TO: Regulatory Information Service
PR Newswire
RE: Paragraph 3.1.4 of the Disclosure and Transparency Rules
The notifications listed below were received under Paragraph 3.1.2 of the
Disclosure and Transparency Rules.
Diageo plc (the "Company") announces that it received notification on 4
September 2014 that:
1. the director and Persons Discharging Managerial Responsibilities ("PDMRs")
shown below, together with other eligible employees, were awarded ordinary
shares of 28 101/108 pence each in the Company ("Ordinary Shares") on 4
September 2014, under the Diageo Share Incentive Plan (the "SIP"), an
Inland Revenue approved plan operated by Diageo Group companies for the
benefit of employees of the Company and its subsidiaries:
Name of Director No. of Ordinary Shares
D Mahlan 167
Name of PDMR No. of Ordinary Shares
N Blazquez 167
A Fennell 167
C Lambkin 110
A Manz 167
S Moriarty 167
L Wood 167
The Ordinary Shares were awarded at no cost to Plan participants
("Freeshares"), to a value based on a percentage of the participant's salary on
30 June 2014 and the Company's profits for the financial year ended 30 June
2014, subject to a maximum per SIP participant of £3,000 in value per tax year.
Freeshares are awarded annually and cannot normally be disposed of for a period
of three years after the award date.
2. the PDMRs shown below were granted the following options over Ordinary
Shares or American Depositary Shares ("ADS")*, on 4 September 2014, under
the Company's 2014 Long Term Incentive Plan, adopted by the Company on 30
July 2014 ("DLTIP"):
Name of PDMR No. of Ordinary Shares
N Blazquez 74,105
D Cutter 47,539
A Fennell 62,220
S Fischer 28,190
C Lambkin 46,140
A Manz 34,060
S Moriarty 50,475
L Wood 48,937
No. of ADS
A Gavazzi 12,488
J Kennedy 12,488
S Saller 12,488
L Schwartz 13,466
Each option was granted at a price of £17.88 per Ordinary Share (or $120.11 per
ADS) and is exercisable between 4 September 2017 and 3 September 2024, subject
to the satisfaction of performance criteria.
3. the PDMRs shown below were granted the following conditional awards over
Ordinary Shares or ADS, on 4 September 2014, under the DLTIP:
Name of PDMR No. of Ordinary Shares
N Blazquez 63,633
D Cutter 40,821
A Fennell 53,428
S Fischer 39,457
C Lambkin 39,621
A Manz 24,372
S Moriarty 43,343
L Wood 42,022
No. of ADS
A Gavazzi 10,763
J Kennedy 10,763
S Saller 10,763
L Schwartz 14,186
Each conditional award will vest in September 2017 subject to the satisfaction
of performance criteria.
Each conditional award carries a right to receive, on vesting, an amount linked
to dividends paid on the Ordinary Shares (or ADSs) subject to the conditional
award.
4. the PDMRs shown below acquired an interest over the following Ordinary
Shares on 4 September 2014 by way of a one-off award under the DLTIP. There
are performance conditions attached to the release of this award under the
DLTIP, and the award will vest, subject to achievement of the performance
conditions, as shown below.
Name of PDMR No. of Ordinary Maximum percentage Maximum percentage
Shares vesting in 2017 vesting in 2018
N Blazquez 59,284 50% 50%
No. of ADS
J Kennedy 9,990 50% 50%
As a result of the above awards of Ordinary Shares under the SIP the interests
of those directors and PDMRs in the Company's Ordinary Shares and ADSs
(excluding options, awards under the Company's LTIPs and interests as potential
beneficiaries of the Company's Employee Benefit Trusts) are as follows:
Name of Director No. of Ordinary Shares
D Mahlan 228,696
Name of PDMR No. of Ordinary Shares
N Blazquez 68,603
A Fennell 65,221
C Lambkin 110
A Manz 21,376
S Moriarty 36,299
L Wood 2,579
The interests in the Company's Ordinary Shares and ADSs (excluding options,
awards under the Company's LTIPs and interests as potential beneficiaries of
the Company's Employee Benefit Trusts) of the remaining PDMRs are unchanged.
*1 ADS is the equivalent of 4 Ordinary Shares.
J Nicholls
Deputy Company Secretary
5 September 2014