TIDMAVON
RNS Number : 4475Y
Avon Rubber PLC
01 December 2014
1 December 2014
Avon Rubber p.l.c. ("the Company")
Directors' and PDMRs' Interest in Shares
On the 28 November 2014, pursuant to the Company's deferred
bonus arrangement, a portion of the annual bonus payments due to
the Executive Directors and certain PDMRs in respect of the 2013/14
financial year were deferred into Company shares. 25% of the annual
bonus linked to financial targets, as distinct from personal
performance targets, was subjected to tax and national
insurance/social security and the net amount was used to purchase
Company shares. The shares are to be held for two years and are not
subject to the Company's shareholding guidelines. The table below
sets out the number of deferred bonus shares for each Executive
Director and PDMR. This is the first time this arrangement has been
implemented under the Remuneration Policy approved by shareholders
in February 2014.
Executive Directors Deferred bonus shares
---------------------- ----------------------
Peter Slabbert 7,477
---------------------- ----------------------
Andrew Lewis 5,710
---------------------- ----------------------
PDMRs
---------------------- ----------------------
Miles Ingrey-Counter 1,824
---------------------- ----------------------
Paul McDonald 1,809
---------------------- ----------------------
John Kime 2,600
---------------------- ----------------------
In addition, as disclosed in the 2014 annual report, awards
representing 100% of the maximum possible award under the Avon
Rubber p.l.c. Performance Share Plan 2010, were granted to
Executive Directors, persons discharging managerial
responsibilities ('PDMRs') and other employees (together
'Participants') on 1 December 2011 ('the 2011 Awards').
The Awards were made subject to performance conditions based on
the Company's Total Shareholder Return ('TSR') and Earnings Per
Share ('EPS'), to be measured over a 3 year performance period
which commenced on 1 October 2011 and ended on 30 September 2014.
The Company's TSR performance by reference to the comparator group
was measured over the 5 days following the announcement of the
Company's annual results for the year ended 30 September 2014. The
Company's EPS performance was measured by reference to the EPS in
the 2014 year end results.
The Remuneration Committee confirmed on 28 November 2014 that
96% of the Awards vested.
The Company received valid notices from the Participants in
respect of the 2011 Awards. As a result, on 28 November 2014, the
UK Participants, pursuant to the terms of the relevant joint
ownership awards, sold their vested interests over all jointly
owned shares in the market and exercised their nil cost options to
acquire whole shares in the Company (all tax and National Insurance
liabilities associated with the vesting of the 2011 Awards have
been met out of the sale proceeds due to the UK Participants). US
Participants have acquired whole shares pursuant to their 2011
Awards and sold a number of shares to meet tax and social security
liabilities. A number of sales by Participants and their connected
persons were also carried out for personal reasons.
Following these transactions, in accordance with the
shareholding guidelines referred to in the annual report, both the
Executive Directors have a retained shareholding equivalent to at
least two times base salary.
The table below sets out the total number of shares over which
the 2011 Awards were made to the Executive Directors and PDMRs,
total disposals, the net increase or decrease in the shares owned
by the relevant individuals and their total shareholdings following
these transactions (details in respect of connected persons are set
out in the notes):
Total Whole shares Whole Net increase/(decrease) Total shareholding***
Vested acquired shares in shareholding
Award* under nil disposed**
cost option
or conditional
award
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
Executive Directors
------------------------------------------------------------------------------------------------------------------
Peter Slabbert 84,000 39,548 104,548 (65,000) 137,690
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
Andrew Lewis 48,000 22,599 62,599 (40,000) 81,155
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
PDMRs
------------------------------------------------------------------------------------------------------------------
Miles Ingrey-Counter 20,701 9,746 9,746 nil 40,303
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
Paul McDonald 21,600 10,170 nil 10,170 49,044
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
John Kime
(US) 27,020 27,020 9,282 17,738 33,257
---------------------- -------- ---------------- ------------ ------------------------ ----------------------
*96% of the total number of the 2011 Awards. Each executive held
an interest in the number of shares shown in the above table which
was sold, on 28 November, following the vesting of the 2011 Awards.
The proceeds due to the executives on sale of the jointly owned
shares were determined by the 2011 Joint Ownership Agreements as
GBP3.72 per share.
** Some of the whole shares disposed were sold from pre-existing
holdings by spouses and, in the case of Peter Slabbert, his son.
Specifically, Desiree Slabbert sold 53,000 shares, Simon Slabbert
sold 12,000 shares, Karen Lewis sold 40,000 shares and Emma
Ingrey-Counter sold 3,000 shares.
***This excludes interests held under unvested joint ownership
awards. The total shareholding number includes shares held by
connected persons. In respect of Peter Slabbert, the total share
number is constituted by 27,069 shares held by Peter Slabbert,
102,621 shares held by Desiree Slabbert and 8,000 shares held by
Simon Slabbert. In the case of Andrew Lewis, the total share number
is constituted by 804 shares held by Andrew Lewis and 80,351 shares
held by Karen Lewis. In the case of Miles Ingrey-Counter, the total
share number is constituted by 3,804 shares held by Miles
Ingrey-Counter and 36,499 shares held by Emma Ingrey-Counter. In
the case of Paul McDonald, the total share number is constituted by
28,607 shares held by Paul McDonald and 20,437 shares held by
Deborah McDonald. John Kime's shareholding is in his own name.
Other employees accounted for total vested awards of 125,809
shares. Other UK participants sold their jointly owned interests in
50,477 shares and acquired nil cost options over 23,765 whole
shares, of which 8,529 were sold for personal reasons. Other US
participants acquired 75,332 whole shares of which 48,441 were sold
to pay tax and for personal reasons.
Contact Information:
Peter Slabbert, Chief Executive 01225 896870
Andrew Lewis, Group Finance Director 01225 896830
Miles Ingrey-Counter, Company Secretary 01225 896850
This information is provided by RNS
The company news service from the London Stock Exchange
END
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