John Lewis Of Hungerford PLC New Long Term Incentive Plan (8348F)
April 30 2014 - 2:01AM
UK Regulatory
TIDMJLH
RNS Number : 8348F
John Lewis Of Hungerford PLC
30 April 2014
John Lewis of Hungerford
New Long Term Incentive Plan
John Lewis of Hungerford plc ("the Company") announces that it
has introduced a new long term incentive plan ("LTIP") to
strengthen its ability to attract and retain key senior executives
through ensuring participants receive competitive incentives which
align their interests with those of the Company's shareholders.
Participation in the LTIP will be at the discretion of the
Remuneration Committee with awards being based on a percentage of
the participant's base annual salary at the date the recommendation
is made. Awards will give participants a right to receive up to a
specified maximum number of shares in the Company subject to
achievement of a performance target or targets to be determined by
the Remuneration Committee. The awards will vest early under
certain other circumstances, including in the event of a change of
control in the Company. The awards will be made in the form of
options to acquire shares at a price of 0.1p per share.
The following awards were granted yesterday pursuant to the LTIP
("Initial Awards"):
Director Number of awards
Kiran Noonan 5,000,000
Jon Rosby 5,946,333
Karen Stanley 4,041,067
Damian Walters 4,666,667
-----------------
19,654,067
-----------------
The Remuneration Committee has determined that in each case the
vesting of these awards should be conditional upon the following
performance conditions:
-- 40% of the awards will vest provided turnover in the financial
year ending 31 August 2016 ("Performance Period") is greater
than GBP10million. The percentage vesting in this component
of the award will be determined on a straight-line sliding scale
if turnover is between GBP8 million and GBP10 million and will
be zero if it is less than GBP8 million;
-- 60% of the awards will vest provided profit on ordinary activities
before taxation ("Profit") for the Performance Period is more
than GBP500,000. The percentage of shares vesting in this component
of the award will be determined on a straight-line sliding scale
if Profit is between GBP300,000 and GBP500,000; and
-- The Initial Awards will lapse if Profit for the Performance
Period is less than GBP300,000.
The plan is subject to an overall limit on the number of awards
that may be made under it. This provides that in any ten-year
period not more than 15%. in aggregate of the issued ordinary
shares of the Company may be issued to satisfy awards granted under
the LTIP and any other share incentive arrangements adopted by the
Company. In view of existing option schemes operated by the Company
the grant of the Initial Awards would breach this limit.
In light of this the Company's founder and largest shareholder,
John Lewis, a non-executive director of the Company, has personally
contributed to the Initial Awards through the grant of options over
existing shares held by him. Accordingly the Initial Awards shall
comprise 13,214,143 awards issued by the Company and 6,439,924
awards issued personally by Mr Lewis over shares already in issue.
The proportion contributed by Mr Lewis to the awards made to each
director shown above is the same in each case. To the extent that
the Initial Awards vest in accordance with the performance
conditions they shall derive first, in each case, from the awards
made by the Company and only if that award is fully vested will the
balance be satisfied from the awards granted by Mr Lewis.
In addition the Company announces that Jon Rosby (an executive
director of the Company) has waived 3,300,000 existing options over
ordinary shares granted to him on 22 March 2007.
Malcolm Hepworth, Chairman, commented:
"We view this as an important step in securing our senior
leadership team who have driven the business forward in recent
years. We are grateful to John Lewis for his assistance in enabling
us to launch the scheme, the benefit of which will be felt by all
shareholders."
ENDS
Enquiries:
John Lewis of Hungerford plc
Malcolm Hepworth - Chairman 01 235 774 300
Smith & Williamson Corporate Finance Limited
Martyn Fraser 0117 376 2213
This information is provided by RNS
The company news service from the London Stock Exchange
END
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