Royal Dutch Shell plc: Notification of Transactions of Directors / Persons Discharging Managerial Responsibilities ("PDMRs") and Connected Persons
Mar 22, 2012, 01:18 ET
LONDON, March 22, 2012 /PRNewswire/ --
Notification relating to a transaction notified in accordance with: DTR 3.1.4 R(1)(a)
Date of notification: 22 March 2012
Today's date: 22 March 2012
Name of Issuer: Royal Dutch Shell plc ("RDS") (NYSE: RDS.A) (NYSE: RDS.B)
Date of transaction: 21 March 2012
Name of Directors / PDMRs:
Directors and PDMRs who have interests in employee share plans (names listed below).
Nature of the transaction:
1) The delivery of vested awards of RDS shares under the Deferred Bonus Plan (DBP). Awards dated 30 January 2009.
2) The delivery of vested awards of RDS shares under the Long Term Incentive Plan (LTIP). Awards dated 30 January 2009.
3) The delivery of vested awards of RDS shares under the Performance Share Plan (PSP). Awards dated 10 March 2009.
Consideration for the transaction:
No consideration has been paid by the relevant Director / PDMRs in respect of the delivery of the vested awards.
Classes of security:
Royal Dutch Shell Class A - ordinary shares ("RDSA")
Royal Dutch Shell Class B - ordinary shares ("RDSB")
Royal Dutch Shell plc Class A - ADS ("RDS.A")
1) DBP Peter Voser 64,647 RDSA Jeroen van der Veer 170,350 RDSA Malcolm Brinded 77,881 RDSB 2) LTIP Peter Voser 91,802 RDSA Jeroen van der Veer 221,744 RDSA Malcolm Brinded 110,593 RDSB 3) PSP Simon Henry 52,019 RDSB Matthias Bichsel 51,889 RDSA Hugh Mitchell 70,225 RDSB Mark Williams 69,909 RDS.A In accordance with the terms of the PSP, each Director/PDMR set out above received cash in lieu of shares on the basis of a share price of €26.885 (RDSA), £22.645 (RDSB) and $71.09 (RDS.A) Marvin Odum 64,916 RDS.A
Long Term Incentive Plan ("LTIP")
The LTIP is a performance based share plan under which Directors receive a conditional award of shares ("performance shares"). The actual number of performance shares which Directors could finally receive under the plan ranges from nil to two times the conditional award, subject to the performance of the Company over a period of at least three years. For the purposes of disclosure and maintenance of certain statutory records, the number of performance shares is taken to be one times the number of performance shares conditionally awarded. Performance shares attract dividends in the form of shares ("dividend shares") and, whilst Directors could finally receive dividend shares based on two times the conditional award, such dividend shares are disclosed and recorded on the basis of the number of shares conditionally awarded. Further details of the LTIP can be found in the Royal Dutch Shell Annual Report and Form 20-F for the year ended December 31, 2011.
Performance Share Plan ("PSP")
When awards are made under the LTIP other than to the Executive Directors the plan is called the Performance Share Plan. Simon Henry received awards under the PSP prior to his appointment as an Executive Director with effect from May 20, 2009. Further details of the PSP can be found in the Royal Dutch Shell Annual Report and Form 20-F for the year ended December 31, 2011.
Deferred Bonus Plan ("DBP")
The DBP requires that Executive Directors and Persons Discharging Managerial Responsibility invest no less than 25% of their annual bonus in deferred bonus shares. They may choose to invest up to 50% in such shares and the Plan provides for dividends in the form of shares ("dividend shares") to be accrued on the deferred bonus shares. For the purposes of disclosure and maintenance of certain statutory records, the number of shares does not include any performance-related matching shares that may be earned in accordance with the plan rules applicable to each award, the number of such performance related matching shares being unknown until the performance criteria are assessed at the end of the performance period. Further details of the DBP can be found in the Royal Dutch Shell Annual Report and Form 20-F for the year ended December 31, 2011.
Shell Media Relations
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SOURCE Royal Dutch Shell plc
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