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INVENSYS PLC
("the Company")
Transactions by persons discharging managerial responsibilities and their connected persons in accordance with DTR 3.1.4R(1)(a)
Invensys plc notifies that 37,195 Invensys plc ordinary shares of 10p each (35,950 Shares and 1,245 further Shares representing notional dividend reinvestment) ("the Shares") were released to David Thomas, a director of the Company, on 16 August 2011, following the exercise on 16 August 2011 of an option granted under the Invensys 2007 Long Term Incentive Plan on 23 May 2008 that vested on 23 May 2011 ("the Award").
The performance test for the Award measured performance over the three-year period to 31 March 2011. For 70% of the Award, one half of the shares under Award were subject to the performance condition related to the Company's TSR performance relative to the constituents of the Standard & Poor's Global 1200 Capital Goods Index and the other half of the shares under Award were subject to the performance condition related to the CAGR of the Company's EPS. As Mr Thomas was granted this Award prior to his appointment as a director of the Company these performance conditions did not apply to the remaining 30% of the Shares under Award.
With regards to the TSR part of the Award (35%), the Remuneration Committee considered the Company's comparative TSR analysis (provided by an independent third party) and determined that all of the Shares subject to the TSR performance condition would be available to vest.
With regard to the EPS part of the Award (35%), after considering the 2010/11 audited financial results, the Remuneration Committee determined that the threshold level of EPS CAGR required for vesting was not achieved and the Shares subject to the EPS performance condition have, as a result, lapsed.
The aggregate vesting of Shares under this Award was therefore 65%.
On 16 August 2011, Mr Thomas sold 19,401 Shares at £2.508 per Share to meet his tax withholding liabilities.
Following these transactions Mr Thomas' total holding is 357,569 Shares (representing 0.04% of the issued share capital).
Name of contact and telephone number for queries: Steve Devany, Vice President - Communications 020 3155 1301
Name of Company Official responsible for making notification: Kelly Bean, Company Secretarial Assistant.
Date of notification: 16 August 2011
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