Full Annual Report - Inchcape

Section
Two
Two
Governance
Notes on share options:
a) Under the Inchcape 1999 Share Option Plan.
b) Under the Inchcape SAYE Share Option Scheme.
• There were no option exercises by Executive Directors during 2009.
c) Exercise prices are determined in accordance with the rules of the relevant share option scheme.
• All options were granted for nil consideration.
• Exercise prices are shown after adjustment for the Rights Issue.
• The table shows Directors’ options over ordinary shares of 25.0p at 1 January 2009 or date of appointment if later. After the Rights Issue
the options are over ordinary shares of 1.0p as at 31 December 2009. The mid market price for shares at the close of business on
31 December was 29.85p. The price range during 2009 was 11.8 p to 83.5p.
• Options under the Inchcape 1999 Share Option Plan are granted on a discretionary basis to certain full time senior executives based
within and outside the UK including Executive Directors of the Company. Such options are normally exerciserable between three and
ten years of grant.
• Details of the performance targets are given on page 69.
• The Inchcape SAYE Share Option Scheme is open to employees in the UK with at least three months’ service. Participants make monthly
savings for a three year period. At the end of the savings period options become exercisable within a six month period.
4. Deferred bonus plan/co-investment plan
Ordinary Ordinary
Awarded shares shares Rights Issue Awarded
ordinary lapsed exercised adjustment ordinary
shares during during during shares Date
31.12.09 the year the year the year 01.01.09 (a) of grant Exercise period
André Lacroix – 13,825 – – 13,825 1 Jan 2006 Jan 2009 – Jun 2009
886,360 – – 797,724 88,636 1 Jan 2007 Jan 2010 – Jun 2010
Barbara Richmond – 303,030 – 272,727 30,303 1 Jan 2007 Jan 2010 – Jun 2010
John McConnell 124,130 – – – 124,130 1 Jan 2007 Jan 2010 – Jun 2010
Notes on the deferred bonus plan
(a) As at 1 January 2009 or date of appointment, if later.
• Directors will become entitled to award shares if they remain employed by the Company for three years and retain the shares
purchased with their bonus throughout that period and the performance targets are met. Growth in the Company’s EPS over a three
year period must exceed the increase in RPI over the same period by 3.0% per annum with no opportunity to retest in order for the
award to vest. Special rules apply on termination of employment and change of control.
• Awards granted on 1 January 2006 were purchased at 434.0p each. Awards granted on 1 January 2007 were purchased at 578.0p
• Awards were adjusted on a 9 for 1 basis in line with the Rights Issue.
Ordinary Ordinary
Awarded shares shares Rights Issue Awarded
ordinary lapsed exercised adjustment ordinary
shares during during during shares Date
31.12.09 the year the year the year 01.01.09 (a) of grant Exercise period
André Lacroix 1,905,240 – – 1,714,716 190,524 1 Jan 2008 Jan 2011 – Jun 2011
Barbara Richmond – 840,050 – 756,045 84,005 1 Jan 2008 Jan 2011 – Jun 2011
John McConnell 296,690 – – – 296,690 1 Jan 2008 Jan 2011 – Jun 2011
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