RULES OF THE TAYLOR WIMPEY SHARE INCENTIVE PLAN
TAYLOR WIMPEY
SHARE INCENTIVE PLAN
HMRC reference: A1887
Adopted by the Company on: 20 April 2004
Approved by HMRC on: 23 August 2004
Amended by resolution of the Remuneration Committee on 25 March 2007
by a resolution of the Board on 26 September 2007 and
by a resolution of the Remuneration Committee on 14 December 2012
(followed by a shareholder resolution on 25 April 2013)
(final Board approval 29 July 2013)
by resolution of the Board on 13 December 2013 (effective on 6 April 2014 - HMRC change in
participation limit)
by resolution of the Board on 27 July 2015 (Finance Act 2013 and Finance Act 2014 changes)
by resolution of the Board on 28 February 2023 and shareholder resolution proposed for 27 April 2023
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RULES OF THE TAYLOR WIMPEY SHARE INCENTIVE PLAN | ||
Contents | ||
2. | Limits on Shares available under the Plan | 14 |
3. | Eligibility of individuals | 14 |
4. | Ordinary Awards of Free Shares | 15 |
5. | Performance Awards of Free Shares | 17 |
6. | Partnership Shares | 21 |
7. | Partnership Shares and Matching Shares | 25 |
8. | Dividend Shares | 31 |
9. | Rights and Restrictions relating to Plan Shares | 32 |
10. | Rights Issues | 35 |
11. | Administration and Amendment | 36 |
12. | Miscellaneous | 37 |
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RULES OF THE TAYLOR WIMPEY SHARE INCENTIVE PLAN
1. Definitions
1.1 In these Rules the following words and expressions shall have, where the context so admits, the following meanings:
"Accumulation | means the period not exceeding 12 months specified in the | ||
Period" | Partnership Share Agreement or Partnership and Matching Share | ||
Agreement during which Partnership Share Money will be | |||
accumulated by the Trustees before being dealt with by the | |||
Trustees in accordance with Rules 6.13 or 6.17 respectively; | |||
"Acquisition Date" | means: | ||
(a) in | relation to Partnership Shares, where there is no | ||
Accumulation Period, the date set by the Trustees, being a | |||
date within 30 days after the last date on which the | |||
Partnership Share Money to be applied in acquiring the | |||
Shares was deducted; | |||
(b) in | relation to Partnership Shares, where there is an | ||
Accumulation Period, the date set by the Trustees, being a | |||
date within 30 days after the end of the Accumulation Period | |||
which applies in relation to the award; and | |||
(c) | in relation to Dividend Shares, the date set by the Trustees, | ||
being a date within 30 days after the date on which the | |||
dividend is received by the Trustees; | |||
"Acquisition Price" | means in relation to any Partnership Shares where there is an | ||
Accumulation Period the price at which Partnership Shares are | |||
acquired on behalf of an Eligible Employee by reference to: | |||
(a) | the lower of: | ||
(i) | the Opening Value; and | ||
(ii) | the Closing Value; or | ||
(b) the Opening Value; or | |||
(c) | the Closing Value, | ||
such price to be set out in the Partnership Share Agreement for the | |||
purposes of that Agreement; | |||
"Act" | means the Income Tax (Earnings and Pensions) Act 2003; |
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RULES OF THE TAYLOR WIMPEY SHARE INCENTIVE PLAN
"Approval Date" | means the date on which the Plan was approved by the Company's |
shareholders; | |
"Announcement | means the date on which the results of the Company are |
Date" | announced for any period; |
"Appropriation Date" | means in relation to any Free Shares or Matching Shares, the date |
upon which those Free Shares or Matching Shares were, are, or | |
are to be appropriated to a Participant pursuant to the Plan; | |
"Associated | has the meaning given in paragraph 94 of Schedule 2 of the Act; |
Company" | |
"Award" | means an Ordinary Award or a Performance Award; |
"Board" or | means the board of directors of the Company or a duly constituted |
"Committee" | committee thereof at which a quorum is present (the committee |
may include members of the Board delegated with the authority to | |
consider the remuneration of directors and employees of the | |
company in accordance with any prevailing code of practice | |
operated by companies whose shares have been admitted to the | |
Official List); | |
"CA 2006" | means the Companies Act 2006; |
"Closing Value" | means the Market Value of a Share on the Acquisition Date; |
"Company" | means Taylor Wimpey plc registered in England and Wales No |
296805; | |
"Connected | has the meaning given in paragraph 18 of Schedule 2 of the |
Company" | Act; |
"Constituent | means any Group Company nominated by the Committee to |
Company" | participate in the Plan from time to time; |
"Control" | means control as defined in sections 450 and 451 of CTA; |
"CTA" | means the Corporation Tax Act 2010; |
"Daily Official List" | means the daily record setting out the prices of all trades in |
securities conducted on the Stock Exchange; | |
"Dealing Day" | means a day on which the Stock Exchange is open for the |
transaction of business; |
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RULES OF THE TAYLOR WIMPEY SHARE INCENTIVE PLAN
"Deduction Date"
"Dividend Shares"
"Eligible Employee"
"Eligibility Date"
"Forfeiture"
"Forfeiture Period"
"Free Shares"
"Free Share
Agreement"
"FSMA"
"Good Leaver"
- injury or disability provided the Committee are satisfied, on production of such evidence as it may reasonably require:
- that the individual has ceased to exercise and, by reason of injury or disability, is incapable of exercising that office or employment; and
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Taylor Wimpey plc published this content on 22 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 March 2023 17:26:04 UTC.