REG - Prudential PLC - Overseas Regulatory Announcement - Grant of Awards

PrudentialAnnouncement

27/03/2024 10:15

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RNS Number : 5197I  Prudential PLC  27 March 2024

The following text is the text of an announcement released to the Stock
Exchange of Hong Kong Limited on 27 March 2024 pursuant to rule 17.06A of the
Rules Governing the Listing of Securities (the "Listing Rules") on the Stock
Exchange of Hong Kong.

 

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong
Limited and the Singapore Exchange Securities Trading Limited take no
responsibility for the contents of this announcement, make no representation
as to its accuracy or completeness and expressly disclaim any liability
whatsoever for any loss howsoever arising from or in reliance upon the whole
or any part of the contents of this announcement.

 

(Incorporated and registered in England and Wales with limited liability,
registered number 01397169)

(Stock Code: 2378)

 

GRANT OF SHARE AWARDS

 

The attached announcement is being released by Prudential plc on the date
below.

 

 

By order of the Board

Prudential plc

Tom Clarkson

Company Secretary

 

27 March 2024, Hong Kong

 

As at the date of this announcement, the Board of Directors of Prudential plc
comprises:

 

Chair

Shriti Vinodkant Vadera

 

Executive Director

Anil Wadhwani (Chief Executive Officer)

 

Independent Non-executive Directors

Jeremy David Bruce Anderson CBE, Arijit Basu, Chua Sock Koong, David John
Alexander Law ACA,

Ming Lu, George David Sartorel, Claudia Ricarda Rita Suessmuth Dyckerhoff,

Jeanette Kai Yuan Wong and Yok Tak Amy Yip

 

* For identification purposes

 

 

 

 

27 March 2024

 

GRANT OF SHARE AWARDS

 

This announcement is made pursuant to Rule 17.06A of the Rules Governing the
Listing of Securities (the "Listing Rules") on The Stock Exchange of Hong Kong
Limited.

 

Prudential plc ("Prudential") announces that on 26 March 2024, an award (the
"Award") was granted over a total of 697,317 new ordinary shares of Prudential
to Anil Wadhwani, a director and Chief Executive Officer of Prudential, under
the Prudential Long Term Incentive Plan 2023 (the "PLTIP").

 

A summary is set out below:

 

 Date of grant                                     :  26 March 2024
 Number of shares under Award granted              :  697,317
 Purchase price of the Award granted               :  Nil
 Closing price of the shares on the date of grant  :  HK$ 75.1 per share
 Vesting period of the Award granted               :  The vesting period is three years from the date of grant.
 Performance targets and clawback mechanism        :  Performance Targets: The PLTIP has stretching performance conditions aligned
                                                      to the strategic priorities of the Prudential Group. The performance period is
                                                      1 January 2024 - 31 December 2026.  The conditions are summarised below, with
                                                      confirmation of the threshold requirements, which result in 20% of the award
                                                      element vesting:

Performance Target                              Weighting  Summary Description
                                                      Total Shareholder Return (TSR)                  45%        Measured on a ranked basis over three years relative to a peer group of 12
                                                                                    other insurance companies. Threshold is a median ranking.
                                                      New Business Profit (NBP)                       15%        Cumulative NBP measures the creation of writing new business and is a key
                                                                                    metric to indicate growth. Threshold is US$10,305m.
                                                      Gross Operating Free Surplus Generation (OFSG)  15%        Cumulative Gross OFSG will be calculated as the operating free surplus
                                                                                    generated within local businesses before the investment in new business and
                                                                                    any central costs. Threshold is US$8,279m.
                                                      Group GWS Operating Capital Generation          5%         Cumulative GWS operating capital generation. The threshold figure for this
                                                                                    metric will be published in the Annual Report for the final year of the
                                                                                    performance period.
                                                      Group GIECA Surplus Generation                  5%         Cumulative GIECA measure. The threshold figure for this metric will be
                                                                                    published in the Annual Report for the final year of the performance period.
                                                      Carbon Reduction Measure                        5%         Reduction of weighted average carbon intensity, with a threshold of a 47.5%
                                                                                    reduction. Any vesting will be dependent on also meeting a transition finance
                                                                                    underpin.
                                                      Diversity Measure                               5%         Measured as a % of the Group Leadership Team (GLT) that is female at the end
                                                                                    of 2026, with a threshold of 38% representation.
                                                      Conduct Measure                                 5%         Through appropriate management action, ensure there are no significant
                                                                                    conduct/ culture / governance issues that could result in significant capital
                                                                                    add-ons or material fines, with a threshold of partial achievement.
                                                      Total                                           100%

 

                                                      Clawback mechanism: Clawback may be applied where there are the following
                                                      exceptional circumstances at any time before the fifth anniversary of the
                                                      award date:

                                                      ·     a material misstatement in the published results of any member of
                                                      the Prudential group for any period during or after the performance period (or
                                                      if no performance periods are applicable, the vesting period);

                                                      ·     an error in the assessment of any applicable performance conditions
                                                      or the determination of the number of shares subject to an award (or where
                                                      such assessment was based on inaccurate or misleading information);

                                                      ·     gross misconduct;

                                                      ·     a breach by the participant of any restrictive covenants or other
                                                      similar undertakings;

                                                      ·     where the participant has caused a material financial loss for the
                                                      Prudential group as a result of (i) reckless, negligent or wilful actions or
                                                      omissions; or (ii) inappropriate values or behaviour;

                                                      ·     where a member of the Prudential group is censured by a regulatory
                                                      body or suffers significant reputational damage; and

                                                      ·     insolvency or corporate failure.

 

Clawback mechanism: Clawback may be applied where there are the following
exceptional circumstances at any time before the fifth anniversary of the
award date:

 

·     a material misstatement in the published results of any member of
the Prudential group for any period during or after the performance period (or
if no performance periods are applicable, the vesting period);

·     an error in the assessment of any applicable performance conditions
or the determination of the number of shares subject to an award (or where
such assessment was based on inaccurate or misleading information);

·     gross misconduct;

·     a breach by the participant of any restrictive covenants or other
similar undertakings;

·     where the participant has caused a material financial loss for the
Prudential group as a result of (i) reckless, negligent or wilful actions or
omissions; or (ii) inappropriate values or behaviour;

·     where a member of the Prudential group is censured by a regulatory
body or suffers significant reputational damage; and

·     insolvency or corporate failure.

 

The Award has been approved by the independent non-executive directors of
Prudential pursuant to Rule 17.04(1) of the Listing Rules.

 

As at the date of this announcement, the maximum number of shares available
for future grant under the scheme mandate of the plan and any other plans is
205,749,804.

 

 

About Prudential plc

Prudential plc provides life and health insurance and asset management in 24
markets across Asia and Africa. Prudential's mission is to be the most trusted
partner and protector for this generation and generations to come, by
providing simple and accessible financial and health solutions. The business
has dual primary listings on the Stock Exchange of Hong Kong (2378) and the
London Stock Exchange (PRU). It also has a secondary listing on the Singapore
Stock Exchange (K6S) and a listing on the New York Stock Exchange (PUK) in the
form of American Depositary Receipts. It is a constituent of the Hang Seng
Composite Index and is also included for trading in the Shenzhen-Hong Kong
Stock Connect programme and the Shanghai-Hong Kong Stock Connect programme.

 

Prudential is not affiliated in any manner with Prudential Financial, Inc. a
company whose principal place of business is in the United States of America,
nor with The Prudential Assurance Company Limited, a subsidiary of M&G
plc, a company incorporated in the United Kingdom.

 

https://www.prudentialplc.com/ (https://www.prudentialplc.com/)

 

 

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