Director/PDMR Shareholding
Pendragon PLC
09 May 2006
The 'Director/PDMR Shareholding' announcement released on today at 16:35 under
RNS No 6905C has been reformatted.
The full text is shown below.
ANNOUNCEMENT
Pendragon PLC ('Pendragon')
Pendragon Long Term Incentive Plan 2006
Following approval by shareholders of the introduction of a new Long Term
Incentive Plan ('LTIP') at the Pendragon Annual General Meeting held on 28 April
2006, the 2006 matching awards and performance awards under the LTIP have been
granted on 9 May 2006 to the executive directors listed below. All references to
shares are to Pendragon ordinary shares of 25p each.
Director Number of matching Number of performance
shares awarded shares awarded
T G Finn 65,820 71,804
M S Casha 32,471 39,891
D R Forsyth 25,450 27,924
H C Sykes 17,200 19,945
The vesting of the matching awards and performance awards under the LTIP is
subject to the satisfaction of performance conditions. The performance
conditions reflect the company's performance over a single fixed three year
period ('the performance period'), beginning on the first day of the financial
year in which the awards are granted. For the above grants, the performance
conditions will be based on the company's normalised earnings per share ('EPS')
growth in excess of the retail price index ('RPI'), over the performance period
and the vesting schedule will be:
EPS growth of the company per annum Percentage of Award that will vest
over the performance period
less than RPI +4% 0%
RPI + 4% 30%
RPI + 10% or more 100%
Between RPI + 4% and RPI + 10% Between 30% and 100% pro-rata on a
straight-line basis
In addition, these EPS growth targets will be underpinned by a requirement that
the company's total shareholder return ('TSR') outperforms the FTSE 350 total
return index over the performance period. TSR calculations will be averaged over
a three monthly period prior to both the beginning and the end of the
performance period.
Matching awards are an award over a fixed number of shares that 'matches' the
number of shares that the directors have chosen to purchase using their annual
bonus for 2005. The executive directors have today notified the company that
they have all invested their total net annual bonus for 2005 in Pendragon
shares, in each case at a purchase price of £6.20 per share. The number of
shares acquired is as follows:
Director Number of shares acquired Percentage of share capital
T G Finn 39,254 0.03%
M S Casha 19,365 0.01%
D R Forsyth 15,178 0.01%
H C Sykes 10,258 0.008%
Exercise of Share Options
The company has been notified that on the 9th May 2006, the following directors
of the company exercised the following options over Pendragon shares pursuant to
the Pendragon 1999 Approved and Unapproved Executive Share Option Schemes, at
the subscription price of £1.172 per share:-
Director Number Exercised Percentage of share capital
T G Finn 750,000 0.57%
M S Casha 375,000 0.29%
D R Forsyth 175,000 0.13%
H C Sykes 125,000 0.10%
The directors have also notified the company that following these exercises,
they have today sold the following shares, in each case at a price of £6.20 per
share:-
Director Number Percentage of share capital
T G Finn 750,000 0.57%
M S Casha 375,000 0.29%
D R Forsyth 175,000 0.13%
H C Sykes 25,000 0.02%
Following the transactions, the details of which are set out above, the
executive directors' respective holdings of Pendragon shares are as follows:-
Director Total held Percentage of share capital
T G Finn 2,942,381 2.24%
M S Casha 843,202 0.64%
D R Forsyth 316,480 0.24%
H C Sykes 323,585 0.25%
This announcement is intended to satisfy obligations both under section 329 of
the Companies Act 1985 and the Disclosure Rules 3.1.4R(1).
HILARY C SYKES
9 May 2006
Enquiries:-
Pendragon PLC
Hilary Sykes, Company Secretary Tel: 01623 725108
Finsbury Group
(Public relations adviser to Pendragon)
Gordon Simpson Tel: 0207 251 3801
This information is provided by RNS
The company news service from the London Stock Exchange
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