Report of Foreign Issuer (6-k)
April 27 2017 - 2:43PM
Edgar (US Regulatory)
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For
period ending
27 April
2017
GlaxoSmithKline plc
(Name
of registrant)
980 Great West Road, Brentford, Middlesex, TW8 9GS
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or
will
file annual reports under cover Form 20-F or Form 40-F
Form
20-F x Form 40-F
--
Indicate
by check mark whether the registrant by furnishing the
information
contained in this Form is also thereby furnishing the
information
to the Commission pursuant to Rule 12g3-2(b) under the
Securities
Exchange Act of 1934.
Yes
No x
GlaxoSmithKline plc (the "Company")
Disclosures pursuant to section 430 (2B) of the Companies Act
2006
Sir Andrew Witty & Dr Moncef Slaoui
The
following information is provided in accordance with
section
430(2B) of the Companies Act 2006, with regard to
Sir
Andrew
Witty
and Dr Moncef
Slaoui who stood down from the Board on
31 March
2017. As disclosed in the 2016 Annual Report which was
published in March 2017:
·
No
termination payments will be made to Sir
Andrew
or Dr
Slaoui;
·
Due to
Sir Andrew and Dr Slaoui's termination by mutual agreement, defined
benefit pension arrangements and outstanding incentive awards will
be treated in accordance with GSK's remuneration policy as approved
by shareholders in 2014; and
·
Full
disclosure of all payments to Sir Andrew and Dr Slaoui following
their departure from the Board and the Company will be included in
the Company's 2017 Annual Report.
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Remuneration element
|
Summary of treatment for Sir Andrew Witty and Dr Moncef
Slaoui
|
|
2017
Annual bonus
|
They
will receive on-target bonus payments pro-rated for the proportion
of the financial year worked.
|
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2017
PSP award and DABP matching award
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They
will not be granted 2017 Performance Share Plan awards and no
Deferred Annual Bonus Plan matching awards will be granted in
respect of their 2016 bonuses.
|
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2016
and 2015 PSP and DABP matching awards
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Will
vest at the normal vesting dates, subject to the achievement of
performance conditions assessed at the end of the performance
periods.
|
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2016,
2015 and 2014 deferred bonuses
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Awards
in respect of deferred bonuses, which relate to performance in
prior years, will vest at the normal vesting dates.
|
In
addition to the above, both Sir Andrew and Dr Slaoui will be
required to maintain a shareholding equal to their respective share
ownership requirements for at least 12 months after leaving the
Company.
From 1
April 2017 until his termination by mutual agreement on 30 June
2017, Dr Slaoui will serve as an advisor to both GSK and the Board.
During this period Dr Slaoui will be subject to his
existing
contractual
remuneration arrangements until he leaves the Company.
The
above treatment of specific remuneration elements for Dr Slaoui
remains subject to confirmation by GSK's Remuneration Committee at
the end of June 2017 that the relevant conditions under the
Company's termination by mutual agreement policy, as set out in our
current remuneration policy, have been satisfied.
Ms Stacey Cartwright
As previously announced Ms Stacey Cartwright, stepped
down from the Board as a Non-Executive Director of
the Company
on 31 December 2016.
In accordance with section 430(2B) of the Companies Act 2006, the
Company confirms that Ms Cartwright received payment of fees for
service whilst a Director but no other remuneration payment or
payment for loss of office has been made in connection with her
departure.
V A Whyte
Company Secretary
27
April 2017
With
effect from 1 April 2017, the composition of the Board of GSK is as
follows:
|
Sir
Philip
Hampton
|
Non-Executive
Chairman
|
|
Ms Emma
Walmsley
|
Chief
Executive Officer
|
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Mr
Simon Dingemans
|
Chief
Financial Officer
|
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Dr
Patrick Vallance
|
President,
R&D
|
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Professor
Sir Roy Anderson
|
Independent
Non-Executive Director
|
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Mr
Vindi Banga
|
Senior
Independent Non-Executive Director
|
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Dr
Vivienne Cox
|
Independent
Non-Executive Director
|
|
Ms Lynn
Elsenhans
|
Independent
Non-Executive Director
|
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Dr
Jesse Goodman
|
Independent
Non-Executive Director
|
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Ms Judy
Lewent
|
Independent
Non-Executive Director
|
|
Mr Urs
Rohner
|
Independent
Non-Executive Director
|
As
previously announced, Emma Walmsley succeeded Sir Andrew as Chief
Executive Officer on 1 April 2017.
|
Registered in England & Wales:
No.
3888792
|
|
|
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Registered Office:
980
Great West Road
Brentford,
Middlesex
TW8
9GS
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorised.
|
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GlaxoSmithKline plc
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|
|
(Registrant)
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|
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|
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Date: April
27, 2017
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|
|
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By: VICTORIA
WHYTE--------------------------
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|
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|
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Victoria Whyte
|
|
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Authorised
Signatory for and on
|
|
|
behalf
of GlaxoSmithKline plc
|
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