Director/PDMR Shareholding
Source: RNS
6 August 2019
RECKITT BENCKISER GROUP PLC
(the "Company" or "RB")
CEO DESIGNATE REMUNERATION
DIRECTOR/PDMR SHAREHOLDING
Further to the announcement on 12 June 2019 confirming the appointment of Laxman Narasimhan as Chief Executive Officer Designate of the Company, with effect from 16 July 2019, and Chief Executive Officer from 1 September 2019, and the remuneration outlined within, the Company announces the following detailed remuneration arrangements for Laxman Narasimhan.
Laxman's service contract, remuneration and benefits are consistent with RB's remuneration policy approved by shareholders at the AGM on 9 May 2019.
As set out when his appointment was announced, as part of Laxman's remuneration arrangements, he is eligible to receive an initial grant of share awards under the Company's long-term incentive plan over ordinary shares of 10 pence each in the share capital of the Company ("Shares"), as well as awards to compensate for remuneration arrangements forfeited on leaving his previous employer, Pepsico, Inc ("Replacement Awards").
LTIP Award
On 5 August 2019, a grant of 75,000 performance share awards and 150,000 share options was made under the Reckitt Benckiser Group plc 2015 Long Term Incentive Plan to Laxman Narasimhan. The number of Shares and options disclosed is the maximum that will vest if the stretching performance conditions for the three-year performance period ending on 31 December 2021 are satisfied in full. Further details of the performance targets are set out in the Company's 2018 Annual Report. The awards granted are subject to a two-year holding period following the end of the three-year performance period. Options will be exercisable at £63.72 per share.
Replacement Awards
On the same day Laxman was granted Replacement Awards with a target amount of 89,300 Shares:
· Of this, 40,890 performance shares were awarded in relation to the long-term incentive award over Pepsico, Inc shares granted to Laxman in March 2017, and vesting based on Pepsico, Inc's performance over the three-year period ending in December 2019. 40,890 Shares may vest in March 2020 based on target performance, with full vesting of 71,557 shares if conditions are met in full.
· 48,410 performance shares were awarded in relation to the long-term incentive award over Pepsico, Inc shares granted to Laxman in March 2018, and vesting based on Pepsico, Inc's's performance over the three-year period ending in December 2020. 48,410 Shares may vest in March 2021 based on target performance, with full vesting of 84,717 shares if conditions are met in full.
These two Replacement Awards will accrue RB dividend equivalents from the time of grant to the time of vesting.
There will be no retesting of any of the above awards. No consideration was paid for the grant of these awards. The Replacement Awards will be satisfied by Shares purchased in the market.
On the same day, Laxman also received Replacement Awards in the form of cash awards:
· A target cash amount of £1,043,959 was awarded in relation to the long-term cash award granted to Laxman in March 2017, and vesting based on Pepsico, Inc's performance over the three-year period ending in December 2019 and payable in March 2020.
· A target cash amount of £1,252,751 was awarded in relation to the long-term cash award granted to Laxman in March 2018, and vesting based on Pepsico Inc's performance over the three-year period ending in December 2020 and payable in March 2021.
· The maximum extent to which the performance conditions can be satisfied is 200%, such that the maximum cash amount that Laxman may receive will be £2,087,918 in March 2020 and £2,505,502 in March 2021.
The table below summarises the Replacement Awards, which in line with our previous announcement regarding Laxman's appointment are being made on a like for like basis, remaining subject to Pepsico performance and on the same timescales:
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Vesting |
RB Shares |
Cash |
||
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Target |
Maximum |
Target |
Maximum |
|
|
March 2020 |
40,890 |
71,557 |
£1,043,959 |
£2,087,918 |
|
March 2021 |
48,410 |
84,717 |
£1,252,751 |
£2,505,502 |
The following notification is made in accordance with the requirements of the EU Market Abuse Regulation.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
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1 |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
Name |
Laxman Narasimhan |
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2 |
Reason for the notification |
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a) |
Position/status |
Chief Executive Officer Designate |
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b) |
Initial notification/ |
Initial notification |
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3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
Name |
Reckitt Benckiser Group plc |
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b) |
LEI |
5493003JFSMOJG48V108 |
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4 |
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 transactions have been conducted |
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a) |
Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 10p each in Reckitt Benckiser Group plc GB00B24CGK77 |
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b) |
Nature of the transaction |
Grant of performance share awards for nil consideration under the Reckitt Benckiser Group plc 2015 Long-Term Incentive Plan
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
2019-08-05 |
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f) |
Place of the transaction |
Outside a trading venue |
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4 |
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 transactions have been conducted |
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a) |
Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 10p each in Reckitt Benckiser Group plc GB00B24CGK77 |
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b) |
Nature of the transaction |
Grant of share options for nil consideration under the Reckitt Benckiser Group plc 2015 Long-Term Incentive Plan
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
2019-08-05 |
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f) |
Place of the transaction |
Outside a trading venue |
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4 |
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 transactions have been conducted |
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a) |
Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 10p each in Reckitt Benckiser Group plc GB00B24CGK77 |
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b) |
Nature of the transaction |
Grant of performance share awards for nil consideration in relation to Pepsico, Inc performance conditions |
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
2019-08-05 |
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f) |
Place of the transaction |
Outside a trading venue |
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4 |
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 transactions have been conducted |
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|
a) |
Description of the financial instrument, type of instrument Identification code |
Ordinary shares of 10p each in Reckitt Benckiser Group plc GB00B24CGK77 |
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b) |
Nature of the transaction |
Grant of performance share awards for nil consideration in relation to Pepsico, Inc performance conditions |
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c) |
Price(s) and volume(s) |
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d) |
Aggregated information - Aggregated volume - Price |
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e) |
Date of the transaction |
2019-08-05 |
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f) |
Place of the transaction |
Outside a trading venue |
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For further Information:
Rupert Bondy Tel +44 (0) 1753 217 800
Company Secretary
Patty O'Hayer
Director, External Relations and Government Affairs
Reckitt Benckiser Group plc's LEI code is 5493003JFSMOJG48V108
About RB
RB* is a leading global health, hygiene and home company inspired by a vision of the world where people are healthier and live better. Its purpose is to make a difference by giving people innovative solutions for healthier lives and happier homes.
Through its two business units, Health and Hygiene Home, RB has operations in over 60 countries and its products reach millions of people globally every day. Its trusted household brands include names such as Enfamil, Nutramigen, Nurofen, Strepsils, Gaviscon, Mucinex, Durex, Scholl, Clearasil, Lysol, Dettol, Veet, Harpic, Cillit Bang, Mortein, Finish, Vanish, Calgon, Woolite and Air Wick.
RB's drive to achieve, passion to outperform and commitment to quality and scientific excellence is manifested in the work of over 40,000 diverse, talented entrepreneurs worldwide.
For more information visit www.rb.com
*RB is the trading name of the Reckitt Benckiser group of companies
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