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Disclosure of interests of directors

Outstanding share options

The following table sets out the share options held by the directors in the UK Savings-Related Share Option Scheme (SAYE) as at the end of the period. No other directors participated in any other option scheme.

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  Date of grant
 
Exercise price (pence) Market price at 30 June 2016 (pence) Exercise period   Number of options
  Beginning
 
End
 
  Beginning of period
 
Granted
 
Exercised
 
Cancelled
 
Forfeited
 
Lapsed
 
End of period
 
John
Foley
20 Sep 13 901 1,257 01 Dec 16 31 May 17   998 998
John
Foley
23 Sep 14 1,155 1,257 01 Dec 17 31 May 18   779 779
Penny
James
21 Sep 12 629 1,257 01 Dec 15 31 May 16   858 858
Penny
James
22 Sep 15 1,111 1,257 01 Dec 18 31 May 19   1,620 1,620
Michael
McLintock
23 Sep 14 1,155 1,257 01 Dec 19 31 May 20   2,622 2,622
Nic
Nicandrou
16 Sep 11 466 1,257 01 Dec 16 31 May 17   3,268 3,268
Nic
Nicandrou
23 Sep 14 1,155 1,257 01 Dec 19 31 May 20   1,311 1,311
Mike
Wells
22 Sep 15 1,111 1,257 01 Dec 18 31 May 19   1,620 1,620

Directors’ shareholdings

The Company and its directors, Chief Executives and shareholders have been granted a partial exemption from the disclosure requirements under Part XV of the Securities and Futures Ordinance (SFO). As a result of this exemption, directors, Chief Executives and shareholders do not have an obligation under the SFO to notify the Company of shareholding interests, and the Company is not required to maintain a register of directors’ and Chief Executives’ interests under section 352 of the SFO, nor a register of interests of substantial shareholders under section 336 of the SFO. The Company is, however, required to file with the Hong Kong Stock Exchange any disclosure of interests notified to it in the United Kingdom.

The following table sets out the interests of directors, including the interests of persons connected with directors for the purposes of DTR 3.1.2 of the Disclosure and Transparency Rules (the regime applicable at the end of the period), as at the end of the period. This includes shares acquired under the Share Incentive Plan, Prudential Corporation Asia All Employee Share Purchase Plan (PruSharePlus) and deferred annual bonus awards as detailed in the table on ‘Other share awards’.

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  1 Jan 2016   30 Jun 2016
  Total
beneficial
interest (number of shares)
  Total
beneficial
interest (number of shares)
Number
of shares
subject to
performance conditions

 
Total
interest in shares

 

Notes

  1. John Foley was appointed to the Board on 19 January 2016.
  2. Michael McLintock stepped down from the Board on 6 June 2016.
  3. Anne Richards was appointed to the Board on 7 June 2016.
  4. For the 1 January 2016 figure Barry Stowe’s beneficial interest in shares is made up of 123,328 ADRs (representing 246,656 ordinary shares), (8,513.73 of these ADRs are held within an investment account which secures premium financing for a life assurance policy). For the 30 June 2016 figure the beneficial interest in shares is made up of 132,138 ADRs (representing 264,276 ordinary shares).
  5. For the 1 January 2016 figure Mike Wells’ beneficial interest in shares is made up of 232,594 ADRs (representing 465,188 ordinary shares) and 97 ordinary shares. For the 30 June 2016 figure his beneficial interest in shares is made up of 217,518 ADRs (representing 435,036 ordinary shares) and 106,298 ordinary shares.
  6. Alistair Johnston stepped down from the Board on 19 May 2016.
  7. Alice Schroeder’s beneficial interest in shares is made up of 4,250 ADRs (representing 8,500 ordinary shares).
Chairman          
Paul Manduca 42,500   42,500 42,500
Executive directors          
John Foley1 218,644   248,544 422,480 671,024
Penny James 14,500   41,359 171,255 212,614
Michael McLintock2 210,884   n/a n/a n/a
Nic Nicandrou 265,219   303,045 373,328 676,373
Anne Richards3 n/a   45,906 45,906
Barry Stowe4 246,656   264,276 553,532 817,808
Mike Wells5 465,285   541,334 811,178 1,352,512
Tony Wilkey 189,592   120,487 430,817 551,304
Non-executive directors          
Howard Davies 8,730   8,966 8,966
Ann Godbehere 15,914   15,914 15,914
Alistair Johnston6 10,000   n/a n/a n/a
David Law 3,327   3,327 3,327
Kaikhushru Nargolwala 50,000   70,000 70,000
Anthony Nightingale 30,000   30,000 30,000
Philip Remnant 5,816   6,916 6,916
Alice Schroeder7 8,500   8,500 8,500
Lord Turner 2,000   3,500 3,500

Directors’ outstanding long-term incentive awards

Share-based long-term incentive awards

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  Plan name



 
Year of award

 

 
Conditional share awards outstanding at 1 Jan 2016


(number of shares)
Conditional awards in 2016


(number of shares)
Market price at date of award



(pence)
Dividend equivalents on vested shares
(note 3)
(number of
shares

released)
Rights
exercised in 2016




Rights
lapsed in 2016




Conditional
share awards outstanding at 30 Jun 2016


(number of
shares)
Date of
end of performance period




Notes

  1. The awards for Barry Stowe were made in ADRs (1 ADR = 2 ordinary shares). The figures in the table are represented in terms of ordinary shares.
  2. The awards in 2013, 2014 and 2015 for Mike Wells were made in ADRs (1 ADR = 2 ordinary shares). The award in 2016 was made in ordinary shares. The figures in the table are represented in terms of ordinary shares.
  3. A DRIP dividend equivalent was accumulated on these awards.
John Foley PLTIP 2013 131,848   1,203 14,133 131,848   31 Dec 15
  PLTIP 2014 125,776   1,317       125,776 31 Dec 16
  PLTIP 2014 29,556   1,342       29,556 31 Dec 16
  PLTIP 2015 122,808   1,672       122,808 31 Dec 17
PLTIP 2016 144,340 1,279 144,340 31 Dec 18
409,988 144,340 14,133 131,848 422,480
Penny James PLTIP 2013 25,181   1,203 2,697 25,181   31 Dec 15
  PLTIP 2014 30,279   1,317       30,279 31 Dec 16
  PLTIP 2015 24,348   1,672       24,348 31 Dec 17
PLTIP 2016 116,628 1,279 116,628 31 Dec 18
79,808 116,628 2,697 25,181 171,255
Anne Richards PLTIP 2016 45,906 1,358.5 45,906 31 Dec 18
45,906 45,906
Nic Nicandrou PLTIP 2013 122,554   1,203 13,136 122,554   31 Dec 15
  PLTIP 2014 132,375   1,317       132,375 31 Dec 16
  PLTIP 2015 104,117   1,672       104,117 31 Dec 17
PLTIP 2016 136,836 1,279 136,836 31 Dec 18
359,046 136,836 13,136 122,554 373,328
Barry Stowe1 PLTIP 2013 131,266   1,203 13,794 127,984 3,282 31 Dec 15
  PLTIP 2014 114,824   1,317       114,824 31 Dec 16
  PLTIP 2015 113,940   1,672       113,940 31 Dec 17
  PLTIP 2015 50,668   1,611.5       50,668 31 Dec 17
PLTIP 2016 274,100 1,279 274,100 31 Dec 18
410,698 274,100 13,794 127,984 3,282 553,532
Mike Wells2 PLTIP 2013 273,470   1,203 29,480 273,470   31 Dec 15
  PLTIP 2014 238,954   1,317       238,954 31 Dec 16
  PLTIP 2015 209,222   1,672       209,222 31 Dec 17
  PLTIP 2015 30,132   1,611.5       30,132 31 Dec 17
PLTIP 2016 332,870 1,279 332,870 31 Dec 18
751,778 332,870 29,480 273,470 811,178
Tony Wilkey PLTIP 2013 25,244   1,203 2,636 24,612 632 31 Dec 15
  PCA LTIP 2013 55,705   1,203   55,705   31 Dec 15
  PCA LTIP 2013 47,182   1,178       47,182 31 Dec 15
  PLTIP 2014 22,935   1,317       22,935 31 Dec 16
  PCA LTIP 2014 45,870   1,317       45,870 31 Dec 16
  PCA LTIP 2014 68,806   1,317       68,806 31 Dec 17
  PLTIP 2015 21,091   1,672       21,091 31 Dec 17
  PCA LTIP 2015 42,183   1,672       42,183 31 Dec 17
  PLTIP 2015 29,008   1,611.5       29,008 31 Dec 17
PLTIP 2016 153,742 1,279 153,742 31 Dec 18
358,024 153,742 2,636 80,317 632 430,817

Other share awards

The table below sets out executive directors’ deferred bonus share awards.

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  Year of grant


 
Conditional share awards outstanding at 1 Jan 2016

(number of shares)
Conditionally awarded in 2016

(number of shares)
Dividends accumulated in 2016
(note 3)
(number of shares)
Shares released in 2016

(number of shares)
Conditional share awards outstanding at 30 Jun 2016

(number of shares)
Date of end of restricted period


 
Date of release


 
Market price at date of award


(pence)
Market price at date of vesting or release


(pence)

Notes

  1. The awards for Barry Stowe were made in ADRs (1 ADR = 2 ordinary shares). The figures in the table are represented in terms of ordinary shares.
  2. The awards for Mike Wells in 2013, 2014 and 2015 were made in ADRs (1 ADR = 2 ordinary shares). The award made in 2016 was made in ordinary shares. The figures in the table are represented in terms of ordinary shares.
  3. A DRIP dividend equivalent was accumulated on these awards.
John Foley                    
Deferred 2012 annual incentive award 2013 37,396     37,396 – 31 Dec 15 31 Mar 16 1,055 1,301
Deferred 2013 annual incentive award 2014 32,731   920   33,651 31 Dec 16   1,317  
Deferred 2014 annual incentive award 2015 42,062   1,182   43,244 31 Dec 17   1,672  
Deferred 2015 annual incentive award 2016 63,320 1,780 65,100 31 Dec 18 1,279
112,189 63,320 3,882 37,396 141,995
Penny James                    
Deferred 2012 Group deferred bonus plan award 2013 5,677     5,677 31 Dec 15 31 Mar 16 1,083 1,301
Deferred 2013 annual incentive award 2014 4,880   137 5,017 31 Dec 16   1,317  
Deferred 2014 annual incentive award 2015 3,943   110 4,053 31 Dec 17   1,672  
Deferred 2015 annual incentive award 2016 13,290 373 13,663 31 Dec 18 1,279
14,500 13,290 620 5,677 22,733
Nic Nicandrou                    
Deferred 2012 annual incentive award 2013 41,821     41,821 31 Dec 15 31 Mar 16 1,055 1,301
Deferred 2013 annual incentive award 2014 36,639   1,030   37,669 31 Dec 16   1,317  
Deferred 2014 annual incentive award 2015 28,799   809   29,608 31 Dec 17   1,672  
Deferred 2015 annual incentive award 2016 37,683 1,059 38,742 31 Dec 18 1,279
107,259 37,683 2,898 41,821 106,019
Barry Stowe1                    
Deferred 2012 annual incentive award 2013 40,646     40,646 31 Dec 15 31 Mar 16 1,055 1,301
Deferred 2013 annual incentive award 2014 31,754   892   32,646 31 Dec 16   1,317  
Deferred 2014 annual incentive award 2015 27,992   786   28,778 31 Dec 17   1,672  
Deferred 2015 annual incentive award 2016 107,566 3,022 110,588 31 Dec 18 1,279
100,392 107,566 4,700 40,646 172,012
Mike Wells2                    
Deferred 2012 annual incentive award 2013 86,586     86,586 31 Dec 15 31 Mar 16 1,055 1,301
Deferred 2013 annual incentive award 2014 104,636   2,940   107,576 31 Dec 16   1,317  
Deferred 2014 annual incentive award 2015 116,304   3,268   119,572 31 Dec 17   1,672  
Deferred 2015 annual incentive award 2016 103,210 2,902 106,112 31 Dec 18 1,279
307,526 103,210 9,110 86,586 333,260
Tony Wilkey                    
Deferred 2013 PCA deferred bonus plan award 2014 70,831   70,831 31 Dec 15 31 Mar 16 1,317 1,301
Deferred 2014 PCA deferred bonus plan award 2015 82,290  1,715  84,005 31 Dec 16  1,672 
Deferred 2015 annual incentive award 2016  34,625 973  35,598 31 Dec 18  1,279 
153,121 34,625 2,688 70,831 119,603

All-employee share plans

It is important that all employees are offered the opportunity to own shares in Prudential, connecting them both to the success of the Company and to the interests of other shareholders. Executive directors are invited to participate in these plans on the same basis as other staff in their location.

Save As You Earn (SAYE) schemes

UK-based executive directors are eligible to participate in the HM Revenue & Customs (HMRC) approved Prudential Savings-Related Share Option Scheme. This scheme allows all eligible employees to save towards the exercise of options over Prudential plc shares with the option price set at the beginning of the savings period at a discount of up to 20 per cent of the market price.

Since 2014 participants have been able to elect to enter into savings contracts of up to £500 per month for a period of three or five years. At the end of this term, participants may exercise their options within six months and purchase shares. If an option is not exercised within six months, participants are entitled to a refund of their cash savings plus interest if applicable under the rules. Shares are issued to satisfy those options which are exercised. No options may be granted under the schemes if the grant would cause the number of shares which have been issued, or which remain issuable pursuant to options granted in the preceding 10 years under the scheme and any other option schemes operated by the Company, or which have been issued under any other share incentive scheme of the Company, to exceed 10 per cent of the Company’s ordinary share capital at the proposed date of grant.

Details of executive directors’ rights under the SAYE scheme are set out in the ‘Statement of directors’ shareholdings’.

Share Incentive Plan (SIP)

UK-based executive directors are also eligible to participate in the Company’s Share Incentive Plan (SIP). From April 2014, all UK-based employees were able to purchase Prudential plc shares up to a value of £150 per month from their gross salary (partnership shares) through the SIP. For every four partnership shares bought, an additional matching share is awarded which is purchased by Prudential on the open market. Dividend shares accumulate while the employee participates in the plan. If the employee withdraws from the plan, or leaves the Group, matching shares may be forfeited.

The table below provides information about shares purchased under the SIP together with matching shares (awarded on a 1:4 basis) and dividend shares.

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  Year of initial grant

 
Share Incentive
Plan awards
held in Trust
at 1 Jan 2016
(number of
shares)
Partnership
shares
accumulated
in 2016
(number of
shares)
Matching
shares
accumulated
in 2016
(number of
shares)
Dividend
shares
accumulated
in 2016
(number of
shares)
Share Incentive
Plan awards
held in Trust
at 30 Jun 2016
(number of
shares)
John Foley 2014 255 69 17 8 349
Nic Nicandrou 2010 1,425 69 17 39 1,550
Mike Wells 2015 97 69 17 3 186

Prudential Corporation Asia All Employee Share Purchase Plan (PruSharePlus)

From August 2014, all Asia-based employees were able to purchase Prudential plc shares up to a value of £5,000 per year from their gross salary through the PruSharePlus. For every two shares bought by the employee, one additional matching share is awarded which is purchased by Prudential on the open market. Dividend shares accumulate while the employee participates in the plan. If the employee withdraws from the plan, or leaves the Group, matching shares may be forfeited.

The table below provides information about shares purchased under the PruSharePlus together with matching shares (awarded on a 1:2 basis) and dividend shares.

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  Year of initial
grant

 
PruSharePlus
awards held
in Trust at
1 Jan 2016
(number of
shares)
Purchased
shares
accumulated
in 2016
(number of
shares)
Matching
shares
accumulated
in 2016
(number of

shares)
Dividend
shares
accumulated
in 2016
(number of
shares)
PruSharePlus
awards
held in Trust
at 30 Jun 2016
(number of
shares)
* Following his appointment to the Board, Tony Wilkey is no longer eligible to participate in the PSP with effect from the anniversary of his joining the plan.
Tony Wilkey* 2014 545 9 554

Cash-settled long-term incentive awards

This information has been prepared in line with the reporting requirements of the Hong Kong Stock Exchange and sets out executive directors’ outstanding share awards and share options. For details of the cash-settled long-term incentive awards held by some executive directors, please see our Annual Report.

Section 5

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Shareholder information

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