Notification of transactions of directors, persons discharging managerial responsibilities or connected persons
JSEALPHA CODE: SAB
ISIN CODE: SOSAB
ISIN CODE: GB0004835483
Notification of transactions of directors, persons discharging managerial responsibilities or
connected persons in accordance with DTR 3.1
The independent trustee of the SABMiller plc Employees' Benefit Trust (the EBT) notified SABMiller
plc (the Company) on 19 September 2014 that it had on 19 September 2014 exercised its discretion
and released ordinary shares in the Company to a person discharging managerial responsibility
(PDMR), as summarised in the table below.
These shares relate to conditional awards of performance shares made in 2011 under the SABMiller
plc Executive Share Award Plan 2008. These awards are only capable of vesting if the Company's
Total Shareholder Return (TSR) exceeds the median TSR of a comparator group over a five year
performance period. No shares vest for median performance but for every £10 million of additional
shareholder value created in excess of the median (being the % outperformance of the median
multiplied by SABMiller's market capitalisation at the start of the performance period) a fixed number
of shares will vest. These awards are subject to testing against the performance condition on the fifth
anniversary of the date of grant, but participants may request the Remuneration Committee (the
Committee) at its discretion to recommend to the trustee of the EBT the early release of some or all
of the shares comprised in their award after three years. The PDMR named below requested the
Committee in September 2014 to consider the release of the number of shares shown in the table
below, and the Committee after due consideration agreed so to recommend to the trustee of the EBT.
In accordance with the terms of the awards, the number of shares to be released was calculated by
reference to the Company's TSR performance against its comparator group for the period from 1 April
2011 to 31 August 2014. For this period, SABMiller's TSR was 64.795%, compared with 44.545% for
the median of the comparator group. This represents an out-performance of the median by 20.25%,
meaning that an additional £6,781 million of shareholder value in excess of the median was created
over this period.
One third of the shares were released to the PDMR on 19 September 2014, with sales of shares to
meet tax and other withholding obligations being effected on the same day as shown in the table
below. The release of two-thirds of the shares has been deferred and they will be released in two
further equal tranches over the remainder of the five year performance period. There is no opportunity
for these deferred shares to be retested against any future TSR out-performance, and the deferred
shares remain subject to forfeiture under certain circumstances should the PDMR's employment
terminate before the fifth anniversary of the award.
Name of Shares Shares Shares Shares Shares
PDMR released on sold retained deferred until deferred until
19 September 1 June 2015 1 June 2016
K. G. Lippert 15,822 6,638 9,184 15,822 15,823
Price per share for shares sold on 19 September 2014: £35.77
Date of transactions: 19 September 2014
Place of transactions: London, England
General Counsel and Group Company Secretary
19 September 2014
Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd
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