BT 2009 Annual Report Download - page 69

ADDITIONAL INFORMATION FINANCIAL STATEMENTS REPORT OF THE DIRECTORS BUSINESS AND FINANCIAL REVIEWS OVERVIEW
REPORT OF THE DIRECTORS
67BT GROUP PLC ANNUAL REPORT & FORM 20-F
REPORT OF THE DIRECTORS REPORT ON DIRECTORS’ REMUNERATION
Vesting of outstanding share awards and options
31 March 2009 31 March 2008
Percentage of Percentage of
Vesting date TSR position shares vesting TSR position shares vesting
GSOP 2003a31/03/2008 – – 53 0%
ISP 2005b31/03/2008 – – 10 25%
ISP 2006c31/03/2009 14 0% 8 43.75%
ISP 2007d31/03/2010 13 0% 12 0%
ISP 2008d31/03/2011 14 0% – –
aThe performance period for the GSOP 2003 ended on 31 March 2008. BT’s TSR position was at 53rd position against the FTSE 100. As a result, all of the options have lapsed.
bThe performance period for the ISP 2005 ended on 31 March 2008. BT’s TSR position was at 10th position against the European Telecom Sector of 19 companies. As a result, 75% of shares awarded lapsed
on that date and 25% of shares awarded were transferred to participants on 19 May 2008.
cThe performance period for the ISP 2006 ended on 31 March 2009. BT’s TSR position was at 14th position against the European Telecom Sector of 17 companies. As a result, all of the shares awarded lapsed
on that date.
dThe performance periods for the ISP 2007 and ISP 2008 end on 31 March 2010 and 2011 respectively.
Share awards under long-term incentive plans held at 31 March 2009, or date of appointment, if later
Details of the company’s ordinary shares provisionally awarded to directors, as participants under the ISP and RSP are as follows:
Total
number of Monetary
award value of
shares Market vested
1 April Dividends 31 March Price price award
2008 Awarded re-invested Vested Lapsed 2009 Vesting date on grant at vesting £000
I Livingston
ISP 2005a66,870 –– 66,870 – –31/03/2008 227.75p 232.76p 156
ISP 2006b250,495 –28,091 – 278,586 –– 231.58p – –
ISP 2007c344,657 –38,650 – – 383,307 31/03/2010 321.67p – –
ISP 2008d–1,256,157 140,868 – – 1,397,025 31/03/2011 203p – –
T Chanmugame
ISP 2006b119,283 – 13,375 – 132,658 –– 231.58p – –
ISP 2007c83,094 –9,317 – – 92,411 31/03/2010 317.67p – –
ISP 2008d–130,541 14,638 – – 145,179 31/03/2011 203p – –
RSP 2007f87,914 –9,858 – – 97,772 20/03/2010 300p – –
H Lalani
ISP 2005a50,948 –– 50,948 – –31/03/2008 227.75p 232.76p 119
ISP 2006b190,853 –21,402 – 212,255 –– 231.58p – –
ISP 2007c226,489 –25,398 – – 251,887 31/03/2010 321.67p – –
ISP 2008d–720,443 80,792 – – 801,235 31/03/2011 203p – –
G Pattersong
ISP 2006b161,271 –18,084 – 179,355 –– 231.58p – –
ISP 2007c112,343 –12,598 – – 124,941 31/03/2010 317.67p – –
ISP 2008d–615,763 69,052 – – 684,815 31/03/2011 203p – –
Former directors
B Verwaayenh
ISP 2005a89,161 –– 89,161 – –31/03/2008 227.75p 232.76p 208
ISP 2006b333,995 –– – 333,995 –– 231.58p – –
ISP 2007c525,193 –– – 525,193 –– 321.67p – –
F Barraulti
ISP 2005a49,070 –– 49,070 – –31/03/2008 227.75p 232.76p 114
ISP 2006b205,803 –12,237 – 218,040 –– 231.58p – –
ISP 2007c251,208 –14,937 – 266,145 –– 321.67p – –
ISP 2008d–757,486 45,042 – 802,528 –– 203p – –
RSP 2007j169,851 –10,099 119,966 59,984 –10 /12/2008 300p 140.5p 169
Vesting of RSP awards is not subject to a performance target being met.
aAwards under the ISP granted in 2005 were subject to a performance target. The performance measure was relative TSR compared with a group of 19 companies from the European Telecom Sector as at
1 April 2005. BT’s TSR had to be in the upper quartile for all the shares to vest. At median, 25% of the shares would vest. At 31 March 2008, BT’s TSR was at median position against the comparator group.
As a result, 75% of the awards lapsed on that date and 25% of the awards were transferred to participants on 19 May 2008. On that date, the market price of a BT share was 232.76p.
bAwards under the ISP granted in 2006 were subject to a performance target. The performance measure was relative TSR compared with a group of 18 companies from the European Telecom Sector as at
1 April 2006. BT’s TSR had to be in the upper quartile for all the shares to vest. At median, 25% of the shares would vest. At 31 March 2009, BT’s TSR was at 14th position against the comparator group. As a
result, all of the awards lapsed on that date.
cAwards under the ISP granted in 2007 will vest subject to meeting a performance condition, on 31 March 2010. The performance measure is relative TSR compared with a group of 16 companies from the
European Telecom Sector as at 1 April 2007. BT’s TSR must be in the upper quartile for all the shares to vest. At median, 25% of the shares will vest. Below that point, no shares will vest.
dAwards under the ISP granted on 25 June 2008. The number of shares subject to awards was calculated using the average middle market price of a BT share for the three days prior to the grant. The awards
will vest subject to meeting a performance condition, on 31 March 2011. The performance measure is relative TSR compared with a group of 16 companies from the European Telecom Sector as at 1 April
2008. BT’s TSR must be in the upper quartile for all the shares to vest. At median, 25% of the shares will vest. Below that point, no shares will vest.
eTony Chanmugam was appointed as a director on 1 December 2008.
fTony Chanmugam was granted an RSP award on 20 March 2007. The award will vest in full subject to continued employment on 20 March 2010.
gGavin Patterson was appointed as a director on 1 June 2008.
hBen Verwaayen left the company on 30 June 2008. On that date all of his outstanding awards under the ISP lapsed.
iFrançois Barrault left the company on 30 November 2008. On that date, all of his outstanding awards under the ISP lapsed.
jFrançois Barrault was granted an RSP award on 20 March 2007. On 10 December 2008, the award was pro-rated, part of the award vested and the remainder of the award lapsed.