Drax Group PLC Director Disclosure s430(2B) of the Companies Act (6989A)
January 02 2018 - 4:18AM
UK Regulatory
TIDMDRX
RNS Number : 6989A
Drax Group PLC
02 January 2018
2 January 2018
Drax Group plc
("Drax" or the "Company")
Director Disclosure s. 430(2B) of the Companies Act
The following information is provided in accordance with section
430(2B) of the Companies Act 2006.
On 21 September 2017, Drax announced that Dorothy Thompson,
Chief Executive Officer, was to leave the Company on 31 December
2017.
Dorothy will be treated as a good leaver for the purposes of the
Annual Bonus, Bonus Matching Plan ("BMP") and Performance Share
Plan ("PSP") as set out in the Remuneration Policy.
The following remuneration arrangements will apply and are in
line with the provisions of her service agreement and the
Remuneration Policy, which was approved by shareholders at the 2017
Annual General Meeting:
-- Salary, pension payments and contractual benefits up to 31 December 2017;
-- In accordance with the relevant provisions of her service
agreement, payment in lieu of the residual period of 12 months'
notice commencing on 1 January 2018 and terminating on 20 September
2018, in respect of salary, pension payments and contractual
benefits (the "PILON payment"). In accordance with the terms of the
service agreement, the PILON payment will be made in instalments,
with an initial payment of 50% of the PILON payment within 30 days
of the termination date, a second instalment of 25% to be paid
within six months of the termination date and a third instalment of
25% to be paid within nine months of the termination date;
-- Annual bonus in respect of 2017, to be determined in
accordance with the Remuneration Policy and payable in early 2018.
35% of any bonus payment will be deferred as an award under the
Deferred Share Plan (the "DSP") and will vest in accordance with
the rules of the DSP;
-- Annual bonus in respect of the unworked portion of the notice
period, (1 January 2018 to 20 September 2018) will, in accordance
with the service agreement and the Remuneration Policy, be
determined in 2019 and will be payable in early 2019. 35% of any
bonus will be deferred as an award under the Deferred Share Plan
(the "DSP") and will vest in accordance with the rules of the
DSP;
-- Deferred Bonus Awards granted in 2015, 2016 and 2017 will
vest in accordance with the leaver provisions of the Bonus Matching
Plan, pro-rated to the date on which employment ceased; and
-- Pro-rata vesting of performance related BMP Matching awards
and Performance Share Plans Awards made in 2015, 2016 and 2017 to
the extent that any such awards vest, subject to fulfilling
performance conditions, in accordance with the Rules of the Bonus
Matching Plan and Performance Share Plan. These awards will vest at
the normal vesting date. The PSP awards are subject to a two year
post-vesting holding period in accordance with the Remuneration
Policy and the PSP rules.
Long-term incentive awards will remain subject to malus and
clawback provisions.
The table below sets out an estimate of the value of currently
outstanding deferred share, BMP and PSP awards:
Plan and type Date of Vesting Number Estimate
of awards grant date of awards of value
outstanding at vesting
at 1 January
2017
------------------ ----------- ------------------- -------------- ------------
BMP Deferred 04/03/2015 Shortly 52,948 GBP143,277
Bonus Awards after termination
(includes date
dividend shares)
------------------ ----------- ------------------- -------------- ------------
02/03/2016 Shortly 37,179 GBP100,606
after termination
date
------------------ ----------- ------------------- -------------- ------------
28/03/2017 Shortly 20,540 GBP55,581
after termination
date
------------------ ----------- ------------------- -------------- ------------
BMP Matching 04/03/2015 03/03/2018 212,968 GBP576,291
Awards
------------------ ----------- ------------------- -------------- ------------
02/03/2016 02/03/2019 155,294 GBP420,226
------------------ ----------- ------------------- -------------- ------------
PSP 15/05/2017 14/05/2020 61,046 GBP165,190
------------------ ----------- ------------------- -------------- ------------
Notes:
-- A share price of GBP2.706 has been used to estimate the value
at vesting based on the closing share price on 29 December
2017.
-- Outstanding BMP Deferred Bonus Awards have been pro-rated to
the termination date and include dividend shares.
-- Outstanding BMP Matching Awards and PSP have been pro-rated
up to the termination date and the awards remain subject to
performance conditions; the estimated value of the awards assumes
50% of maximum vesting for all awards.
No other remuneration payment, or payment for loss of office has
been or will be made.
Full details of all payments made to and receivable by Dorothy
for service performed as a director and all loss of office payments
will be disclosed in the Remuneration Report within the Company's
Annual Report and Accounts for the year ended 31 December 2017.
Will Gardiner has been appointed as Group Chief Executive, as of
1 January 2018. Will joined Drax in November 2015 as Group Chief
Financial Officer and a member of the Group Board.
On appointment as Group Chief Executive at Drax, Will's base
salary will be set at GBP530,000 p.a. and other elements of
remuneration will be in line with those currently offered to
executive directors in accordance with the Remuneration Policy
approved by shareholders.
End
This information is provided by RNS
The company news service from the London Stock Exchange
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