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 £1.626
J C Nicholls 307,504 £1.626
J V F Roberts 307,504 £1.626
J H Sutcliffe 904,060 £1.626
Mr Nicholls was granted two options, one with a face value of £1,425,000
in respect of the terms of his joining agreement and one with a face
value of £500,000 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 Director Total No. of shares No. of unvested No. of vested
under option option shares 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 shares
incentive incentive shares share under the RSP
used used bought (including matching award
to purchase to purchase costs)
shares shares
J C Nicholls £300,000 £177,000 106,764 £1.6579 182,542
J V F Roberts £236,257 £139,392 84,079 £1.6579 143,766
J H Sutcliffe £363,824 £214,657 129,477 £1.6579 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 Director No. of Restricted Shares No. of Restricted Shares in
under the bonus matching respect 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 £1.6260 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:
Role of PDMR Number of shares
PDMR
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 114,895
Africa
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 Option No. of unvested No. of vested shares
/ Deferred Delivery shares
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 103,406
Africa
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 shares
incentive used incentive used shares share under the RSP
to purchase to purchase bought (including matching award
shares shares costs)
R Galdon € 75,783 € 45,469 18,329 £1.659 30,845
N Poyntz- £61,284 £36,157 21,793 £1.659 37,295
Wright
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 £1.31 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 £1.31 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 £0.83 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 £1.4 billion (IFRS basis). Old
Mutual had £239 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
Share interests of persons discharging managerial responsibilities(PDMRs)
| Source: Old Mutual plc
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