Director/PDMR Shareholding

Director/PDMR Shareholding

St. James's Place

St. James’s Place plc (“SJP”)

SJP was notified on 30 December 2016 of the following changes in SJP shares held by the Executive Director named below.

SJP Performance Share Plan 2005 (“PSP”) and linked Company Share Option Plan 2010 (“CSOP”)

On 21 March 2013, Mr David Bellamy, Executive Director, was awarded a CSOP-linked award, whereby he was granted a nil-cost unapproved option pursuant to the PSP and a linked HMRC approved CSOP option. Mr Bellamy exercised the linked CSOP award on 29 December 2016 with an exercise price of £5.155 per share and, as a result, his linked PSP award automatically lapsed in respect of the number of shares equal in value to the gain realised upon exercise of the linked CSOP award.

Column 1 sets out the number of SJP shares acquired as a result of the exercise of the linked CSOP award on 29 December 2016, and column 2 sets out the number of SJP shares sold on 29 December 2016 at £9.89 per share by Mr Bellamy. Column 3 sets out the number of shares that have lapsed under the linked PSP award as a result of this exercise, and Column 4 sets out the number of PSP award shares retained under the linked PSP award.

Â	Â	1	Â	2	Â	3	Â	4
Name of Director		Number of SJP shares acquired on exercise of CSOP option		Number of SJP shares sold		Number of SJP shares that have lapsed under the linked PSP award		Number of SP shares retained under the linked PSP award
David Bellamy		774		407		371		175,807

SJP Performance Share Plan 2005 (“PSP”)

On 21 March 2013 Mr Bellamy was awarded nil cost unapproved PSP awards. On 29 December 2016, Mr Bellamy exercised those awards, as set out in the table below.

Column 1 sets out the number of SJP shares exercised, column 2 sets out the number of SJP shares sold on 29 December 2016 at a price of £9.963 per share by Mr Bellamy in order to settle income tax and National Insurance liabilities. Column 3 sets out the number of SJP shares retained.

Â	Â	1	Â	2	Â	3
Name of Director		Number of SJP shares exercised		Number of SJP shares sold to meet tax liability		Number of SJP shares retained
David Bellamy		175,807		82,837		92,970

Following the above, Mr Bellamy, on 30 December 2016 transferred 80,000 SJP shares by way of gift to members of his family. Mr Bellamy further transferred 13,337 SJP shares by way of gift to the Bellamy Family Trust (“the Trust”) held with the Charities Aid Foundation. Neither Mr Bellamy or a Person Closely Associated with him are Trustees of the Trust and none of the shares held in the Trust are held on his behalf on either a beneficial or non-beneficial basis.

Current Holdings

The table below sets out the current holdings of Mr Bellamy and his Closely Associated Persons* in SJP ordinary shares after the above transactions:

Name of Director	Â	Number of SJP shares held
David Bellamy		1,263,080

(i) *The interests of the Director include those of his Closely Associated Person as defined in Regulation (EU) No 596/2014 (Market Abuse Regulation). The Closely Associated Person of Mr Bellamy is Janette Bellamy.

(ii) The interests of the Director include deferred bonus scheme awards held in trust for the Director which have not yet vested and are subject to forfeiture.

This notification is made in accordance with Article 19(3) of Regulation (EU) No 596/2014 (Market Abuse Regulation).

With the exception of the changes notified in this announcement, the Executive Directors’ shareholdings in SJP are unchanged.

Ann McGookin

Tel: [phone]

View source version on businesswire.com: http://www.businesswire.com/news/home/20161230005114/en/