Report of Foreign Issuer (6-k)
February 17 2017 - 1:23PM
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
17 February
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
')
Conditional Share Awards
This
notification sets out the vesting details of Deferred Bonus Awards
over Ordinary Shares and American Depositary Shares made in 2014
under the GlaxoSmithKline 2009 Deferred Annual Bonus Plan (DABP)
and the associated Matching Awards, which were subject to relevant
business performance conditions. The three-year performance
period for the 2014 awards commenced on 1 January 2014 and ended on
31 December 2016 and the restricted period has come to an
end.
The
performance measure vesting details are as follows:
Portion
of the Award
|
Measure
|
Outcome
|
Overall
outcome
|
1/3
rd
|
Adjusted free cash flow
- The Company did not meet the
threshold level of performance for adjusted free cash flow for the
three year period.
|
Lapsed
in full
|
0%
|
1/3
rd
|
TSR measure
- For the three
years ending 31 December 2016, the Company's TSR ranked
9
th
(i.e. below median) against a
comparator group of 10 global pharmaceutical companies including
GSK.
|
Lapsed
in full
|
0%
|
1/3
rd
|
R&D New Products sales measure
- For the three year
period, the Company achieved New Product sales calculated in
accordance with the principles for the measure of £6.717bn,
which was above the maximum vesting level of £4.428bn (the
threshold level was £3.623bn) after appropriate adjustments
for the implications of the three-part transaction with
Novartis.
|
Vested
in full
|
33.33%
|
|
Total vesting for 2014 award
Lapsed
|
33.33%
66.67%
|
The
notifications that follow are for awards made to Persons
Discharging Managerial Responsibilities (PDMRs) and show the
vesting of the Deferred Bonus Awards including dividends accrued
and the proportion of the Matching Awards i.e., conditional awards
that vested including dividends accrued on the awards which vested
in the same proportion, subject to performance, as the underlying
shares on 16 February 2017. The balance of these awards made to
each PDMR has lapsed.
The
closing prices of an Ordinary Share and of an ADS of
GlaxoSmithKline plc at the point of vesting on 16 February 2017
were £16.17 and $40.92 respectively.
Transaction notification
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Sir Andrew Witty
|
b)
|
Position/status
|
Chief Executive Officer
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
67,867 (Deferred)
|
£0.00
|
22,621 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
90,488
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Ms Emma Walmsley
|
b)
|
Position/status
|
CEO Designate
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
14,860 (Deferred)
|
£0.00
|
4,954 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
19,814
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr R G Connor
|
b)
|
Position/status
|
President, Global Manufacturing & Supply
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
13,284 (Deferred)
|
£0.00
|
4,428 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
17,712
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr S Dingemans
|
b)
|
Position/status
|
Chief Financial Officer
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
22,448 (Deferred)
|
£0.00
|
7,483 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
29,931
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr S A Hussain
|
b)
|
Position/status
|
President, Global Pharmaceuticals
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
9,743 (Deferred)
|
£0.00
|
3,248 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
12,991
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr D S Redfern
|
b)
|
Position/status
|
Chief Strategy Officer
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
12,115 (Deferred)
|
£0.00
|
4,039 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
16,154
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Dr M M Slaoui
|
b)
|
Position/status
|
Chairman, Global Vaccines
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
GlaxoSmithKline plc American Depositary Shares
('ADSs')
ISIN:
US37733W1053
|
b)
|
Nature
of the transaction
|
The number of ADSs released on awards granted in 2014 under the
Company's 2009 Deferred Annual Bonus Plan--Deferred Bonus and
Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
$0.00
|
21,645 (Deferred)
|
$0.00
|
7,215 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
28,860
$0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
n/a
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Ms C Thomas
|
b)
|
Position/status
|
SVP, Human Resources
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
7,517 (Deferred)
|
£0.00
|
2,506 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
10,023
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr P C Thomson
|
b)
|
Position/status
|
SVP, Communications & Government Affairs
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
4,528 (Deferred)
|
£0.00
|
1,509 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
6,037
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Mr D E Troy
|
b)
|
Position/status
|
SVP & General Counsel
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
GlaxoSmithKline plc American Depositary Shares
('ADSs')
ISIN:
US37733W1053
|
b)
|
Nature
of the transaction
|
The number of ADSs released on awards granted in 2014 under the
Company's 2009 Deferred Annual Bonus Plan--Deferred Bonus and
Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
$0.00
|
8,762 (Deferred)
|
$0.00
|
2,920 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume Price
|
11,682
$0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
n/a
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Dr P J T Vallance
|
b)
|
Position/status
|
President, R&D
|
c)
|
Initial
notification/
amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GlaxoSmithKline plc
|
b)
|
LEI
|
5493000HZTVUYLO1D793
|
3.
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transaction(s) has been
conducted
|
a)
|
Description
of the financial instrument
|
Ordinary shares of 25 pence each ('Ordinary Shares')
ISIN: GB0009252882
|
b)
|
Nature
of the transaction
|
The number of Ordinary Shares released on awards granted in 2014
under the Company's 2009 Deferred Annual Bonus Plan-Deferred Bonus
and Matching Awards.
|
c)
|
Price(s)
and
volume(s)
|
Price(s)
|
Volume(s)
|
£0.00
|
26,863 (Deferred)
|
£0.00
|
8,954 (Matching)
|
d)
|
Aggregated
information
Aggregated
volume
Price
|
35,817
£0.00
|
e)
|
Date
of the transaction
|
2017-02-16
|
f)
|
Place
of the transaction
|
London Stock Exchange (XLON)
|
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.
|
GlaxoSmithKline plc
|
|
(Registrant)
|
|
|
Date: February
17, 2017
|
|
|
|
|
By: VICTORIA
WHYTE
--------------------------
|
|
|
|
Victoria Whyte
|
|
Authorised
Signatory for and on
|
|
behalf
of GlaxoSmithKline plc
|
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