7th Mar 2019 13:40
RSA Insurance Group plc
("the Company")
Transactions in shares by Persons Discharging Managerial Responsibility ("PDMRs")
Ordinary Shares of £1.00 each
7 March 2019
The Company announces the following changes to the interests of PDMRs in the Company's Ordinary Shares of £1.00 each ("Shares").
On 4 March 2019 the nil cost Conditional Awards over Shares granted on 4 March 2016 under the terms of the RSA Performance Share Plan 2014 ("PSP") to the following PDMRs vested as shown in the table below.
Name | No. of Performance Shares vested | No. of Dividend Equivalent Shares on Performance Shares | No. of Bonus Deferral Shares Vested | No. of Dividend Equivalent Shares on Bonus Deferral Shares | No. of Shares sold to cover statutory deductions | |
Stephen Hester1 | 372,863 | 31,857 | 131,800 | 11,261 | 258,244 | |
Scott Egan1 | 175,665 | 15,008 | 0 | 0 | 89,891 | |
Martin Thompson | 24,732 | 2,112 | 0 | 0 | 14,414 | |
Ralph Daals | 57,717 | 4,931 | 9,228 | 788 | 34,257 | |
Charlotte Heiss | 44,250 | 3,780 | 7,830 | 668 | 26,650 | |
William McDonnell | 67,420 | 5,760 | 28,400 | 2,426 | 49,033 |
· Bonus Deferral Shares relate to awards made in respect of 2015 as part of the Annual Bonus Plan.
· Performance Shares vested at 73.8% following testing of Group underlying Return on Tangible Equity (ROTE), Relative Total Shareholder Return (TSR) and Business Review Scorecard factors.
· The Dividend Equivalent Shares are added to the awards at vesting in accordance with the rules of the PSP and Directors' Remuneration Policy.
· Shares sold to cover statutory deductions were sold at a price of £5.208679 per share on 4 & 5 March 2019.
· Shares retained have been transferred to the Equatex nominee account operated by RSA as part of the share plan administration system.
Notes to table:
1 A two-year retention period applies to vested Performance Shares, excluding any sold to satisfy statutory deductions, in line with the Directors' Remuneration Policy.
The forms required under the EU Market Abuse Regulation follow.
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | Stephen Hester | ||||
b) | Position / status | Group Chief Executive | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). The vested shares are subject to a two-year holding period which ends on 4 March 2021. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
372,863
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. The vested shares are subject to a two-year holding period which ends on 4 March 2021. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
31,857
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Bonus Deferral Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
131,800
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Bonus Deferral Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
11,261
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
258,244
£5.208679 | ||||
e) | Date of the transaction | 4&5 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | Scott Egan | ||||
b) | Position / status | CEO, UK and International | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). The vested shares are subject to a two-year holding period which ends on 4 March 2021. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
175,665
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. The vested shares are subject to a two-year holding period which ends on 4 March 2021. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
15,088
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) |
Nature of the transaction |
Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
89,891 £5.208679 | ||||
e) | Date of the transaction | 4&5 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | Martin Thompson | ||||
b) | Position / status | CEO, Canada | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
24,732
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
2,112 NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
14,414
£5.208679 | ||||
e) | Date of the transaction | 4&5 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | Ralph Daals | ||||
b) | Position / status | Group Chief Auditor | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP).
| ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
57,717
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
4,931
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Bonus Deferral Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
9,228
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Bonus Deferral Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
788
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) |
Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
34,257 £5.208679
| ||||
e) | Date of the transaction | 4&5 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | Charlotte Heiss | ||||
b) | Position / status | Group Chief Legal Officer and Company Secretary | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
44,250
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
3,780
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Bonus Deferral Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
7,830
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23
| ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Bonus Deferral Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
668
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
26,650
£5.208679 | ||||
e) | Date of the transaction | 4&5 March 2019
| ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
1. | Details of PDMR / Closely Associated Person ("CAP") | |||||
a) | Name | William McDonnell | ||||
b) | Position / status | Group Chief Risk Officer | ||||
c) | Initial notification / amendment | Initial Notification | ||||
2. | Details of the issuer | |||||
a) | Name | RSA Insurance Group plc | ||||
b) | LEI | 549300HOGQ7E0TY86138 | ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Performance Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
67,420 NIL
| ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Performance Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
5,760
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Bonus Deferral Share award granted on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP). | ||||
c) | Price(s) and volume(s) |
| ||||
d) |
Aggregated information · Aggregated volume · Price |
28,400
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Vesting of Dividend Equivalent Share award granted as part of the Bonus Deferral Share award on 4 March 2016 over Ordinary Shares under the terms of the RSA Performance Share Plan 2014 (PSP) at nil cost and added to that award at vesting. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
2,426
NIL | ||||
e) | Date of the transaction | 4 March 2019 | ||||
f) |
Place of the transaction |
| ||||
3. | 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 | Ordinary Shares of £1 each ISIN: GB00BKKMKR23 | ||||
b) | Nature of the transaction | Sale of shares to cover statutory deductions on share awards vested on 4 March 2019 under the RSA Performance Share Plan 2014. | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information · Aggregated volume · Price |
49,033 £5.208679 | ||||
e) | Date of the transaction | 4&5 March 2019 | ||||
f) | Place of the transaction | XLON London Stock Exchange
| ||||
Enquiries to:
Charlotte Heiss, Group Chief Legal Officer and Company Secretary
RSA Insurance Group plc
Tel: +44 (0) 20 7111 7000
Related Shares:
RSA.L