Director/PDMR Shareholding

1 Jun 2009 12:06



Close Brothers Group plc

Pursuant to its obligations under Disclosure and Transparency Rule 3.1.4, Close Brothers Group plc (the "Company") wishes to notify the following transactions and grant of the awards over ordinary shares in the Company ("Shares") to Preben Prebensen, Group Chief Executive: 

 1. Acquisition of Shares 

The Company received notification from Mr Prebensen on 29 May 2009 that he acquired on 28 and 29 May 2009, a total of 75,135 Shares at an average price of 665.468 pence per share. Mr Prebensen's total beneficial holding following this transaction is 75,135 Shares.

2. Matching Share Award 

On 29 May 2009, Mr Prebensen was granted a right to receive 263,608 Shares (the "Matching Share Award"), the vesting of which is conditional upon Mr Prebensen making a personal investment of £500,000 in Shares and retaining those Shares until the vesting date of the Matching Share Award. Mr Prebensen has acquired Shares to this value as notified in paragraph 1 above.

The Matching Share Award will vest in four equal tranches immediately following announcement of the Company's annual financial results in each of 2011, 2012, 2013 and 2014. In addition to satisfying the personal investment requirement, the vesting of any tranche of the Matching Share Award is subject to satisfaction of performance conditions that will be set by the Remuneration Committee and is subject to Mr Prebensen remaining in employment with the Company until the relevant vesting date.

3. Restricted Share Award

On 28 May 2009, Mr Prebensen was granted a conditional right to receive 111,696 Shares (the "Restricted Share Award"). The Restricted Share Award will vest in three tranches as set out below, provided that Mr Prebensen remains in employment with the Company until the relevant vesting date.

4.  Other information relating to Share awards

The number of Shares to which Mr Prebensen becomes entitled under the Restricted Share Award and Matching Share Award will be increased to reflect the value of dividends paid on those Shares prior to the vesting date. All Shares to satisfy the awards will be sourced out of existing Shares only. 

The Remuneration Committee considered the grant of the Restricted Share Award and the Matching Share Award essential to secure Mr Prebensen's services, and is satisfied that the awards are appropriate, and will align Mr Prebensen's interests with those of shareholders. As this is a special arrangement to facilitate, in unusual circumstances, Mr Prebensen's recruitment as Chief Executive Officer, shareholder approval is not required by virtue of 9.4.2(2)R of the Listing Rules.

In accordance with 9.4.3R of the Listing Rules, full details of the Share awards will be disclosed in the Company's 2009 Annual Report.

Lucille Dolor

Deputy Company Secretary

1 June 2009

020 7655 3100