Director/PDMR Shareholding

Hays plc

26 March 2010


NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES ('PDMRs')


In accordance with Disclosure Rule 3.1.4R(1), Hays plc (the Company) wishes to notify the following changes in the interests of PDMRs in the ordinary shares of the Company (Shares) arising out of the transactions set out below.


1. Deferred Annual Bonus Plan (DAB)

The Company announces that on 26 March 2010, the PDMRs listed below waived certain Deferred Rights under the DAB that were granted to them on 21 September 2007 and 13 October 2008 respectively (Column 1 below). On the same date, these persons were granted Special Awards over a number of restricted Shares (Column 2 below). The number of restricted Shares under each Special Award was increased to reflect the notional re-investment of dividends on the waived Deferred Rights.

Each person has sold a portion of the restricted Shares under their Special Award to satisfy the income tax and employee national insurance due on grant of that award (Column 3 below), leaving a post-tax number of Shares (Column 4 below) that will, if retained until the original vesting date of the waived Deferred Rights, continue to attract a Matching Allocation of Shares (subject to satisfaction of certain performance conditions).

The number of Shares in the linked Matching Allocation remains unchanged.

                                   1               2                  3                 4       
                                                                              
PDMR                       Number of       Number of     Shares sold to     Net number of 
                       Shares waived      Restricted      discharge tax        Restricted  
                      under Deferred  Shares granted                (1)       Shares held  
                         Rights, and   under Special                        under Special 
                         year of its           Award                                Award     
                               grant                                                  
                                                                              
P Venables (2)                91,104         109,310            44,907             64,403    
                               (2007)
                                                 
N Cox                         53,450          64,130            26,347             37,783    
                               (2007)                                                 
                                                                              
A Yapp                        18,353          22,018             9,046             12,972    
                               (2007)                                                 
                                                                              
A Cox (2)                    839,160         961,129           394,854            566,275
                               (2008)

P Venables (2)               296,467         339,556           139,498            200,058
                               (2008)                                                 
                                                                              
N Cox                         63,330          72,533            29,799             42,734
                               (2008)                                                 
                                                                              
A Yapp                        48,130          55,123            22,646             32,477
                               (2008)                                                 
                                                                              
A S Douglas-Home              28,068          32,145            13,206             18,939
                               (2008)                                                 

(1) The sale of Shares (to satisfy the income tax and employee national insurance contributions falling due and to cover the incidental costs of disposal) took place on the London Stock Exchange on 26 March 2010, at an average price of 108.7p per Share.

(2) Executive Director


2. Restricted Share Award held by Alistair Cox

The Company also announces that on 26 March 2010, Alistair Cox, an Executive Director, waived his entitlement to a tranche of 64,516 Shares which were due to vest on 2 September 2010, subject only to his continuing employment. Vesting
of Shares under this tranche, which comprised part of a restricted Share award granted to Mr Cox when he joined the Company, was not dependent on satisfaction of a performance condition.

On 26 March 2010, Mr Cox was granted a Special Tranche of 64,516 restricted Shares which will vest on the same terms and on the same date as the waived tranche. Mr Cox elected to discharge from his own resources the income tax and employee national insurance contributions on the grant of the Special Tranche.


As a result of the above transactions, the directors' interests in the Ordinary share capital of the Company (excluding share options and unvested incentive shares but including shares held beneficially under deferred bonus arrangements) now stand as follows:

Alistair Cox: 2,086,827 Shares

Paul Venables: 1,241,524 Shares


For further information in respect of this announcement please contact Neil Tsappis, Deputy Company Secretary, Hays plc on [phone].