Part B: Audited information
The following section provides details of the remuneration, pension and share interests of the Directors for the period ended 30 March 2012 and has been audited.
Remuneration of Executive Directors
Details of the payments made to Executive Directors were as follows:
| Salary
£000 | Bonuses
£000 | Benefits(2)
£000 | FY12
Total
£000 | FY11
Total
£000 |
| David Wild |
513 |
— |
27 |
540 |
531 |
| Paul McClenaghan(1) |
277 |
— |
16 |
293 |
287 |
| Andrew Findlay |
278 |
— |
13 |
291 |
108 |
- From this gross salary Paul McClenaghan sacrificed some of his salary for like-for-like pension contributions to the Halfords Pension Plan.
- Benefits include payments made in relation to private health insurance and the provision of a company car.
Pension Entitlements
Pension contributions to defined contribution pension schemes made by the Group during the period ended 30 March 2012 in respect of qualifying services of Executive Directors were as follows:
| Period ended
30 March 2012
£000 | 52 Weeks to
1 April 2011
£000 |
| David Wild(1) |
77 |
75 |
| Paul McClenaghan(2) |
57 |
56 |
| Andrew Findlay(1) |
48 |
— |
|
183 |
193 |
- Payments are made into a personal fund, the purpose of which is to provide additional retirement benefits.
- As a member of the Halfords Pension Plan 2009 Paul McClenaghan has sacrificed some of his salary for like-for-like pension contributions.
Remuneration of Non-Executive Directors
Details of the payments made to Non-Executive Directors are shown below:
| Period ended 30 March 2012 |
|
Basic Fees
£000 | SID Fees
£000 | Chairman's Fees
£000 | 2012
Total
£000 | 2011
Total
£000 |
| Dennis Millard |
165 |
— |
— |
165 |
165 |
| David Adams |
45 |
— |
5 |
50 |
4 |
| Claudia Arney |
45 |
— |
— |
45 |
8 |
| Keith Harris |
45 |
— |
5 |
50 |
50 |
| Bill Ronald |
45 |
15 |
— |
60 |
45 |
Directors' Interests in Share Options
At the beginning of the year and at 30 March 2012, the following Directors had options to subscribe for shares granted under the terms of the Halfords SAYE.
| Options
as at
1 April
2011 | Granted in period | Exercised
in the period(1) | Lapsed
in the period | Options
as at
30 March
2012 | Exercise
Price
£ | Exercisable
from | Exercisable
to |
| Paul McClengahan |
|
|
|
|
|
|
|
|
| 2008 SAYE |
4,878 |
|
4,878 |
— |
0 |
1.93 |
1 Oct 2011 |
1 April 2012 |
| 2011 SAYE |
|
3,085 |
|
— |
3,085 |
2.9246 |
1 Oct 2014 |
31 March 2015 |
| Total |
4,878 |
|
|
|
3,085 |
|
|
|
- The market value at the date of exercise was £2.922.
The SAYE scheme is open to all full-time Directors and employees with eligible employment service. Options may be exercised under the scheme at the exercise price outlined above normally for a period of six months following the conclusion of the three-year saving contract.
At the beginning of the year and at 30 March 2012, no Directors had options to subscribe for shares granted under the terms of the Halfords CSOS.
The Executive Directors have since 2005 participated in the PSP and it is currently intended that no further awards will be made to them under the CSOS.
Performance Share Plan
The following table shows the Executive Directors' interests in shares awarded under the Performance Share Plan.
These figures represent the maximum potential award.
| Award Date | Mid-market price
on date
of awards | Awards
held
1 April 2011 | Awarded
during the
period | Dividend
Reinvestment(1) | Lapsed
during the
period | Exercised
during
the year(2) | Awards
held
30 March
2012 | Performance period
3 years to |
| David Wild |
7 August 2008 |
2.96 |
337,643 |
— |
— |
3,343 |
334,330 |
— |
1 April 2011 |
|
3 August 2009 |
3.46 |
308,105 |
— |
22,335 |
— |
— |
330,440 |
30 March 2012 |
|
3 August 2010 |
4.10 |
159,859 |
— |
11,583 |
— |
— |
171,444 |
29 March 2013 |
|
8 August 2011 |
3.17 |
— |
254,089 |
6,378 |
— |
— |
260,467 |
28 March 2014 |
| Paul McClenaghan |
7 August 2008 |
2.96 |
86,099 |
— |
— |
852 |
85,247 |
— |
1 April 2011 |
|
3 August 2009 |
3.46 |
117,850 |
— |
8,543 |
— |
— |
126,393 |
30 March 2012 |
|
3 August 2010 |
4.10 |
89,773 |
— |
6,507 |
|
|
96,280 |
29 March 2013 |
|
8 August 2011 |
3.17 |
— |
142,690 |
3,582 |
— |
— |
146,272 |
28 March 2014 |
| Andrew Findlay |
8 August 2011 |
3.17 |
— |
206,525 |
5,184 |
— |
— |
211,709 |
28 March 2014 |
- Following the recommendation of the Committee to reinvest dividends earned on shares awarded since 2009, interim and final dividends have been reinvested in shares at prices between £3.1869 and £4.8110.
- The market value at the date of exercise was £2.8716.
Gains made by Directors
The table below shows gains made by individual Directors from the exercise of performance share awards during the financial period ended 30 March 2012. The gains are calculated as at the exercise date, although the shares may not have been retained.
| FY12
£000 | FY11(1)
£000 |
| 2008 PSP (Vested 7 August 2011) |
|
|
| David Wild |
960 |
— |
| Paul McClenaghan |
245 |
— |
| Total gains on performance share awards |
1,205 |
— |
- Gains made on the PSP awarded in 2007 due to vest in August 2011 actually vested in March 2010 and gains of £1.1m were disclosed in the 2010 Directors' Remuneration Report.
| 2008 SAYE (Vested 1 October 2011) |
|
|
| David Wild |
— |
— |
| Paul McClenaghan |
5 |
— |
| Total gains on share options |
5 |
— |
The Register of Interests, which is open to inspection, contains full details of Directors' shareholdings and options. No options have expired unexercised during the period ended 30 March 2012 and there were no changes in the options held by the Directors between 30 March 2012 and 30 May 2012.
On 30 March 2012, the market price of ordinary shares of Halfords Group plc was 310.6 pence and the range during the period was 269.7 pence to 405.9 pence. For details of the grant dates of options see note 21.
Keith Harris
Chairman of the Remuneration Committee
30 May 2012