William Hill PLC Director/PDMR Shareholding (4251S)

TIDMWMH

RNS Number : 4251S

William Hill PLC

02 October 2017

2 October 2017

Confirmation of Ruth Prior Replacement Awards on appointment as Chief Financial Officer

Further to the announcement on 30 March 2017 confirming the appointment of Ruth Prior as Chief Financial Officer, and the subsequent confirmation of her appointment with effect from 2 October 2017, William Hill PLC (LSE: WMH) now confirms the following arrangements in respect of the replacement award granted to Ruth on her appointment, which reflects the value of share based incentives forfeited at Worldpay Group plc ("Worldpay"), where she held the position of Chief Operating Officer ("the Replacement Awards").

The Remuneration Committee of William Hill ("the Committee") previously agreed, as a condition of Ruth's appointment, that the Replacement Award would as closely reflect a fair value estimate of the Worldpay award forfeited on joining William Hill as possible, following an assessment of the performance of Worldpay to be completed at the time of her appointment. The Replacement Award would also be structured to take into account the vesting horizon and potential impact of performance conditions on the Worldpay award.

The Committee's assessment on Ruth's appointment has determined that an award of 348,345 restricted shares, to be granted on 2 October 2017, will replace Ruth's award under the Worldpay Transitional Award Plan. The Replacement Award will not have any associated performance conditions or post-vesting holding requirements, mirroring the Worldpay award it replaced, and is accordingly expected to vest to Ruth on the original vesting date of 16 October 2018. The Committee determined at the time of Ruth's appointment that the Worldpay share price used in calculating the value of the award should be the 30 day average immediately prior to the announcement of Ruth's appointment or the 30 day average immediately prior to joining, whichever was the lower.

Accordingly, the following award was granted to Ruth Prior on 2 October 2017, using a market value of GBP2.51133 per share, being the average William Hill closing share price in the period 27 September to 29 September 2017:

 
 Worldpay Award    William Hill   Number of           Expected Vesting 
  being replaced    Replacement    Restricted          Date at William 
                    Award          Shares William      Hill 
                                   Hill Replacement 
                                   Award granted 
                                   over 
----------------  -------------  ------------------  ----------------- 
 Transitional      Exceptional    348,345             16 October 
  Award Plan        Restricted                         2018 
  granted 16        Share Award 
  October 2015      by deed 
----------------  -------------  ------------------  ----------------- 
 

The Replacement Award has been made, and will operate, in accordance with the William Hill Remuneration Policy approved by shareholders. Income tax and employee national insurance contributions are payable by Ruth Prior upon vesting of the Replacement Award. The net shareholding acquired on vesting of the Replacement Award shall be retained by Ruth until the minimum requirements of the Committee's shareholding guidelines, which are published in the 2016 Remuneration Report and are available from page 68 of the 2016 Annual Report, are met.

Additionally, the Committee has determined that Ruth Prior will be eligible to participate in full in the William Hill Annual Bonus Plan for the financial year ending 26 December 2017. A pro-rated amount of bonus will be calculated and paid to Ruth in recognition of the estimated value of the Worldpay 2017 annual bonus forfeited on resignation, and covering the relevant period of the financial year prior to her date of appointment at William Hill. Ruth will be similarly considered by the Committee for a pro-rated bonus reflecting the period of service at William Hill from appointment to 26 December 2017, with both elements to be awarded on an aggregated basis by the Committee in 2018, and subject to the usual deferral, malus and clawback provisions of the Remuneration Policy.

Further information regarding the Replacement Award and Ruth's participation in the Annual Bonus Plan will be given in the 2017 Remuneration Report to be published in 2018, and details of the current Remuneration Policy can be found in the 2016 Remuneration Report as indicated above.

Performance Share Plan Award to Ruth Prior for 2017 financial year made on appointment

Further to the announcement of 7 August 2017, confirming the grant of an award under the William Hill 2014 Performance Share Plan to Philip Bowcock, Chief Executive, William Hill confirms that an award has also been granted to Ruth Prior, following her appointment as Chief Financial Officer on 2 October 2017:

 
 Director / PDMR    PSP Awards (at GBP2.6543 
                           per share) 
-----------------  ------------------------- 
    Ruth Prior              280,205 
-----------------  ------------------------- 
 

The award has been granted as a nil cost option award and vesting is subject to the same performance conditions and holding period as outlined in the announcement on 7 August 2017 confirming Philip Bowcock's 2017 Performance Share Plan award.

The following information is given in accordance with Article 19.3 of the Market Abuse Regulation:

 
 1    Details of the person discharging managerial 
       responsibilities / person closely associated 
---  ---------------------------------------------------------------------- 
 a)   Name                       Ruth Prior 
---  -------------------------  ------------------------------------------- 
 2    Reason for the notification 
---  ---------------------------------------------------------------------- 
 a)   Position/status            Chief Financial Officer (Director 
                                  and PDMR) 
---  -------------------------  ------------------------------------------- 
 b)   Initial notification       Initial notification 
       /Amendment 
---  -------------------------  ------------------------------------------- 
 3    Details of the issuer, emission allowance 
       market participant, auction platform, auctioneer 
       or auction monitor 
---  ---------------------------------------------------------------------- 
 a)   Name                       William Hill PLC 
---  -------------------------  ------------------------------------------- 
 b)   LEI                        213800MDW41W5UZQIX82 
---  -------------------------  ------------------------------------------- 
 4    Details of the transaction(s): section to 
       be repeated for (i) each type of instrument; 
       (ii) each type of transaction; (iii) each 
       date; and (iv) each place where transactions 
       have been conducted 
---  ---------------------------------------------------------------------- 
 a)   Description of             Ordinary shares of 10 pence 
       the financial              each 
       instrument, type 
       of instrument 
--- 
 
      Identification             ISIN: GB0031698896 
       code 
                                 SEDOL: 3169889 
---  -------------------------  ------------------------------------------- 
 b)   Nature of the              (a) Grant of Replacement 
       transaction                Award of Restricted Shares 
                                  on appointment 
 
                                  (b) Grant of Award under 
                                  the 2014 Performance Share 
                                  Plan 
---  -------------------------  ------------------------------------------- 
 c)   Price(s) and volume(s) 
---                               --------------------  ----------------- 
                                   Price(s)              Volume(s) 
---                               --------------------  ----------------- 
                                   (a) Nil cost,         348,345 ordinary 
                                    granted with          shares 
                                    value GBP2.51133 
                                    per share 
                                  --------------------  ----------------- 
                                      (b) Nil cost,      280,205 ordinary 
                                       granted with       shares 
                                       value GBP2.6543 
                                       per share 
                                  --------------------  ----------------- 
 
 d)   Aggregated information 
--- 
 
      - Aggregated volume        (a) 348,345 ordinary shares 
 
                                  (b) 280,205 ordinary shares 
 
      - Price                    (a) Nil cost, granted with 
                                  value GBP2.51133 per ordinary 
                                  share 
 
                                  (b) Nil cost, granted with 
                                  value GBP2.6543 per ordinary 
                                  share 
 
 e)   Date of the transaction    2 October 2017 
---  -------------------------  ------------------------------------------- 
 f)   Place of the transaction   London, UK 
---  -------------------------  ------------------------------------------- 
 
   OAM: Additional Regulated Information 
   William Hill LEI: 213800MDW41W5UZQIX82 
 
   About William Hill 
============================================================================= 
 

William Hill, The Home of Betting, is one of the world's leading betting and gaming companies, employing around 16,000 people. Founded in 1934, it is one of the UK's largest bookmakers with around 2,375 licensed betting offices that provide betting opportunities on a wide range of sporting and non-sporting events, gaming on machines and numbers-based products including lotteries. The Group's Online business (www.williamhill.com) is one of the world's leading online betting and gaming businesses, providing customers with the opportunity to access William Hill's products online, through their smartphone or tablet, by telephone and by text services. William Hill US was established in June 2012 and provides land-based and mobile sports betting services in Nevada, and is the exclusive risk manager for the State of Delaware's sports lottery. William Hill Australia is one of the largest online betting businesses in Australia after the Group acquired Sportingbet and tomwaterhouse.com in 2013. It offers sports betting products online, by telephone and via mobile devices. William Hill PLC is listed on the London Stock Exchange. The Group generates revenues of cGBP1.6bn a year.

This information is provided by RNS

The company news service from the London Stock Exchange

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October 02, 2017 07:30 ET (11:30 GMT)