| Wed 4 Apr 2007, 16:02 | | OML/OLM - Old Mutual Plc - Share interests of PDMR |
|
OML
OLOML
OML/OLM - Old Mutual Plc - Share interests of PDMRs
OLD MUTUAL PLC
ISIN CODE: GB0007389926
JSE SHARE CODE: OML
NSX SHARE CODE: OLM
ISSUER CODE: OLOML
Share interests of persons discharging managerial responsibilities (PDMRs)
1 Grant of share options to Executive Directors
The following options over shares in Old Mutual plc (the Company) were granted
on 30 March 2007 under the Company`s Share Option and Deferred Delivery Plan
(the SOP) to the following directors of the Company:
Director Number of shares Exercise Price
J C Nicholls 876,384 GBP1.626
J C Nicholls 307,504 GBP1.626
J V F Roberts 307,504 GBP1.626
J H Sutcliffe 904,060 GBP1.626
Mr Nicholls was granted two options, one with a face value of GBP1,425,000 in
respect of the terms of his joining agreement and one with a face value of
GBP500,000 in respect of an annual award for 2007.
All of the above options are for a period of six years, but may not generally,
under the rules of the SOP, be exercised until the third anniversary of grant
and then only subject to the fulfilment of performance targets set by the
Remuneration Committee of the Company. No consideration was payable for these
grants.
The total number of shares now held under option by the above directors under
the SOP (following the above grants) is as follows:
Executive Total No. No. of No. of vested
Director of shares unvested option shares
under option
option shares
J C Nicholls 1,183,888 1,183,888 -
J V F Roberts 2,657,971 851,147 1,806,824
J H Sutcliffe 4,285,959 1,691,488 2,594,471
2 Grant of Restricted Share Awards to Executive Directors
The following deferred short-term incentive awards over shares in the Company
were granted on 30 March 2007 under the Company`s Restricted Share Plan (the
RSP) to the following directors of the Company:
Director Number of shares
J V F Roberts 90,812
J H Sutcliffe 111,877
The shares will generally only be released three years after the date of the
award if the director remains in employment with the Group until then.
The following restricted share award was granted to Mr Nicholls on 30 March 2007
in accordance with the terms set out in his joining agreement:
Director Number of shares
J C Nicholls 876,384
The shares will be released in equal thirds on the third, fourth and fifth
anniversaries of the date of the award if Mr Nicholls remains in employment with
the Group until then.
Mr Roberts and Mr Sutcliffe have elected to use some or all of their annual cash
incentives for the year ended 31 December 2006 and Mr Nicholls has elected to
use 100% of his joining cash award to purchase shares in the Company under a
matching scheme pursuant to the RSP. The following shares in the Company were
purchased with that part of their net of tax cash awards for which they made
such elections and the following related matching awards were made under the RSP
on 30 March 2007:
Director Gross Net No. of Price per No. of
incentive incentive shares share shares
used to used to bought (including under
purchase purchase costs) the RSP
shares shares matching
award
J C Nicholls GBP300,000 GBP177,000 106,764 GBP1.6579 182,542
J V F Roberts GBP236,257 GBP139,392 84,079 GBP1.6579 143,766
J H Sutcliffe GBP363,824 GBP214,657 129,477 GBP1.6579 221,372
The matching awards will generally only be released three years after the date
of the award if the director remains in employment with the Group until then and
the performance conditions applicable thereto have been fulfilled. The personal
shares bought are held in the director`s name by the trust until the date of
vesting or lapse (whichever first occurs) of the matching award.
The conditions relating to each of the SOP awards (up to 100% of salary) and the
matching awards are subject to a Sterling-denominated IFRS Earnings per Share
(IFRS EPS) performance target linked to UK RPI, under which growth in IFRS EPS
must exceed the accumulated growth in UK RPI over the three-year vesting period
plus 9%. For SOP awards of between 100% and 200% of salary IFRS EPS must exceed
the accumulated growth in UK RPI over the three-year vesting period plus 12% and
for awards in excess of 200% of salary IFRS EPS must exceed the accumulated
growth in UK RPI over the three-year vesting period plus 15%.
The total numbers of shares in the Company contingently held under the RSP by
the directors concerned (including the above awards) are now as follows:
Executive No. of Restricted No. of Restricted
Director Shares under the Shares in respect
bonus matching of deferred short-
arrangement term incentives /
welcome awards
J C Nicholls 182,542 876,384
J V F Roberts 436,280 275,910
J H Sutcliffe 748,308 378,615
The total numbers of shares in the Company in which the directors concerned
(together with their connected persons, for the purposes of section 346 of the
UK Companies Act 1985) are now beneficially interested (excluding the RSP awards
described above which have not yet vested and all unexercised share option
shares) are as follows:
Executive Director Old Mutual plc shares
J C Nicholls 106,764
J V F Roberts 667,631
J H Sutcliffe 1,497,880
3 Grant of share options to other PDMRs
The following options over shares in the Company with an exercise price of
GBP1.6260 per share (R23.40 for Mr Hanratty) were granted on 30 March 2007 under
the SOP (and for Mr Hanratty under the OMSA Management Incentive Share Plan
(MISP)) to the following PDMRs:
PDMR Role of PDMR Number of
shares
K A Bell Director, Corporate Affairs 18,205
N A Bicket Director of the CEO`s Office 23,229
R Galdon Chief Executive of Skandia ELAM 158,289
P B Hanratty Managing Director, Old Mutual South Africa 114,895
R M Head Group Director, Southern Africa 92,823
M C Murray Company Secretary 29,530
N Poyntz-Wright Head of UK & Offshore, Skandia 188,450
All of the above options are for a period of six years, but may not generally,
under the rules of the SOP and the MISP, be exercised until the third
anniversary of grant and then only subject to the fulfilment of performance
targets set by the Remuneration Committee of the Company. No consideration was
payable for these grants.
The conditions relating to each of the SOP and MISP awards are subject to a
Sterling-denominated IFRS EPS performance target linked to UK RPI, under which
growth in IFRS EPS must exceed the accumulated growth in UK RPI over the three-
year vesting period plus 9% for awards equal in value to a maximum of 100% of
basic salary. Higher targets apply to grants in excess of 100% of basic salary,
namely up to 12% above UK RPI for multiples of between 100% and 200% of basic
salary.
The total numbers of shares now held under option or as deferred delivery awards
by the above PDMRs under the SOP and the MISP (including the above grants) are
as follows:
PDMR Total No. of No. of No. of
Option / unvested vested
Deferred shares shares
Delivery shares
under award
K A Bell 263,781 263,781 -
N A Bicket 178,616 130,916 47,700
R Galdon 158,289 158,289 -
P B Hanratty 929,615 456,250 473,365
R M Head 1,007,893 574,822 433,071
M C Murray 197,287 101,814 95,473
N Poyntz-Wright 188,450 188,450 -
4. Grant of restricted shares to other PDMRs
The following restricted share awards over shares in the Company were granted on
30 March 2007 under the RSP (and for Mr Hanratty under the MISP) to the
following PDMRs:
PDMR Role of PDMR Number
of
shares
K A Bell Director, Corporate Affairs 10,924
N A Bicket Director of the CEO`s Office 13,938
R Galdon Chief Executive of Skandia ELAM 34,824
P B Hanratty Managing Director, Old Mutual South Africa 103,406
R M Head Group Director, Southern Africa 55,694
M C Murray Company Secretary 17,719
M H Newman Director, Group Corporate Development 25,033
S F Powers Chief Executive, Old Mutual US 754,097
N Poyntz-Wright Head of UK & Offshore, Skandia 37,690
Mr Poyntz-Wright and Mr Galdon have elected to use some of their cash incentives
for the year ended 31 December 2006 to purchase shares in the Company under a
matching scheme pursuant to the RSP. The following shares in the Company were
purchased with that part of their net of tax cash incentive for which they made
such elections and the following related matching awards were made under the RSP
on 30 March 2007:
PDMR Gross Net No. of Price per No. of
incentive incentive shares share shares
used to used to bought (including under the
purchase purchase costs) RSP
shares shares matching
award
R Galdon Euro Euro 18,329 GBP1.659 30,845
75,783 45,469
N Poyntz-Wright GBP61,284 GBP36,157 21,793 GBP1.659 37,295
The matching awards will generally only be released three years after the date
of the award if the PDMR remains in employment with the Group until then and the
performance conditions applicable thereto have been fulfilled. The personal
shares bought are held in the PDMR`s name by the trust until the date of vesting
or lapse (whichever first occurs) of the matching award.
The conditions relating to the matching awards are subject to a Sterling-
denominated IFRS EPS performance target linked to UK RPI, under which growth in
IFRS EPS must exceed the accumulated growth in UK RPI over the three-year
vesting period plus 9%.
The total numbers of restricted shares in the Company contingently held under
the RSP or the MISP by the PDMRs concerned (including the above awards) are now
as follows:
PDMR Number of shares Number of vested
shares
K A Bell 14,625 -
N A Bicket 102,429 42,930
R Galdon 147,410 -
P B Hanratty 417,442 128,234
R M Head 201,776 -
M C Murray 61,474 -
M H Newman 82,357 -
S F Powers 2,083,614 -
N Poyntz-Wright 174,533 -
The total numbers of shares in the Company in which Mr Galdon and Mr Poyntz-
Wright (together with their connected persons, for the purposes of section 346
of the UK Companies Act 1985) are now beneficially interested (excluding the RSP
awards described above which have not yet vested and all unexercised share
option shares) are as follows:
PDMR Old Mutual plc
shares
R Galdon 18,329
N Poyntz-Wright 42,984
5. Grant of share options under the Old Mutual UK Sharesave Plan
Following the annual invitation to eligible employees under the Old Mutual UK
Sharesave Plan (the Sharesave Plan), options were granted today over a total of
4,372,709 shares in the Company to 1,173 employees, at an exercise price of
GBP1.31 per share. In accordance with the rules of the Sharesave Plan, this
exercise price represented a 20% discount to the average market price at which
the Company`s shares traded on the London Stock Exchange on the reference dates
of 13, 14 and 15 March 2007.
As part of the grant, Mr Sutcliffe received an option over a total of 12,500
shares at the exercise price of GBP1.31 per share, exercisable between 1 June
2012 and 30 November 2012. Mr Sutcliffe`s previous option under the Sharesave
Plan (granted on 5 April 2002 over 19,939 shares at GBP0.83 per share) is
exercisable from 1 June 2007.
Notes to Editors
Old Mutual
Old Mutual plc is an international savings and wealth management company based
in the UK. Originating in South Africa in 1845, the group has a balanced
portfolio of businesses offering asset management, life assurance, banking and
general insurance services in over 40 countries, primarily South Africa, Europe
and the United States. Old Mutual is listed on the London, Johannesburg and
Stockholm stock exchanges, among others.
By conducting its business worldwide under its core values of integrity, respect
and accountability, Old Mutual aspires to push beyond boundaries to drive value
for all its stakeholders.
In the year ended 31 December 2006, the group reported an increase in adjusted
operating profit of 16% to GBP1.4 billion (IFRS basis). Old Mutual had GBP239
billion of funds under management at 31 December 2006, and 53,000 employees.
For further information on Old Mutual plc, please visit the corporate website at
www.oldmutual.com
Enquiries
Investor Relations
Malcolm Bell UK +44 (0)20 7002 7166
Deward Serfontein SA +27 (0)21 509 8709
Media
James Crampton UK +44 (0)20 7002 7133
Nad Pillay SA + 27 (0)21 504 8026
4 April 2007
Sponsor
Merrill Lynch
Date: 04/04/2007 16:02:26 Produced by the JSE SENS Department.
