REG - SSE Plc - Director/PDMR Shareholding
SSE plc
Director/PDMR Shareholding
SSE plc (the "Company") - Notification of Transactions of Directors/Persons Discharging Managerial Responsibilities and their Closely Associated Persons
(i) Deferred Bonus Scheme (DBS) - Vesting of Awards Granted 25 June 2015
On 28 June 2018, the independent Trustee of the SSE Employee Trust notified the Company that it had on 28 June 2018 transferred the beneficial interest of Ordinary shares of 50 pence each fully paid in the Company, subject to awards granted on 25 June 2015 under the DBS to the Executive Directors and PDMR listed in the table that follows. Vesting of these shares was subject to continuous employment over the three-year period from date of grant (or as provided by the DBS Plan Rules).
1
Details of the person(s) discharging managerial responsibilities/person closely associated with
a)
Name(s)
Gregor Alexander (Executive Director)
Alistair Phillips-Davies (Executive Director)
Martin Pibworth (Executive Director)
Colin Nicol (PDMR)
2
Reason for the notification
a)
Position/status
As noted in 1a) above
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
SSE plc
b)
LEI
549300KI75VYLLMSK856
4
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, type of instrument Identification code
Ordinary shares of 50 pence each fully paid
ISIN: GB0007908733
b)
Nature of transaction
Vesting of Awards under the SSE plc Deferred Bonus Scheme
c)
Price(s) and volume(s)
Vesting of awards granted under the SSE plc Deferred Bonus Scheme on 28 June 2018 at a vesting price of GBP£13.5309
Executive Director/PDMR
Gross Award of Shares
Accrued Dividend Shares
Total Shares
No. Shares sold at £13.5309 to meet income tax and National Insurance liabilities
Net Number of Shares transferred to Participant
Gregor Alexander
(Executive Director)
6,130
1,246
7,376
3,546
3,830
Alistair Phillips-Davies (Executive Director)
7,931
1,612
9,543
4,588
4,955
Martin Pibworth
(Executive Director)
4,328
879
5,207
2,504
2,703
Colin Nicol
(PDMR)
2,886
584
3,470
1,669
1,801
d)
Aggregated information
- Aggregated volume
- Price
As noted in 4c) above
As noted in 4c) above
e)
Date of transaction
28 June 2018
f)
Place of transaction
Outside a trading venue
(ii) Performance Share Plan (PSP) - Vesting of Awards Granted 25 June 2015
On 28 June 2018 the independent Trustee of the SSE Employee Trust notified the Company that it had on 28 June 2018 transferred the beneficial interest of Ordinary shares of 50 pence each fully paid in the Company, subject to awards granted on 25 June 2015 under the PSP to the Executive Directors and PDMR listed in the table that follows. Vesting of these shares was subject to certain performance conditions being met at the end of the three-year performance period commencing 1 April 2015. In total 30% of the award vested for participants.
1
Details of the person(s) discharging managerial responsibilities/person closely associated with
a)
Name(s)
Gregor Alexander (Executive Director)
Alistair Phillips-Davies (Executive Director)
Martin Pibworth (Executive Director)
Colin Nicol (PDMR)
2
Reason for the notification
a)
Position/status
As noted in 1a) above
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
SSE plc
b)
LEI
549300KI75VYLLMSK856
4
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, type of instrument Identification code
Ordinary shares of 50 pence each fully paid
ISIN: GB0007908733
b)
Nature of transaction
Vesting of Awards under the SSE plc Performance Share Plan.
c)
Price(s) and volume(s)
Vesting of awards granted under the SSE plc Performance Share Plan on 28 June 2018 at a vesting price of GBP£13.5309
Executive Director/PDMR
Gross Award of Shares
Accrued Dividend Shares
Total Shares vested at 30%
No. Shares sold at £13.5309 to meet income tax and National Insurance liabilities
Net Number of Shares transferred to Participant
Gregor Alexander
(Executive Director)
58,848
11,981
21,248
10,215
11,033
Alistair Phillips-Davies (Executive Director)
76,138
15,502
27,491
13,216
14,275
Martin Pibworth
(Executive Director)
26,940
5,483
9,726
4,676
5,050
Colin Nicol
(PDMR)
19,243
3,914
6,946
3,340
3,606
d)
Aggregated information
- Aggregated volume
- Price
As noted in 4c) above
As noted in 4c) above
e)
Date of transaction
28 June 2018
f)
Place of transaction
Outside a trading venue
Deferred Bonus Scheme (DBS) - Grant of Awards
On 28 June 2018, the Executive Directors and PDMR listed in the table that follows were each granted awards over Ordinary shares of 50 pence each fully paid in the Company under the DBS. The number of shares under each award has been calculated by reference to a price of £13.46 per share, being the average of the Company's share price over the three dealing days immediately preceding the date of grant.
Awards granted under the DBS represent a deferral of a proportion of the cash bonus earned for the 2017/18 annual incentive year which is converted into shares. The shares will vest after a period of three years from the date of grant subject normally to the participant remaining in employment with the Company. On vesting, the participant will become entitled to additional shares representing the value of reinvested dividends over the three-year period.
In accordance with the DBS rules, shares awarded to Executive Directors will be subject to a further holding period which expires on the first anniversary of their cessation of employment with the Company. On vesting, and throughout the holding period, they will become entitled to additional shares representing the value of reinvested dividends over the period.
1
Details of the person(s) discharging managerial responsibilities/person closely associated with
a)
Name(s)
Gregor Alexander (Executive Director)
Alistair Phillips-Davies (Executive Director)
Martin Pibworth (Executive Director)
Colin Nicol (PDMR)
2
Reason for the notification
a)
Position/status
As noted in 1a) above
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
SSE plc
b)
LEI
549300KI75VYLLMSK856
4
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, type of instrument Identification code
Ordinary shares of 50 pence each fully paid
ISIN: GB0007908733
b)
Nature of transaction
Grant of Awards under the SSE plc Deferred Bonus Scheme
c)
Price(s) and volume(s)
Conditional awards of shares, the number of shares calculated by reference to a price of GBP£13.46, being the average of the Company's share price over the three dealing days immediately preceding date of grant.
Director/PDMR
Total DBS Awards Granted
Gregor Alexander (Director)
16,640
Alistair Phillips-Davies (Director)
24,841
Martin Pibworth (Director)
10,398
Colin Nicol (PDMR)
6,333
d)
Aggregated information
- Aggregated volume
- Price
As noted in 4c) above
As noted in 4c) above
e)
Date of transaction
28 June 2018
f)
Place of transaction
Outside a trading venue
(iii) Performance Share Plan (PSP) - Grant of Awards
On 28 June 2018, the Executive Directors listed in the table that follows were each granted awards over Ordinary shares of 50 pence each fully paid in the Company under the PSP. The number of shares stated is the maximum which will become available to each Executive Director if the performance targets applicable to the award are achieved at their upper limit or above. On vesting, the Executive Director will become entitled to additional shares representing the value of reinvested dividends over the performance period. The number of shares under each award has been calculated by reference to a price of £13.46 per share, being the average of the Company's share price over the three dealing days immediately preceding the date of grant.
Vesting of these awards will normally only take place if performance conditions are satisfied over the three-year performance period 1 April 2018 to 31 March 2021. These performance conditions are those indicated in the Company's Directors' Remuneration Policy (as set out in the 2018 Annual Report). The Policy was approved by shareholders at SSE's AGM on 20 July 2017 and applies from this date.
Awards granted to Executive Directors will be subject to an additional two-year post-vesting holding period during which time the Executive Director must retain the post-tax number of shares vesting under award.
1
Details of the person(s) discharging managerial responsibilities/person closely associated with
a)
Name(s)
Gregor Alexander (Executive Director)
Alistair Phillips-Davies (Executive Director)
Martin Pibworth (Executive Director)
2
Reason for the notification
a)
Position/status
As noted in 1a) above
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
SSE plc
b)
LEI
549300KI75VYLLMSK856
4
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, type of instrument Identification code
Ordinary shares of 50 pence each fully paid
ISIN: GB0007908733
b)
Nature of transaction
Grant of Awards under the SSE plc Performance Share Plan
c)
Price(s) and volume(s)
Conditional awards of shares, the number of shares calculated by reference to a price of GBP£13.46, being the average of the Company's share price over the three dealing days immediately preceding date of grant.
Director
Total PSP Awards Granted
Gregor Alexander
89,466
Alistair Phillips-Davies
132,287
Martin Pibworth
66,957
d)
Aggregated information
- Aggregated volume
- Price
As noted in 4c) above
As noted in 4c) above
e)
Date of transaction
28 June 2018
f)
Place of transaction
Outside a trading venue
(iv) Leadership Share Plan (LSP) - Grant of Awards
On 28 June 2018, Colin Nicol (PDMR) as noted in the table that follows, was granted an award over Ordinary shares of 50 pence each fully paid in the Company under the LSP. The number of shares stated is the number which will become available to Colin Nicol if the performance targets applicable to the award are achieved, although the number could be increased (or reduced) by the Company performance adjuster described below. On vesting, Colin Nicol will become entitled to additional shares representing the value of reinvested dividends over the performance period.
The number of shares under the award has been calculated by reference to a price of £13.46 per share, being the average of the Company's share price over the three dealing days immediately preceding the date of grant.
Vesting of the award will normally only take place if the performance conditions are achieved over the three-year performance period 1 April 2018 to 31 March 2021. In addition, an overall Company performance adjuster, allowing vesting rates to be adjusted up or down by up to 25% at the discretion of the Remuneration Committee, may be applied if overall performance of the Company over the performance period merits such an upward or downward adjustment.
1
Details of the person(s) discharging managerial responsibilities/person closely associated with
a)
Name(s)
Colin Nicol (PDMR)
2
Reason for the notification
a)
Position/status
As noted in 1a) above
b)
Initial notification/Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
SSE plc
b)
LEI
549300KI75VYLLMSK856
4
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, type of instrument Identification code
Ordinary shares of 50 pence each fully paid
ISIN: GB0007908733
b)
Nature of transaction
Grant of Awards under the SSE plc Leadership Share Plan
c)
Price(s) and volume(s)
Conditional awards of shares, the number of shares calculated by reference to a price of GBP£13.46, being the average of the Company's share price over the three dealing days immediately preceding date of grant.
PDMR
Total LSP Awards Granted
Colin Nicol (PDMR)
23,240
d)
Aggregated information
- Aggregated volume
- Price
As noted in 4c) above
As noted in 4c) above
e)
Date of transaction
28 June 2018
f)
Place of transaction
Outside a trading venue
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