UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the
month of February 2024
Commission
File Number 001-15170
GSK plc
(Translation
of registrant's name into English)
980 Great West Road, Brentford, Middlesex, TW8 9GS
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form
20-F . . . .X. . . . Form 40-F . . . . . . . .
GSK plc (the
'Company')
2024 Performance Share Plan Award and 2024 Performance
Measures
2024 Performance Share Plan Award
On 8 February 2024, the Company granted conditional share awards to
the Persons Discharging Managerial Responsibilities ('PDMRs') and
their Persons Closely Associated ('PCAs') listed below under the
GlaxoSmithKline 2017 Performance Share Plan ('the Plan'). The Plan
was approved by shareholders on 4 May 2017 and allows a
performance-related opportunity in the form of conditional awards
to be granted to senior executives in the Group, including the
Executive Directors and other PDMRs.
Under the terms of the Plan, conditional awards are granted over a
specific number of Ordinary Shares or American Depositary Shares
('ADS'), and the percentage of awards that ultimately vests is
dependent on the level of achievement against performance targets
set by the Remuneration Committee.
2024 Performance Measures
In accordance with the Remuneration Policy and company growth
focus, the awards will be based on the following five
measures:
Performance Measure
|
Proportion of
each award
|
Relative Total Shareholder Return (TSR)
|
30%
|
Total Sales Growth
|
20%
|
Adjusted Operating Profit Growth
|
20%
|
Pipeline Progress
|
20%
|
ESG: Environment
|
10%
|
The performance period for the awards is the three financial years
from 1 January 2024 to 31 December 2026.
Relative TSR measure
This measure compares the TSR of the Company's Ordinary Shares over
the performance period with the TSR of the shares of nine (9) other
global pharmaceutical companies (i.e. a comparator group of ten
(10) companies including the Company). This TSR comparator group
remains unchanged. The companies in the TSR comparator group are
AstraZeneca, Bristol-Myers Squibb, Eli Lilly, Johnson &
Johnson, Merck & Co, Novartis, Pfizer, Roche Holdings, Sanofi
and GSK.
In a group of 10 companies, the median (position 5.5) falls between
two companies. The vesting schedule for the 2024 awards is as
follows:
Ranking position
|
Vesting Schedule
|
1st,
2nd or 3rd
|
100%
|
4th
|
70%
|
5th
|
40%
|
Median
(Threshold vesting)
|
25%
|
6th or
below
|
0%
|
Total Sales & Profit measures
The Total Sales and Profit measures recognise the importance of the
commercial ambitions in our Investor Update ('IU') and the
Committee has set targets that reinforce those commitments.
The targets for the Total Sales and Profit measures are of their
nature commercially sensitive at the time of grant. At the end of
the performance period, we will provide full disclosure of what has
been achieved. Reflecting our growth agenda, the Threshold for
vesting for both measures is 99% of target.
Both the Total Sales and Profit measures in the 2024 award will
vest as follows:
|
Performance vs Target
|
Proportion Vesting
|
Below Threshold
|
<99% of Target
|
Nil
|
Threshold
|
99% of Target
|
25%
|
Target
|
100% of Target
|
50%
|
|
103% of Target
|
75%
|
Maximum
|
105% of Target
|
100%
|
The proportions vesting between the above vesting levels will be
calculated on a straight-line basis.
Pipeline Progress measure
The Pipeline Progress measure, introduced in 2020, reflects our
emphasis on Innovation and seeks to reward acceleration and
strengthening of the pipeline. The measure is based on two equally
weighted elements of our key assets or
indications:
Proportion of award
|
Pipeline Progress - Sub-measure
|
10%
|
Pivotal trial starts, which
focus mainly on phase III registrational trial starts, but may also
include phase II starts (for example, in
oncology)
|
10%
|
Major regulatory approval milestones
|
Points will be allocated to the successful assets in each
sub-measure based upon their forecast commercial value (peak year
sales) at the end of the performance period.
The points vesting scales for these sub-measures of the 2024 award
will be published as part of the 2023 Annual Report.
Due to commercial sensitivity, the Remuneration Committee remains
of the view that the Pipeline Progress measure targets cannot be
published at the time of grant. At the end of the performance
period we will provide full disclosure of what has been achieved,
in terms of both milestones and aggregate points, along with a
narrative commentary on performance.
ESG: Environment measure
The ESG Environment measure was introduced in 2022, based upon our
Trust priority and goal of having a Nature Net Positive and Climate
Net Zero impact by 2030, details of which are provided on our
website. The ESG
Environment measure includes six key performance indicators (KPIs),
three towards our Climate ambitions and three towards our Nature
ambitions. To achieve 75% vesting, all six measures must have
met their targets by the end of 2026. To achieve 100%
vesting, two of the six measures, at least one in Climate and one
in Nature, must have exceeded their targets six months in advance
of target date or as over delivery of the target performance
level.
Notes
1.
To the extent that each element of a conditional award does not
vest at the end of the three-year performance period, it will
lapse.
2.
The PDMRs in the transaction notifications below were each granted
a conditional award under the terms of the GlaxoSmithKline 2017
Performance Share Plan. Awards granted are of Ordinary Shares
or ADS.
3.
Dividends will accrue on the conditional award of Ordinary Shares
or ADS during the performance period but will only vest to the
extent that the awards themselves vest at the end of the
performance period. These dividends are not included in the figures
below.
4. For
Executive Directors, the award is subject to an additional
vesting period of two years (the 'Holding Period') from the normal
vesting date, i.e. five years in total. During the
additional Holding Period, the relevant Ordinary Shares or ADS
would only be forfeited in the event that the Executive
Director was terminated for cause, and the Ordinary Shares or ADS
will continue to carry rights to dividend
equivalents.
Transaction notification
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Emma Walmsley
|
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
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
468,449
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Julie Brown
|
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
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
236,763
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Diana Conrad
|
b)
|
Position/status
|
Chief People Officer
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
98,326
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
James Ford
|
b)
|
Position/status
|
SVP and Group General Counsel, Legal and Compliance
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
161,390
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Sally Jackson
|
b)
|
Position/status
|
SVP, Global Communications and CEO Office
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
67,846
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Luke Miels
|
b)
|
Position/status
|
Chief Commercial Officer
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
248,092
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Shobie Ramakrishnan
|
b)
|
Position/status
|
Chief Digital and Technology Officer
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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
|
American Depositary Shares ('ADS')
ISIN: US37733W2044
|
b)
|
Nature
of the transaction
|
A conditional award of ADS under the Company's 2017 Performance
Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
$42.02
|
57,636
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
David Redfern
|
b)
|
Position/status
|
President, Corporate Development
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
172,957
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Regis Simard
|
b)
|
Position/status
|
President, Global Supply Chain
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
174,970
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Philip Thomson
|
b)
|
Position/status
|
President, Global Affairs
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
79,771
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Deborah Waterhouse
|
b)
|
Position/status
|
CEO, ViiV Healthcare and President, GSK Global Health
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
164,524
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Anthony Wood
|
b)
|
Position/status
|
Chief Scientific Officer
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
221,977
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
1.
|
Details of PDMR/person closely associated with them
('PCA')
|
a)
|
Name
|
Victoria Whyte
|
b)
|
Position/status
|
Company Secretary
|
c)
|
Initial
notification/amendment
|
Initial notification
|
2.
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
GSK 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 31 ¼ pence each ('Ordinary
Shares')
ISIN: GB00BN7SWP63
|
b)
|
Nature
of the transaction
|
A conditional award of Ordinary Shares under the Company's 2017
Performance Share Plan
|
c)
|
Price(s)
and volume(s)
|
|
Price(s)
|
Volume(s)
|
|
|
£16.726
|
11,800
|
|
d)
|
Aggregated
information
|
N/A (single transaction)
|
Aggregated
volume
Price
|
|
e)
|
Date
of the transaction
|
2024-02-08
|
f)
|
Place
of the transaction
|
N/A
|
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.
|
GSK plc
|
|
(Registrant)
|
|
|
Date: February
12, 2024
|
|
|
|
|
By:/s/ VICTORIA
WHYTE
--------------------------
|
|
|
|
Victoria Whyte
|
|
Authorised
Signatory for and on
|
|
behalf
of GSK plc
|
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