William Hill PLC Director/PDMR Shareholding (4251S)
October 02 2017 - 6:30AM
UK Regulatory
TIDMWMH
RNS Number : 4251S
William Hill PLC
02 October 2017
2 October 2017
Confirmation of Ruth Prior Replacement Awards on appointment as
Chief Financial Officer
Further to the announcement on 30 March 2017 confirming the
appointment of Ruth Prior as Chief Financial Officer, and the
subsequent confirmation of her appointment with effect from 2
October 2017, William Hill PLC (LSE: WMH) now confirms the
following arrangements in respect of the replacement award granted
to Ruth on her appointment, which reflects the value of share based
incentives forfeited at Worldpay Group plc ("Worldpay"), where she
held the position of Chief Operating Officer ("the Replacement
Awards").
The Remuneration Committee of William Hill ("the Committee")
previously agreed, as a condition of Ruth's appointment, that the
Replacement Award would as closely reflect a fair value estimate of
the Worldpay award forfeited on joining William Hill as possible,
following an assessment of the performance of Worldpay to be
completed at the time of her appointment. The Replacement Award
would also be structured to take into account the vesting horizon
and potential impact of performance conditions on the Worldpay
award.
The Committee's assessment on Ruth's appointment has determined
that an award of 348,345 restricted shares, to be granted on 2
October 2017, will replace Ruth's award under the Worldpay
Transitional Award Plan. The Replacement Award will not have any
associated performance conditions or post-vesting holding
requirements, mirroring the Worldpay award it replaced, and is
accordingly expected to vest to Ruth on the original vesting date
of 16 October 2018. The Committee determined at the time of Ruth's
appointment that the Worldpay share price used in calculating the
value of the award should be the 30 day average immediately prior
to the announcement of Ruth's appointment or the 30 day average
immediately prior to joining, whichever was the lower.
Accordingly, the following award was granted to Ruth Prior on 2
October 2017, using a market value of GBP2.51133 per share, being
the average William Hill closing share price in the period 27
September to 29 September 2017:
Worldpay Award William Hill Number of Expected Vesting
being replaced Replacement Restricted Date at William
Award Shares William Hill
Hill Replacement
Award granted
over
---------------- ------------- ------------------ -----------------
Transitional Exceptional 348,345 16 October
Award Plan Restricted 2018
granted 16 Share Award
October 2015 by deed
---------------- ------------- ------------------ -----------------
The Replacement Award has been made, and will operate, in
accordance with the William Hill Remuneration Policy approved by
shareholders. Income tax and employee national insurance
contributions are payable by Ruth Prior upon vesting of the
Replacement Award. The net shareholding acquired on vesting of the
Replacement Award shall be retained by Ruth until the minimum
requirements of the Committee's shareholding guidelines, which are
published in the 2016 Remuneration Report and are available from
page 68 of the 2016 Annual Report, are met.
Additionally, the Committee has determined that Ruth Prior will
be eligible to participate in full in the William Hill Annual Bonus
Plan for the financial year ending 26 December 2017. A pro-rated
amount of bonus will be calculated and paid to Ruth in recognition
of the estimated value of the Worldpay 2017 annual bonus forfeited
on resignation, and covering the relevant period of the financial
year prior to her date of appointment at William Hill. Ruth will be
similarly considered by the Committee for a pro-rated bonus
reflecting the period of service at William Hill from appointment
to 26 December 2017, with both elements to be awarded on an
aggregated basis by the Committee in 2018, and subject to the usual
deferral, malus and clawback provisions of the Remuneration
Policy.
Further information regarding the Replacement Award and Ruth's
participation in the Annual Bonus Plan will be given in the 2017
Remuneration Report to be published in 2018, and details of the
current Remuneration Policy can be found in the 2016 Remuneration
Report as indicated above.
Performance Share Plan Award to Ruth Prior for 2017 financial
year made on appointment
Further to the announcement of 7 August 2017, confirming the
grant of an award under the William Hill 2014 Performance Share
Plan to Philip Bowcock, Chief Executive, William Hill confirms that
an award has also been granted to Ruth Prior, following her
appointment as Chief Financial Officer on 2 October 2017:
Director / PDMR PSP Awards (at GBP2.6543
per share)
----------------- -------------------------
Ruth Prior 280,205
----------------- -------------------------
The award has been granted as a nil cost option award and
vesting is subject to the same performance conditions and holding
period as outlined in the announcement on 7 August 2017 confirming
Philip Bowcock's 2017 Performance Share Plan award.
The following information is given in accordance with Article
19.3 of the Market Abuse Regulation:
1 Details of the person discharging managerial
responsibilities / person closely associated
--- ----------------------------------------------------------------------
a) Name Ruth Prior
--- ------------------------- -------------------------------------------
2 Reason for the notification
--- ----------------------------------------------------------------------
a) Position/status Chief Financial Officer (Director
and PDMR)
--- ------------------------- -------------------------------------------
b) Initial notification Initial notification
/Amendment
--- ------------------------- -------------------------------------------
3 Details of the issuer, emission allowance
market participant, auction platform, auctioneer
or auction monitor
--- ----------------------------------------------------------------------
a) Name William Hill PLC
--- ------------------------- -------------------------------------------
b) LEI 213800MDW41W5UZQIX82
--- ------------------------- -------------------------------------------
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
--- ----------------------------------------------------------------------
a) Description of Ordinary shares of 10 pence
the financial each
instrument, type
of instrument
---
Identification ISIN: GB0031698896
code
SEDOL: 3169889
--- ------------------------- -------------------------------------------
b) Nature of the (a) Grant of Replacement
transaction Award of Restricted Shares
on appointment
(b) Grant of Award under
the 2014 Performance Share
Plan
--- ------------------------- -------------------------------------------
c) Price(s) and volume(s)
--- -------------------- -----------------
Price(s) Volume(s)
--- -------------------- -----------------
(a) Nil cost, 348,345 ordinary
granted with shares
value GBP2.51133
per share
-------------------- -----------------
(b) Nil cost, 280,205 ordinary
granted with shares
value GBP2.6543
per share
-------------------- -----------------
d) Aggregated information
---
- Aggregated volume (a) 348,345 ordinary shares
(b) 280,205 ordinary shares
- Price (a) Nil cost, granted with
value GBP2.51133 per ordinary
share
(b) Nil cost, granted with
value GBP2.6543 per ordinary
share
e) Date of the transaction 2 October 2017
--- ------------------------- -------------------------------------------
f) Place of the transaction London, UK
--- ------------------------- -------------------------------------------
OAM: Additional Regulated Information
William Hill LEI: 213800MDW41W5UZQIX82
About William Hill
=============================================================================
William Hill, The Home of Betting, is one of the world's leading
betting and gaming companies, employing around 16,000 people.
Founded in 1934, it is one of the UK's largest bookmakers with
around 2,375 licensed betting offices that provide betting
opportunities on a wide range of sporting and non-sporting events,
gaming on machines and numbers-based products including lotteries.
The Group's Online business (www.williamhill.com) is one of the
world's leading online betting and gaming businesses, providing
customers with the opportunity to access William Hill's products
online, through their smartphone or tablet, by telephone and by
text services. William Hill US was established in June 2012 and
provides land-based and mobile sports betting services in Nevada,
and is the exclusive risk manager for the State of Delaware's
sports lottery. William Hill Australia is one of the largest online
betting businesses in Australia after the Group acquired
Sportingbet and tomwaterhouse.com in 2013. It offers sports betting
products online, by telephone and via mobile devices. William Hill
PLC is listed on the London Stock Exchange. The Group generates
revenues of cGBP1.6bn a year.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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