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BRITISH AMERICAN TOBACCO PLC - Retirement of John Daly: disclosures required by section 430(2B), Companies Act 2006

Release Date: 07/04/2014 09:00
Code(s): BTI     PDF:  
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Retirement of John Daly: disclosures required by section 430(2B), Companies Act 2006

British American Tobacco p.l.c.
Incorporated in England and Wales
(Registration number: 03407696)
Short name: BATS
Share code: BTI
ISIN number: GB0002875804
("British American Tobacco p.l.c." or "the Company")

British American Tobacco p.l.c.

Retirement of John Daly: disclosures required by section 430(2B), Companies Act 2006

Further to the announcement by the Company on 31 July 2013, John Daly stood down as Chief Operating
Officer on 31 December 2013 and he has retired from the Company as an Executive Director on 6 April 2014.

As required by section 430(2B) of the Companies Act 2006, the elements of John Daly’s remuneration, which
are consequent upon his retirement and which will be paid at or following the date of his retirement, are
stated below; he will not receive any payment for loss of office or any other payments in relation to the
cessation of his employment.

 Short-term incentives:            Determined by the Board on 26 February 2014 as a ‘good leaver’ with reference to
 Deferred Share Bonus Scheme       the rules of the DSBS; he will receive full and immediate vesting of all outstanding
 (DSBS) – outstanding awards of    DSBS awards as at 6 April 2014 amounting to 49,503 ordinary shares.
 shares
 Short-term incentives:            Annual performance-related bonus (IEIS) for the year ending 31 December 2014 –
 International Executive           cash award of £170,670 receivable; award for the period from 1 January 2014 to 6
 Incentive Scheme (IEIS)           April 2014 made on the basis of ‘on-target’ performance in accordance with the rules
 Year ending 31 December 2014      of the IEIS.
 100% cash only; no award of
 shares under DSBS
 Long-term incentives:             Determined as a ‘good leaver’ by the Board on 26 February 2014 with reference to
 Long-term incentive plan (LTIP)   the rules of the LTIP; John Daly’s outstanding LTIP awards at the date of his
 – outstanding awards of shares    retirement (6 April 2014) are affected follows:
                                   LTIP Award: 13 May 2011 (performance period: 1 Jan 2011 – 31 Dec 2013) – vests at
                                   49.2% amounting to 35,336 ordinary shares.
                                   LTIP Award: 28 Mar 2012 (performance period: 1 Jan 2012 – 31 Dec 2014) and LTIP
                                   Award: 22 Mar 2013 (performance period: 1 Jan 2013 – 31 Dec 2015) - actual vesting
                                   percentages will be determined by performance at the quarter end prior to departure
                                   (31 March 2014). For illustrative purposes, based on performance as at 31 December
                                   2013 (the most recent quarterly performance period) the indicative vesting
                                   percentage for both awards is 0%.
                                   John Daly did not receive any new awards under the LTIP in 2014.
 Pension-related benefits:         Following his retirement, John Daly will be in receipt of a pension (and may take part
 British American Tobacco UK       of his entitlement as a lump sum) in accordance with the provisions of the Pension
 Pension Fund                      Fund and the UURBS which will generate an initial annual pension (before any
 Unfunded unapproved               commutation) of approximately £172,740 which will increase in future years in line
 retirement benefit scheme         with the provisions of the Pension Fund and UURBS.
 (UURBS – UK)
 Other emoluments                  Cash dividend equivalent (DSBS): cash sum of £27,394, equivalent to the final
                                   dividend on the after-tax position on all unvested ordinary shares comprised in the
                                   share awards held by the John Daly in the DSBS at the final dividend record date (14
                                   March 2014) for the year ended 31 December 2013; payable on or after the payment
                                   date for the final dividend, 8 May 2014.
                                   Cash dividend equivalent (LTIP): cash sum of £142,686 equivalent to the aggregated
                                   dividends that John Daly would have received as a shareholder over the 3-year period
                                   on the 35,336 shares under the 13 May 2011 LTIP Award that will vest on 13 May
                                   2014 after his retirement. His remaining outstanding LTIP awards have a forecast
                                        outcome of 0% vesting; awards not exercisable and no shares acquired; no further
                                        LTIP dividend equivalent payments due.
 All Employee Share Plans               Share Incentive Plan (Share Reward Scheme/International Share Reward Scheme): up
                                        to 353 shares held may be released in accordance with the terms of the plan.
                                        Sharesave: up to 457 options held may be exercised in accordance with the rules of
                                        scheme.




Note:

John Daly is also a non-executive director of Reynolds American Inc. (RAI) since 1 December 2010. RAI is an associate
undertaking of the Company and John Daly was designated by Brown & Williamson Holdings, Inc. (a wholly-owned
subsidiary of the Company) as it nominee to sit on the board of RAI (a BAT Designee). Following his retirement as an
Executive Director on 6 April 2014, John Daly will remain a BAT Designee from that date and will receive an annual fee from
RAI (currently approximately US$275,000) for these services.



Name of duly authorised officer of issuer responsible for making notification:

G C W Cunnington
Deputy Secretary
British American Tobacco p.l.c.

7 April 2014

Enquiries:

British American Tobacco Press Office
Will Hill/Annie Brown
+44 (0) 20 7845 2888

Sponsor: UBS South Africa (Pty) Ltd

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