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Notification of transactions of a PDMR
SABMiller plc
JSEALPHA CODE: SAB
ISSUER CODE: SOSAB
ISIN CODE: GB0004835483
SABMiller plc (the “Company”)
Executive Share Award Plan 2008
Notification of transactions of directors, persons discharging managerial
responsibility or connected persons in accordance with DTR 3.1
On 1 December 2015, Johann Nel, a Person Discharging Managerial Responsibility
("PDMR"), who was appointed as the Company’s Director of Human Resources and
joined the Company’s Executive Committee with effect from 14 September 2015,
was provisionally allocated nil cost Performance Share and Value Share Awards
under the Company's Executive Share Award Plan 2008 (the “Plan”) in respect of the
number of US$0.10 ordinary shares in the Company shown below. The allocation of
these awards is in accordance with the contract agreed with Mr Nel at the time of his
appointment. The release of shares is subject to satisfaction of the applicable
Earnings per Share (EPS) or Total Shareholder Return (TSR) performance
condition:
Performance Share Award (EPS-based condition Note 1) 22,226 shares
Value Share Award (TSR-based condition Note 2) 23 shares
(Note 1) The Performance Share Award shows the maximum potential number
of shares which could be released should testing against the Company’s three-year
adjusted earnings per share growth in constant currency be met in full.
(Note 2) The Value Share Award shows the number of shares that have been
awarded for each £10 million of additional shareholder value created, defined as the
amount by which the growth in the Company’s market capitalisation plus net equity
cash flows exceeds the median growth of a weighted peer group index, over three,
four and five year performance periods. One third of the shares will be tested against
the performance condition on the third, fourth and fifth anniversaries of the grant date
respectively, and the number of shares capable of being released will depend on the
degree of TSR out-performance to those dates. If there is no TSR out-performance
at the relevant date, one-third of the award will lapse, with no opportunity for
retesting.
(Note 3) In the event of a change of control, the terms and conditions of these
awards and how they may vest will be subject to the treatment agreed with
Anheuser-Busch InBev (“ABI”), as disclosed in the Co-operation Agreement between
SABMiller plc and ABI dated 11 November 2015. A copy of the Co-operation
Agreement can be found on www.sabmiller.com.
Name of contact and telephone number for queries
Bill Warner: 01483 264268
Name of duly authorised officer of issuer responsible for making notification
Stephen Shapiro, Group Company Secretary
1 December 2015
Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd
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