SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Date of Announcement: 6 July 2009
BT Group plc
(Translation of registrant's name into English)
BT Centre
81 Newgate Street
London
EC1A 7AJ
England
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F.
Form 20-F..X... Form 40-F.....
Indicate by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..X..
If "Yes" is marked, indicate below the file number assigned to the registrant in connection
with Rule 12g3-2(b): 82- ________
|
Enclosure 1 |
Director/PDMR Shareholding announcement made on 1 June 2009 |
|
Enclosure 2 |
Director/PDMR Shareholding announcement made on 15 June 2009 |
|
Enclosure 3 |
Holding(s) in Company announcement made on 16 June 2009 |
|
Enclosure 4 |
Holding(s) in Company announcement made on 18 June 2009 |
|
Enclosure 5 |
Appointment of Senior Independent Director announcement made on 18 June 2009 |
|
Enclosure 6 |
Directorships of publicly quoted companies announcement made on 22 June 2009 |
|
Enclosure 7 |
Transaction in Own Shares announcement made on 30 June 2009 |
|
Enclosure 8 |
Total Voting Rights announcement made on 30 June 2009 |
|
Enclosure 9 |
Transaction in Own Shares announcement made on 1 July 2009 |
|
Enclosure 10 |
Transaction in Own Shares announcement made on 2 July 2009 |
Enclosure 1
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS
This form is intended for use by
an issuer
to make a
RIS notification
required by
DR 3.1.4R(1).
|
(1) |
An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24. |
|
(2) |
An issuer making a notification in respect of a derivative relating to the shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and 24. |
|
(3) |
An issuer making a notification in respect of options granted to a director/person discharging managerial responsibilities should complete boxes 1 to 3 and 17 to 24. |
|
(4) |
An issuer making a notification in respect of a financial instrument relating to the shares of the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24. |
Please complete all relevant boxes in block capital letters.
1. Name of the issuer
BT GROUP PLC
2. State whether the notification relates to (i) a transaction notified in accordance
with
DR 3.1.4R(1)(a);
or
(ii)
DR 3.1.4(R)(1)(b)
a disclosure made in accordance with section 324 (as extended by section 328) of the
Companies Act 1985; or
(iii) both (i) and (ii)
(III) BOTH (I) AND (II)
3. Name of person discharging managerial responsibilities/ director
IAN LIVINGSTON
TONY CHANMUGAM
SALLY DAVIS
ROEL LOUWHOFF
GAVIN PATTERSON
AL-NOOR RAMJI
4. State whether notification relates to a
person connected
with a person discharging managerial
responsibilities/
director named in 3 and identify
the connected person
AS ABOVE
5. Indicate whether the notification is in respect of a holding of the
person referred
to in 3 or 4 above or in respect of a non-beneficial interest
PURCHASES OF SHARES BY THE ABOVE DIRECTORS AND PDMRS
6. Description of
shares (including
class),
debentures or derivatives or financial instruments relating to
shares
ORDINARY SHARES IN BT GROUP PLC OF 5P EACH
7. Name of registered shareholders(s) and, if more than one, the number of
shares held
by each of them
IAN LIVINGSTON
TONY CHANMUGAM
SALLY DAVIS
ROEL LOUWHOFF
GAVIN PATTERSON
AL-NOOR RAMJI
8 State the nature of the transaction
PURCHASES OF SHARES BY THE ABOVE DIRECTORS AND PDMRS
9. Number of
shares,
debentures or financial instruments relating to
shares acquired
IAN LIVINGSTON - 224,385
TONY CHANMUGAM - 67,097
SALLY DAVIS - 80,291
ROEL LOUWHOFF - 118,631
GAVIN PATTERSON - 105,592
AL-NOOR RAMJI - 56,643
10. Percentage of issued
class acquired
(treasury
shares of that
class should
not be taken into account when calculating percentage)
N/A
11. Number of
shares,
debentures or financial instruments relating to
shares disposed
N/A
12. Percentage of issued
class disposed
(treasury
shares of that
class should
not be taken into account when calculating percentage)
N/A
13. Price
per share
or value of transaction
89.6649 pence
14. Date and place of transaction
1 JUNE 2009 – UK
15. Total holding following notification and total percentage holding following
notification (any treasury
shares should not be taken into account
when calculating percentage)
IAN LIVINGSTON
PERSONAL HOLDING: 985,213 ORDINARY
SHARES
BT GROUP DEFERRED BONUS
PLAN: 527,056 SHARES
BT GROUP INCENTIVE SHARE PLAN: 1,780,332 SHARES
BT GROU EMPLOYEE SHARESAVE SCHEME: OPTION OVER 12,110 SHARES.
TONY CHANMUGAM
PERSONAL HOLDING: 116,346 ORDINARY
SHARES
BT GROUP DEFERRED BONUS PLAN:
140,687 SHARES
BT GROUP INCENTIVE SHARE PLAN: 237,590 SHARES
BT GROUP RETENTION SHARE PLAN: 97,772
BT GROUP GLOBAL SHARE OPTION PLAN: OPTION OVER 37,384 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: OPTION OVER 12,110 SHARES.
SALLY DAVIS
PERSONAL HOLDING: 191,343 ORDINARY
SHARES
BT GROUP DEFERRED BONUS
PLAN: 241,166 SHARES
BT GROUP INCENTIVE SHARE PLAN: 297,988 SHARES
BT GROUP GLOBAL SHARE OPTION PLAN: OPTIONS OVER 343,732 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: OPTIONS OVER 11,198 SHARES.
ROEL LOUWHOFF
PERSONAL HOLDING: 256,577 ORDINARY
SHARES
BT GROUP DEFERRED BONUS PLAN:
249,075 SHARES
BT GROUP INCENTIVE SHARE PLAN: 571,927 SHARES
BT GROUP RETENTION SHARE PLAN: 148,999
GAVIN PATTERSON
PERSONAL HOLDING: 358,361 ORDINARY
SHARES
BT GROUP DEFERRED BONUS PLAN:
231,778 SHARES
BT GROUP INCENTIVE SHARE PLAN: 809,756 SHARES
BT GROUP GLOBAL SHARE OPTION PLAN: OPTION OVER 98,178 SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: OPTION OVER 11,198 SHARES.
AL-NOOR RAMJI
PERSONAL HOLDING: 377,765
ORDINARY SHARES
BT GROUP DEFERRED BONUS PLAN:
264,561 SHARES
BT GROUP INCENTIVE SHARE PLAN: 503,885SHARES
BT GROUP RETENTION SHARE PLAN: 146,020
BT GROUP EMPLOYEE SHARESAVE SCHEME: OPTIONS OVER 23,090 SHARES
16. Date issuer informed of transaction
1 JUNE 2009
If a person discharging managerial responsibilities has been granted options by the issuer complete the following boxes
17 Date of grant
N/A…………………
18. Period during which or date on which it can be
exercised
N/A………………………
19. Total amount paid (if any) for grant of the
option
N/A………………………
20. Description of
shares or
debentures involved (class
and number)
N/A………………………
21. Exercise price (if fixed at time of grant) or
indication that price is to be fixed at the time of exercise
N/A………………………
22. Total number of
shares or
debentures over which options held following notification
N/A……………………
23. Any additional information
N/A
……………………
24. Name of contact and telephone number for queries
GRAEME WHEATLEY - 020 7356 6372
Name and signature of duly authorised officer of issuer responsible for making notification
GRAEME WHEATLEY
Date of notification
1 JUNE 2009
END
Enclosure 2
NOTIFICATION OF TRANSACTIONS OF
DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED
PERSONS
This form is intended for use by
an issuer
to make a
RIS
notification required
by DR
3.1.4R(1).
|
(1) |
An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24. |
|
(2) |
An issuer making a notification in respect of a derivative relating to the shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and 24. |
|
(3) |
An issuer making a notification in respect of options granted to a director/person discharging managerial responsibilities should complete boxes 1 to 3 and 17 to 24. |
|
(4) |
An issuer making a notification in respect of a financial instrument relating to the shares of the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24. |
Please complete all relevant boxes in block capital letters.
1. Name of the issuer
BT GROUP PLC
2. State whether the notification relates to (i) a
transaction notified in accordance with
DR 3.1.4R(1)(a);
or
(ii)
DR 3.1.4(R)(1)(b)
a disclosure made in accordance with section 324 (as extended by section 328) of the
Companies Act 1985; or
(iii) both (i) and (ii)
(III) BOTH (I) AND (II)
3. Name of
person discharging managerial
responsibilities/
director
SIR MICHAEL RAKE
4. State whether notification relates to a
person connected
with a person discharging managerial
responsibilities/
director named in 3 and identify
the connected person
HALIFAX CORPORATE TRUSTEES LIMITED
5. Indicate whether the notification is in respect of a
holding of the
person referred
to in 3 or 4 above or in respect of a non-beneficial interest
PURCHASE OF SHARES BY HALIFAX CORPORATE TRUSTEES LIMITED AS TRUSTEE OF THE BT GROUP EMPLOYEE SHARE INVESTMENT PLAN
6. Description of shares (including class), debentures or derivatives or financial instruments relating to shares
ORDINARY SHARES IN BT GROUP PLC OF 5P
EACH
7. Name of registered shareholders(s) and, if more than
one, the number of
shares held
by each of them
HALIFAX CORPORATE TRUSTEES LIMITED
8 State the nature of the transaction
PURCHASE OF SHARES BY HALIFAX CORPORATE
TRUSTEES LIMITED AS TRUSTEE OF THE BT GROUP EMPLOYEE SHARE INVESTMENT
PLAN
9. Number of
shares,
debentures or financial instruments relating to
shares acquired
PURCHASE OF 1,533 SHARES
10. Percentage of issued
class acquired
(treasury
shares of that
class should
not be taken into account when calculating percentage)
N/A
11. Number of
shares,
debentures or financial instruments relating to
shares disposed
N/A
12. Percentage of issued
class disposed
(treasury
shares of that
class should
not be taken into account when calculating percentage)
N/A
13. Price per share
or value of transaction
97.79P
14. Date and place of transaction
12 JUNE 2009 - UK
15. Total holding following notification and total
percentage holding following notification (any
treasury
shares should not be taken into account
when calculating percentage)
SIR MICHAEL RAKE
PERSONAL HOLDING: SHARES:
110,889 ORDINARY
SHARES
BT GROUP EMPLOYEE SHARESAVE SCHEME: AN OPTION OVER 12,110 SHARES.
16. Date issuer informed of transaction
12 JUNE 2009
If a person discharging managerial responsibilities has been granted options by the issuer complete the following boxes
17 Date of grant - N/A
18. Period during which or date on which it can be exercised
19. Total amount paid (if any) for grant of the option
20. Description of
shares or
debentures involved (class
and number)
21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at
the time of exercise
22. Total number of
shares or
debentures over which options held following notification
23. Any additional information - N/A
24. Name of contact and telephone number for queries
Graeme Wheatley - 020 7356 6372
Name and signature of duly authorised officer of issuer responsible for making notification
GRAEME WHEATLEY
Date of notification
15 JUNE 2009
END
Enclosure 3
|
TR-1 |
Notification of a Major Interest in Shares |
||||||||
|
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached |
BT GROUP |
|
|||||||
|
|
|||||||||
|
2. Reason for Notification |
|||||||||
|
An acquisition or disposal of voting rights |
X |
||||||||
|
An acquisition or disposal of qualifying financial instruments which may result in the aquisition of shares already issued to which voting rights are attached. |
|
||||||||
|
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
|
||||||||
|
An event changing the breakdown of voting rights |
|
||||||||
|
Other: Please Specify |
|
||||||||
|
3. Full name of person(s) subject to the notification obligation |
AXA S.A, 25 Avenue Matignon, 75008 Paris and its group of companies |
||||||||
|
4. Full name of shareholder(s) if different from 3. |
|
||||||||
|
5.Date of the transaction and date in which threshold is crossed or reached |
15/06/2009 |
||||||||
|
6.Date on which issuer notified |
16/06/2009 |
||||||||
|
7. Threshold(s) that is/are crossed or reached: |
5 %. |
||||||||
|
8. Notified details: |
|||||||||
|
A: Voting rights attached to shares |
|||||||||
|
Class or Type of shares |
Situation Previous to the triggering transaction |
Resulting situation after the triggering transaction |
|||||||
|
Number of shares |
Number of voting rights |
Number of shares |
Number of voting rights |
% of voting rights |
|||||
|
Direct |
Direct |
Indirect |
Direct |
Indirect |
|||||
|
|
371,269,921 |
371,269,921 |
124,404,134 |
124,404,134 |
285,389,573 |
1.61 |
3.68 |
||
|
Ordinary shares of 5p each |
|||||||||
|
B: Qualifying Financial Instruments |
|||||||||
|
Resulting situation after triggering transaction |
|||||||||
|
Type of Financial Instrument |
Expiration date |
Exercise / conversion period |
Number of voting rights that may be acquired if the instrument is exercised / converted |
% of voting rights |
|||||
|
|
|
|
|
|
|||||
|
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments |
|||||||||
|
Resulting situation after triggering transaction |
|||||||||
|
Type of Financial Instrument |
Exercise price |
Expiration date |
Exercise/ Conversion period |
Number of voting rights instrument refers to |
% of voting rights |
||||
|
|
|
|
|
|
Nominal |
Delta |
|||
|
|
|
||||||||
|
Total A + B + C |
|||||||||
|
Number of Voting Rights |
% of voting rights |
||||||||
|
409,793,707 |
5.29% |
||||||||
|
Proxy Voting |
|||||||||
|
10. Name of proxy holder: |
|
||||||||
|
11. Number of Voting rights Proxy Holder will cease to hold: |
|
||||||||
|
12. Date on which proxy holder will cease to hold voting rights: |
|
||||||||
|
13.Additional Information: |
|
||||||||
|
14. Contact Name |
Graeme Wheatley |
||||||||
|
15. Contact telephone number |
020 7356 6372 |
||||||||
Enclosure 4
|
TR-1 |
Notification of a Major Interest in Shares |
||||||
|
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached |
BT GROUP |
|
|||||
|
|
|||||||
|
2. Reason for Notification |
|||||||
|
An acquisition or disposal of voting rights |
X |
||||||
|
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached. |
|
||||||
|
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
|
||||||
|
An event changing the breakdown of voting rights |
|
||||||
|
Other: Please Specify |
|
||||||
|
3. Full name of person(s) subject to the notification obligation |
AXA S.A, 25 Avenue Matignon, 75008 Paris and its group of companies |
||||||
|
4. Full name of shareholder(s) if different from 3. |
|
||||||
|
5.Date of the transaction and date in which threshold is crossed or reached |
16/06/2009 |
||||||
|
6.Date on which issuer notified |
17/06/2009 |
||||||
|
7. Threshold(s) that is/are crossed or reached: |
5 %. |
||||||
|
8. Notified details: |
|||||||
|
A: Voting rights attached to shares |
|||||||
|
Class or Type of shares |
Situation Previous to the triggering transaction |
Resulting situation after the triggering transaction |
|||||
|
Number of shares |
Number of voting rights |
Number of shares |
Number of voting rights |
% of voting rights |
|||
|
Direct |
Direct |
Indirect |
Direct |
Indirect |
|||
|
|
409,793,707 |
409,793,707 |
124,439,134 |
124,439,134 |
207,951,783 |
1.61 |
2.69 |
|
3091357 |
|||||||
|
B: Qualifying Financial Instruments |
|||||||
|
Resulting situation after triggering transaction |
|||||||
|
Type of Financial Instrument |
Expiration date |
Exercise / conversion period |
Number of voting rights that may be acquired if the instrument is exercised / converted |
% of voting rights |
|||
|
|
|
|
|
|
|||
|
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments |
|||||||
|
Resulting situation after triggering transaction |
|||||||
|
Type of Financial Instrument |
Exercise price |
Expiration date |
Exercise/ Conversion period |
Number of voting rights instrument refers to |
% of voting rights |
||
|
|
|
|
|
|
Nominal |
Delta |
|
|
|
|
||||||
|
0.00000026 |
|||||||
|
Total A + B + C |
|||||||
|
Number of Voting Rights |
% of voting rights |
||||||
|
332,390,917 |
4.29% |
||||||
|
Proxy Voting |
|||||||
|
10. Name of proxy holder: |
|
||||||
|
11. Number of Voting rights Proxy Holder will cease to hold: |
|
||||||
|
12. Date on which proxy holder will cease to hold voting rights: |
|
||||||
|
13.Additional Information: |
|
||||||
|
14. Contact Name |
Graeme Wheatley |
||||||
|
15. Contact telephone number |
020 7356 6372 |
||||||
Enclosure 5
18 June 2009
BT GROUP plc
Appointment of Senior Independent Director
Rt Hon Patricia Hewitt MP has been appointed Senior
Independent Director in succession to Maarten van den Bergh who steps down from the BT
Group plc Board at the conclusion of the AGM on 15 July 2009.
Ends.
Enclosure 6
Monday, 22 June 2009
BT GROUP plc
NOTIFICATION UNDER LISTING RULE 9.6.13
BT Group plc announces the following details in respect
of Tony Ball, whose appointment as a director of BT Group plc was reported on 17 June
2009:
Directorships of publicly quoted companies in the last five years:
|
Company name |
Appointed |
Resigned |
|
BAA plc |
2004
2004 |
2006
2005 |
Mr Ball has no additional information to
disclose in respect of Listing Rule 9.6.13.
Enclosure 7
Tuesday 30 June 2009
BT GROUP PLC
TRANSACTION IN OWN SHARES - VOTING RIGHTS AND CAPITAL
BT Group plc announces that it has today transferred in connection with its employee share plans 282,185 ordinary shares at nil cost. The transferred shares were all formerly held as treasury shares.
BT Group plc's capital consists of 8,151,227,029 ordinary shares with voting rights. Following the above transfer, BT Group plc holds 406,152,942 ordinary shares as treasury shares. Therefore, the total number of voting rights in BT Group plc is 7,745,074,087
The above figure (7,745,074,087) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, BT Group plc under the FSA's Disclosure and Transparency Rules.
= ends =
Enclosure 8
Tuesday 30 June 2009
BT GROUP PLC
TOTAL VOTING RIGHTS - MONTH-END DISCLOSURE
BT Group plc confirms that on 30 June
2009, its capital consisted of 8,151,227,029 ordinary shares with voting rights. On that
date, BT Group plc held 406,152,942 ordinary shares as treasury shares and therefore, the
total number of voting rights in BT Group plc on that date was 7,745,074,087.
The above figure (7,745,074,087) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, BT Group plc under the FSA's Disclosure and Transparency Rules.
-: Ends :-
Enclosure 9
Wednesday 1 July 2009
BT GROUP PLC
TRANSACTION IN OWN SHARES - VOTING RIGHTS AND CAPITAL
BT Group plc announces that it has today transferred in connection with its employee share plans 155,548 ordinary shares at nil cost. The transferred shares were all formerly held as treasury shares.
BT Group plc's capital consists of 8,151,227,029 ordinary shares with voting rights. Following the above transfer, BT Group plc holds 405,997,394 ordinary shares as treasury shares. Therefore, the total number of voting rights in BT Group plc is 7,745,229,635
The above figure (7,745,229,635) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, BT Group plc under the FSA's Disclosure and Transparency Rules.
= ends =
Enclosure 10
Thursday 2 July 2009
BT GROUP PLC
TRANSACTION IN OWN SHARES - VOTING RIGHTS AND CAPITAL
BT Group plc announces that it has today transferred in connection with its employee share plans 374,874 ordinary shares at nil cost. The transferred shares were all formerly held as treasury shares.
BT Group plc's capital consists of 8,151,227,029 ordinary shares with voting rights. Following the above transfer, BT Group plc holds 405,622,520 ordinary shares as treasury shares. Therefore, the total number of voting rights in BT Group plc is 7,745,604,509
The above figure (7,745,604,509) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, BT Group plc under the FSA's Disclosure and Transparency Rules.
= ends =
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BT Group PLC
(Registrant)
By: /s/ Patricia Day
--------------------
Patricia Day, Assistant Secretary.
Date 6 July 2009