REG - GlaxoSmithKline PLC - Director/PDMR Shareholding
17/02/2022 15:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220217:nRSQ0452Ca&default-theme=true
RNS Number : 0452C GlaxoSmithKline PLC 17 February 2022
GlaxoSmithKline plc (the 'Company')
2022 Performance Share Plan Award and 2022 Performance Measures
2022 Performance Share Plan Award
On 15 February 2022, 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.
The 2022 awards have been granted to GSK employees only. Current GSK
employees who will move to the new consumer healthcare business were excluded
and will receive awards over consumer healthcare shares at a later time to be
determined by the new company with performance measures aligned to the
consumer healthcare business strategy.
2022 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 2022 to 31 December 2024.
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 GlaxoSmithKline.
In a group of 10 companies, the median (position 5.5) falls between two
companies. The vesting schedule for the 2022 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
align with 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 2022 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.
These sub-measures of the 2022 award will vest as follows:
Pivotal Trial Starts
Performance Level Points Payout
Below Threshold <11 Nil
Threshold 11 25%
13 50%
15 75%
Maximum 17 100%
Major Regulatory Approvals
Performance Level Points Payout
Below Threshold <16 Nil
Threshold 16 25%
18 50%
20 75%
Maximum 22 100%
Where relevant, achievements between the above performance levels will be
rewarded on a straight-line basis.
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 has been 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 2024 targets. To achieve 100% vesting,
two of the six measures, at least one in Climate and one in Nature, must have
exceeded their 2024 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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 461,059
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr I Mackay
b) Position/status Chief Financial Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 233,028
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
f) Place of the transaction N/A
1. Details of PDMR/person closely associated with them ('PCA')
a) Name Mr R Connor
b) Position/status President, Vaccines and Global Health
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 182,746
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 96,591
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 General Counsel
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 157,331
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 55,106
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 5,570
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 229,124
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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: US37733W1053
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)
$42.87 52,484
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 Chief Strategy Officer
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 168,607
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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, Pharmaceuticals 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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 148,421
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 77,764
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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
c) Initial notification/ Initial notification
amendment
2. Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 146,384
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
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 GlaxoSmithKline 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 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
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)
£15.712 11,800
.
d) Aggregated information N/A (single transaction)
Aggregated volume Price
e) Date of the transaction 2022-02-15
f) Place of the transaction N/A
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END DSHZDLFFLLLLBBXRecent news on GSK
See all newsREG - GSK PLC - Transaction in Own Shares
AnnouncementREG - GSK PLC - Exdensur (depemokimab ulla) approved by US FDA
AnnouncementREG - GSK PLC - Transaction in Own Shares
AnnouncementREG - GSK PLC - Exdensur (depemokimab) UK MHRA approval
AnnouncementREG - GSK PLC - Transaction in Own Shares
Announcement