UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
March, 2025
 
Commission File Number 001-10306
 
NatWest Group plc
 
250 Bishopsgate,
London, EC2M 4AA
United Kingdom
(Address of principal executive offices)
 
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
 
Form 20-F
 
Form 40-F
 
 
 
 
 
The following information was issued as Company announcements in London, England and is furnished pursuant to General Instruction B to the General Instructions to Form 6-K:
 
 
 
10 March 2025
NatWest Group plc
 
INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY (PDMRs) IN ACCORDANCE WITH ARTICLE 19 OF THE MARKET ABUSE REGULATION
 
1.   NatWest Group plc (the Company) announces that conditional restricted share plan awards (RSP) and deferred awards (Deferred Awards) over ordinary shares of £1.0769* each in the Company (Shares) (ISIN: GB00BM8PJY71) have been granted on 7 March 2025 under the NatWest Group plc 2024 Employee Share Plan (the Plan) to the PDMRs set out below:
 
Name of PDMR
Position of PDMR
Award
Maximum no. of
Shares eligible to vest
 
Robert Begbie
CEO, NatWest Commercial & Institutional
RSP
278,153
Deferred Award2
50,812
Angela Byrne
Interim CEO, Retail Banking
Deferred Award1
41,094
Emma Crystal
CEO, Coutts and Wealth Businesses
RSP
217,489
Deferred Award2
44,305
Keiran Foad
Group Chief Risk Officer
RSP
326,234
Deferred Award2
57,339
Scott Marcar
Group Chief Information Officer
RSP
326,234
Deferred Award2
65,761
 Katie Murray
Group Chief Financial Officer
RSP
311,583
Deferred Award2
65,375
Paul Thwaite
Group Chief Executive Officer
RSP
451,682
Deferred Award2
97,215
Jen Tippin
Group Chief Operating Officer
RSP
326,234
Deferred Award2
65,701
The prices per Share used on the grant of the above awards were Deferred Awards1 £4.2431, Deferred Awards2 £4.5783 and RSP £3.7933.  The prices are discounted to reflect the absence of dividend equivalents during the vesting period.
 
A pre-vest performance assessment will take place for the RSP at the end of three years. Subject to this, the RSP will be eligible to vest between 2028 and 2032.  Deferred Awards will be eligible to vest between 2025 and 2030.
 
Malus provisions will apply to each award up until vesting and clawback provisions will apply for a period of seven years from the date of grant.  Such period can be extended to ten years in certain circumstances. Vested Shares retained after payment of associated tax liabilities will be subject to a twelve-month retention period. 
  
2. The Company announces that long term incentive awards (LTI), Deferred Awards and Buy-out Awards over Shares vested on 7 March 2025 to the PDMRs set out below. The awards were granted under the Plan between March 2019 and August 2024. The number of Shares withheld to meet associated tax liabilities arising on vesting and the number of vested Shares retained by each PDMR is set out below:
 
Name of PDMR
Position of PDMR
Award
No. of Shares vested
No. of Shares withheld to satisfy associated tax liability
 
No. of vested Shares retained
  Robert Begbie
  CEO, NatWest Commercial & Institutional
  LTI
149,999
75,113
74,886
Deferred Award
38,942
19,501
19,441
Angela Byrne
Interim CEO, Retail Banking
Deferred Award
15,747
7,413
8,334
Emma Crystal1
CEO, Coutts and Wealth Businesses
Buy-out Award
41,909
19,727
22,182
Keiran Foad1
Group Chief Risk Officer
Buy-out Award
100,196
47,163
53,033
Scott Marcar1
Group Chief Information Officer
Buy-out Award
130,451
61,405
69,046
  Katie Murray
  Group Chief Financial Officer
  LTI
326,943
153,895
173,048
  Deferred Award
41,790
19,671
22,119
  Paul Thwaite
Group Chief Executive Officer
  LTI
130,230
61,301
68,929
Deferred Award
30,123
14,180
15,943
 
Jen Tippin1
 
Group Chief Operating Officer
LTI
144,576
68,053
76,523
  Deferred Award
97,743
46,009
51,734
Buy-out Award
159,985
75,306
84,679
1.         Vested Shares retained after payment of associated tax liabilities will be subject to retention periods which mirror the retention periods applicable to the PDMR's awards granted by their previous employer.
 
The market price used to meet associated tax liabilities was £4.5761.
 
Vested Shares retained after payment of associated tax liabilities will be subject to retention periods of twelve months, unless otherwise indicated in the table above.
 
3.  The Company announces that Shares were delivered to PDMRs on 7 March 2025, as set out below. The Shares delivered represent payment of a fixed share allowance for the three-month period ending 31 March 2025 and have been calculated using a share price of £4.7284.
 
The number of Shares delivered, the number of Shares withheld to meet associated tax liabilities and the number of Shares retained by each PDMR is as follows:
 
 Name of PDMR
Position of PDMR
No. of Shares delivered
No. of Shares withheld to satisfy associated tax liability
No. of Shares retained
Robert Begbie
CEO, NatWest Commercial & Institutional
19,167
9,598
9,569
Emma Crystal
CEO, Coutts and Wealth Businesses
14,540
6,844
7,696
Keiran Foad
Group Chief Risk Officer
21,810
10,266
11,544
Scott Marcar
Group Chief Information Officer
21,810
10,266
11,544
Katie Murray
Group Chief Financial Officer
41,661
19,610
22,051
Paul Thwaite
Group Chief Executive Officer
61,103
28,761
32,342
Jen Tippin
Group Chief Operating Officer
21,810
10,266
11,544
 
The market price used to determine the number of Shares withheld to meet associated tax liabilities was £4.5761. Shares retained after payment of associated tax liabilities will be held on behalf of PDMRs and will be released in instalments over a five year period.
 
All of the above transactions took place on the London Stock Exchange (XLON).
 
* Note: the nominal value of ordinary shares without rounding is £1.076923076923077 per share 
 
Legal Entity Identifier: 2138005O9XJIJN4JPN90
 
For further information contact:
NatWest Group Investor Relations
       Claire Kane
       Director of Investor Relations
       +44 20 7672 1758
 
NatWest Group Media Relations 
+44(0)131 523 4205
 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
 
 
 
NatWest Group plc
(Registrant)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Date:
10 March 2025
 
 
By:
/s/ Mark Stevens
 
 
 
 
 
 
 
 
 
 
 
 
Name:
Mark Stevens
 
 
 
 
 
Title:
Assistant Secretary
 

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