Director/PDMR Shareholding

RNS Number : 7915C

Vodafone Group Plc

19 November 2009

 



Vodafone Group Plc ("the Company")

In accordance with Disclosure and Transparency Rule 3.1.4R(1), I have to inform you of the following changes in share interests of a person discharging managerial responsibilities ("PDMR") of the Company:

	Number of ordinary shares of US$0.113/7
	in the capital of Vodafone Group Plc
	A	B
	Award of performance shares (1)(2)	Purchased shares (3)
Wendy Becker	2,949,016	364,577

• A conditional award of shares was granted on 18 November 2009 by the Company. The award has been granted in accordance with the Vodafone Global Incentive Plan (incorporating co-investment). The vesting of this award is conditional on continued employment with the Vodafone Group, retention of co-investment and on the satisfaction of a performance condition approved by the Remuneration Committee. The performance measure is based on free cash flow performance with a multiplier that is based on comparative total shareholder return ("TSR") performance. The free cash flow performance is based on a three year cumulative adjusted cash flow figure. The target free cash flow level is set by reference to the Company's three year plan and market expectations, 12.5% of the award will vest for target performance, rising further to 50% vesting for maximum performance. The multiplier is based on the TSR of the Company over the three year performance period 1 April 2009 to 31 March 2012 relative to a peer group of five companies within the European Telecoms sector as well as one emerging market composite. There will be no increase in vesting until TSR performance exceeds median, at which point the multiplier will increase up to two on a linear basis for upper quintile performance. The maximum vesting is 100% for maximum free cash flow performance (50%) and maximum TSR performance (multiplier of 2). For further details of the Plan, please see pages 59 and 60 of the Company's 2009 Annual Report, available at www.vodafone.com/investor.

• This award is also conditional on the PDMR being compliant with the Company's share ownership guidelines, which provide that the PDMR will acquire and maintain minimum levels of shareholding. The levels are four times salary for the Chief Executive, three times salary for other Board directors and two times salary for the other PDMRs, who are members of the Executive Committee.  

• The Company was advised by UBS Trustees (Jersey) Limited that on 18 November 2009 the above named PDMR acquired an interest in the number of shares of US$0.11 3/7 each in the Company shown in column B above at the price of 136.6 pence per share.

Stephen Scott

Group General Counsel and Company Secretary

 

END

 

 

RDSILFISLLLALIA