National Grid 2008 Annual Report Download - page 625

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 1542
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-15.1, Doc: 16, Page: 100
Description: EXHIBIT 15.1
0/3296.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/296/3*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 1542
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-15.1, Doc: 16, Page: 100 Description: EXHIBIT 15.1
0/3296.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/296/3*
Table of Contents
108
Directors’ Remuneration Re
p
ort continued
National Grid plc
3. Directors’ interests in share options continued
Executive Share Option Plan (ESOP)
No further awards will be made under this plan but there are outstanding options granted in previous years. Such options will
normally be exercisable between the third and tenth anniversary of the date of grant, subject to a performance condition. The
performance condition attached to the outstanding ESOP options is set out below. If the performance condition is not satisfied
after the first three years, it will be re-tested as indicated.
Options worth up to 100% of an optionholder’s base salary will become exercisable in full if TSR, measured over the period of
three years beginning with the financial year in which the option is granted, is at least median compared with a comparator
group of companies. Grants in excess of 100% of salary vest on a sliding scale, becoming fully exercisable if the Company’s
TSR is in the top quartile.
Grants made in 2000
The performance condition attached to options granted in June 2000 is tested annually throughout the lifetime of the option.
These options remain unvested.
The comparator group for the 2000 award is unaudited and this information follows below. The Remuneration Committee at
that time believed the group to be an appropriate mix of energy distribution sector companies, including UK and international
utilities.
Grants made in 2003
In June 2003, Edward Astle received a
g
rant of Executive Share Options on the basis of 1.5 times base salary at that time, as a
one-off award, to fulfil an existing contractual commitment made on his recruitment. He was the only participant to receive such
an award in 2003. The first test of the performance criterion was undertaken in March 2006. The performance criterion was not
met and was, therefore, re-tested in March 2007 and March 2008 where the performance criterion was not met again. The
award has now lapsed.
4. Directors’ interests in the PSP, DSP and SRA
The table overleaf gives details of the Executive Directors’ holdings of conditional shares awarded under the PSP whereby
Executive Directors receive a conditional award of shares, up to a current maximum of 200% of salary, which is subject to
performance criteria over a three year performance period (see pages 101 and 102 for further details). Shares are then
released on the fourth anniversary of the date of grant, following a retention period. The table includes conditional share
awards under the DSP, where Executive Directors receive an award of shares representin
g
one half of any bonus earned in the
year. The deferred shares are held in trust for three years before release. As part of a contractual commitment made at the
time of Tom King’s recruitment, Tom received a SRA. The one-off award of National Grid ADSs will vest in equal tranches, over
three years, on the anniversary of the award (commencing November 2008 through to November 2010) subject to continued
em
p
lo
y
ment. There are no
p
erformance conditions attached to the award.
Allegheny Energy, Inc. Energy East Corporation NSTAR Scottish Power plc
BG Group plc FPL Group, Inc. Powergen plc The Southern Company, Inc.
British Ener
gy
p
lc GPU, Inc. Pro
g
ress Ener
gy
, Inc. TXU, Cor
p
Central & South West Corporation Innogy Holdings plc Public Service Enterprise United Utilities plc
Consolidated Edison, Inc. International Power plc Group, Inc. Xcel Energy, Inc.
Duke Energy Corporation Nia
g
ara Mohawk Holdin
g
s, Inc. Scottish & Southern Energy plc