Tesco 2015 Annual Report Download - page 56

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Shares held by Executive Directors at 28 February 2015
This table has been audited.
Share category (see notes below)
Director Shareholding
guidelines
(% of salary)
Shareholding
guideline
(number
of shares)*
Actual net
number/value
of shares
counted
towards
shareholding
guideline*
Guideline met? Ordinary shares
held at
28 February
2015
Share Incentive
Plan shares,
subject to
conditions at
28 February
2015
Interests in
vested options,
not subject
to performance
conditions, at
28 February
2015
Interests in
unvested
options, not
subject to
performance
conditions,
at 28 February
2015
Interests in
options,
subject to
performance
conditions, at
28 February
2015
Dave Lewis 400% 2,385,785 885,256
£1.9m
(1.5xsalary)
On target 151 Nil 452,265*** 1,218,029*** Nil
Alan Stewart 300% 1,073,603 470,906
£1.0m
(1.3xsalary)
On target 44 Nil Nil 888,501*** Nil
Former Directors
Philip Clarke** 400% n/a 2,307,121
£4.8m
(4.2xsalary)
n/a 1,832,483 1,074 2,833,393*** 4,554 1,984,303***
Laurie McIlwee** 300% n/a 344,756
£0.7m
(0.8xsalary)
n/a 80,796 423 800,505*** 215,486*** 1,734,605***
* Based on a three-month average share price to 28 February 2015 of 209.6p.
** Figures on ceasing to be a Director of Tesco PLC (Philip Clarke – 1 September 2014, Laurie McIlwee – 4 April 2014). After ceasing to be Directors and before the end
of the financial year, Philip Clarke and Laurie McIlwee exercised vested nil cost options granted under the PSP and Executive Incentive Plan over 935,727 and 500,549
shares respectively. Shares held by Philip Clarke and Laurie Mcllwee under the Share Incentive Plan (SIP), 19,170 and 11,956 shares respectively, were transferred from the
SIP Trust and each Director forfeited 1,074 of these shares, and Laurie Mcllwee cancelled his Sharesave contracts lapsing options over 4,554 shares.
*** Includes dividend equivalents added since grant.
Share category Shares / options included
Ordinary shares • Shares in the all-employee Share Incentive Plan, not subject to forfeiture
• Ordinary shares held by Director and connected persons
Share Incentive Plan shares, subject to conditions • Shares in the all-employee Share Incentive Plan, subject to forfeiture
Interests in vested options, not subject to performance conditions • Vested awards in the deferred bonus plan
• Vested awards in the PSP
• Vested buyout awards granted under L.R. 9.4.2
• Vested market share options granted under the Discretionary Share Option Plan
Interests in unvested options, not subject to performance conditions • Share options granted under the Tesco Sharesave scheme
• Unvested awards in the deferred bonus plan
• Unvested buyout awards, granted under L.R. 9.4.2
Interests in options, subject to performance conditions • Unvested awards under the PSP, which remain subject to performance
Between 28 February 2015 and 4 May 2015, Dave Lewis acquired 95 and Alan Stewart acquired 95 partnership shares under the all-employee
Share Incentive Plan. On 22 April 2015, Philip Clarke’s discretionary share option granted in 2005 over 379,856 shares lapsed. There were no
other changes of interests.
Share awards awarded during 2014/15
The following summarises buyout awards made to Dave Lewis and Alan Stewart in respect of awards forfeited on leaving their previous
employment. An explanation of these awards is provided on the following page. This table has been audited.
Plan Type of award Date of awards Gross number
of shares
Face value*
(£)
Threshold
vesting (%
of face value)
Maximum
vesting (%
of face value)
End of vesting period
Dave
Lewis
Awards were
granted under
listing rule 9.4.2
Nil cost options subject to
continued employment only.
These awards were granted
to compensate Executives
for awards forfeited on leaving
their previous employers
24 October
2014
448,933 £757,574 n/a n/a 17 February 2015
603,461 £1,018,340 n/a n/a 18 February 2016
605,595 £1,021,942 n/a n/a 14 February 2017
Total 1,657,989 £2 ,797, 8 56
Alan
Stewart
251,010 £423,579 n/a n/a 18 June 2015
324,676 £547,891 n/a n/a 24 June 2016
306,270 £516,831 n/a n/a 23 June 2017
Total 881,956 £1,488,301
* The face value has been calculated using the average market price on grant (24 October 2014) of 1.6875p.
Philip Clarke and Laurie McIlwee were not granted any share incentive awards during the year.
54 Tesco PLC Annual Report and Financial Statements 2015
Directors’ remuneration report continued
Annual remuneration report