange, made in order to meet expected tax obligations. |
Part 1 - Change of relevant interests in securities
Included in this Part are:
·; in the case of a trust, interests in the trust made available by the responsible entity of the trust;
·; details of the circumstance giving rise to the relevant interest;
·; details and estimated valuation if the consideration is non-cash; and
·; changes in the relevant interest of Connected Persons of the director.
Direct or indirect interest | Direct |
Nature of indirect interest (including registered holder) | Mr Yeager has an indirect interest in 246 ordinary shares in BHP Billiton Limited (held as 123 BHP Billiton Limited ADRs) held by Computershare Nominees on behalf of Shareplus participants as Acquired Shares under the scheme. Shareplus is an all employee share purchase plan of the BHP Billiton Group. Mr Yeager also holds an indirect interest in 624(1) ordinary shares in BHP Billiton (held as 312 BHP Billiton Limited ADRs) held by Cede & Company, and they are held on behalf of Mr Yeager as beneficial owner. No change to indirect holding. |
Date of change | 26 August 2011 |
No. of securities held prior to change | 263,636 (Direct) 870 (Indirect) |
Class | Ordinary Shares in BHP Billiton Limited |
Number acquired | 254,877 |
Number disposed | 92,610 |
Value/Consideration | Exercise of 254,877 at nil cost Sale of 92,610 at $38.81 |
No. of securities held after change | 425,903 (Direct) 870 (Indirect) |
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | The acquisition of 225,000 ordinary shares in BHP Billiton Limited following the exercise of Performance Shares under the 2006 Long Term Incentive Plan and 29,877 ordinary shares in BHP Billiton Limited following the exercise of 2009 Deferred Shares under the Group Incentive Scheme. In addition, an on-market sale of 92,610 ordinary shares on the Australian Securities Exchange, made in order to meet expected tax obligations. |
Any additional information
| Shareplus - correction of administrative oversight (see below) |
(1) In April 2011 it was reported that 420 BHP Billiton Limited shares (210 BHP Billiton Limited ADRs) were transferred to Mr Yeager's indirect shareholding under the Group's all employee share plan SharePlus. Due to an administrative oversight 64 of these shares (32 ADRs) which were held indirectly by Computershare Nominees were sold to satisfy a tax obligation but were incorrectly reported in the disclosure notice as having been transferred to Mr Yeager. The 32 BHP Billiton Limited ADRs were sold without Mr Yeager's knowledge on 4 April 2011 at US$97.63 per ADR and the remaining ADRs were transferred to Mr Yeager's indirect shareholding. | |
Part 2 - Change of interests in contracts other than as described in Part 3
Included in this Part are:
·; only details of a contract in relation to which the interest has changed; and
·; details and estimated valuation if the consideration is non-cash.
Detail of contract
| - |
Nature of interest
| - |
Name of registered holder (if issued securities) | - |
No. and class of securities to which interest related prior to change | - |
Interest acquired
| - |
Interest disposed
| - |
Value/Consideration
| - |
Interest after change
| - |
Part 3 - Change of interests in options or other rights granted by the entities
Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification.
Date of grant
| - |
Period during which or date on which exercisable | - |
Total amount paid (if any) for the grant
| - |
Description of securities involved: class; number | - |
Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise | - |
Part 3 - Change of interests in options or other rights granted by the entities (cont'd)
Total number of securities over which options or other rights held at the date of this notice
| 637,702 - maximum number of Performance Shares (ordinary shares of BHP Billiton Limited) under the LTIP
31,442 - maximum number Deferred Shares (ordinary shares of BHP Billiton Limited) under the GIS
246 - maximum number of Matched Shares (ordinary shares of BHP Billiton Limited, held as 123 Limited ADRs) under Shareplus _________ 669,390 - Total
|
Any additional information
| This notification is in respect of an exercise of vested 2006 Performance Shares (225,000) under the BHP Billiton Limited Long Term Incentive Plan and the exercise of vested 2009 Deferred Shares (29,877) under the BHP Billiton Limited Group Incentive Scheme. |
Part 4 - Contact details
Name of authorised officers responsible for making this notification on behalf of the entities | Libby Joyner - BHP Billiton Limited
Geof Stapledon - BHP Billiton Plc - BHP Billiton Plc |
Contact details
| Libby Joyner Tel: +61 3 9609 2339 Fax: +61 3 9609 4372
Geof Stapledon Tel: +44 20 7802 4176 Fax: +44 20 7802 3054 |
Related Shares:
BHP Group