REG - GSK PLC - Director/PDMR Shareholding
14/02/2023 07:01
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RNS Number : 7890P GSK PLC 13 February 2023
GSK plc (the 'Company')
2023 Performance Share Plan Award and 2023 Performance Measures
2023 Performance Share Plan Award
On 9 February 2023, the Company granted conditional share awards to the
Persons Discharging Managerial Responsibilities ('PDMRs') and their Persons
Closely Associated ('PCAs') listed below under the GlaxoSmithKline 2017
Performance Share Plan ('the Plan'). The Plan was approved by shareholders on
4 May 2017 and allows a performance-related opportunity in the form of
conditional awards to be granted to senior executives in the Group, including
the Executive Directors and other PDMRs.
Under the terms of the Plan, conditional awards are granted over a specific
number of Ordinary Shares or American Depositary Shares ('ADSs'), and the
percentage of awards that ultimately vests is dependent on the level of
achievement against performance targets set by the Remuneration Committee.
2023 Performance Measures
In accordance with the Remuneration Policy and company growth focus, the
awards will be based on the following five measures:
Performance Measure Proportion of
each award
Relative Total Shareholder Return (TSR) 30%
GSK Total Sales 20%
GSK Profit 20%
Pipeline Progress 20%
ESG: Environment 10%
The performance period for the awards is the three financial years from 1
January 2023 to 31 December 2025.
Relative TSR measure
This measure compares the TSR of the Company's Ordinary Shares over the
performance period with the TSR of the shares of nine (9) other global
pharmaceutical companies (i.e. a comparator group of ten (10) companies
including the Company). This TSR comparator group remains unchanged. The
companies in the TSR comparator group are AstraZeneca, Bristol-Myers Squibb,
Eli Lilly, Johnson & Johnson, Merck & Co, Novartis, Pfizer, Roche
Holdings, Sanofi and GSK.
In a group of 10 companies, the median (position 5.5) falls between two
companies. The vesting schedule for the 2023 awards is as follows:
Ranking position Vesting Schedule
1st, 2nd or 3rd 100%
4th 70%
5th 40%
Median (Threshold vesting) 25%
6th or below 0%
GSK Total Sales & Profit measures
The Total Sales and Profit measures recognise the importance of the commercial
ambitions in our Investor Update ('IU') and the Committee has set targets that
reinforce those commitments. The targets for GSK Total Sales and Profit
measures are of their nature commercially sensitive at the time of grant. At
the end of the performance period we will provide full disclosure of what has
been achieved. Reflecting our growth agenda the Threshold for vesting for both
measures is now 99% of target.
Both the Total Sales and Profit measures in the 2023 award will vest as
follows:
Performance vs Target Proportion Vesting
Below Threshold <99% of Target Nil
Threshold 99% of Target 25%
Target 100% of Target 50%
103% of Target 75%
Maximum 105% of Target 100%
The proportions vesting between the above vesting levels will be calculated on
a straight-line basis.
Pipeline Progress measure
The Pipeline Progress measure, introduced in 2020, reflects our emphasis on
Innovation and seeks to reward acceleration and strengthening of the pipeline.
The measure is based on two equally weighted elements of our key assets or
indications:
Proportion of award
Pipeline Progress - Sub-measure
10% Pivotal trial starts, which focus mainly on phase III registrational trial
starts, but may also include phase II starts (for example, in oncology)
10% Major regulatory approval milestones
Points will be allocated to the successful assets in each sub-measure based
upon their forecast commercial value (peak year sales) at the end of the
performance period.
The points vesting scales for these sub-measures of the 2023 award will be
published as part of the 2022 Annual Report.
Due to commercial sensitivity, the Remuneration Committee remains of the view
that the Pipeline Progress measure targets cannot be published at the time of
grant. At the end of the performance period we will provide full disclosure
of what has been achieved, in terms of both milestones and aggregate points,
along with a narrative commentary on performance.
ESG: Environment measure
An ESG Environment measure was introduced, based upon our Trust priority and
goal of having a Nature Net Positive and Climate Net Zero impact by 2030,
details of which are provided on our website. The ESG Environment measure
includes six key performance indicators (KPIs), three towards our Climate
ambitions and three towards our Nature ambitions. To achieve 75% vesting,
all six measures must have met their 2025 targets. To achieve 100% vesting,
two of the six measures, at least one in Climate and one in Nature, must have
exceeded their 2025 targets.
Notes
1. To the extent that each element of a conditional award does not vest at
the end of the three-year performance period, it will lapse.
2. The PDMRs in the transaction notifications below were each granted a
conditional award under the terms of the GlaxoSmithKline 2017 Performance
Share Plan. Awards granted are of Ordinary Shares or ADSs.
3. Dividends will accrue on the conditional award of Ordinary Shares or
ADSs during the performance period but will only vest to the extent that the
awards themselves vest at the end of the performance period. These dividends
are not included in the figures below.
4. For Executive Directors, the award is subject to an additional vesting
period of two years (the 'Holding Period') from the normal vesting date, i.e.
five years in total. During the additional Holding Period, the relevant
Ordinary Shares or ADSs would only be forfeited in the event that the
Executive Director was terminated for cause, and the Ordinary Shares or ADSs
will continue to carry rights to dividend equivalents.
Transaction notification
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms E Walmsley
b) Position/status Chief Executive Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 501,927
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms D Conrad
b) Position/status Chief People Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of notional Ordinary Shares under the Company's 2017
Performance Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010. 111,052
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr J Ford
b) Position/status SVP and Group General Counsel, Legal and Compliance
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 172,924
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms S Jackson
b) Position/status SVP, Global Communications and CEO Office
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 72,695
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr D Jackson
b) Position/status PCA of Ms S Jackson (SVP, Global Communications and CEO Office)
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 5,570
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr L Miels
b) Position/status Chief Commercial Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 265,822
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms S Ramakrishnan
b) Position/status Chief Digital and Technology Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument American Depositary Shares ('ADSs')
ISIN: US37733W2044
b) Nature of the transaction A conditional award of ADSs under the Company's 2017 Performance Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
$36.32 64,427
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr D Redfern
b) Position/status President Corporate Development
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 185,317
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr R Simard
b) Position/status President, Global Supply Chain
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 187,475
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr P Thomson
b) Position/status President, Global Affairs
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 85,471
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms D Waterhouse
b) Position/status CEO, ViiV Healthcare and President, Global Health, GSK
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 176,282
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Dr T Wood
b) Position/status Chief Scientific Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 237,841
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Ms V Whyte
b) Position/status Company Secretary
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GSK plc
b) LEI 5493000HZTVUYLO1D793
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 transaction(s) has been conducted
a) Description of the financial instrument Ordinary shares of 31 ¼ pence each ('Ordinary Shares')
ISIN: GB00BN7SWP63
b) Nature of the transaction A conditional award of Ordinary Shares under the Company's 2017 Performance
Share Plan
c) Price(s) and volume(s) Price(s) Volume(s)
£15.010 11,800
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2023-02-09
f) Place of the transaction N/A
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