UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
January 2004
Barclays PLC and
Barclays Bank PLC
54 Lombard Street
London EC3P 3AH
England
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F þ | Form 40-F o |
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 o | No þ |
If Yes is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
Table of Contents
This Report is a joint Report on Form 6-K filed by Barclays PLC and Barclays Bank PLC. All of the issued ordinary share capital of Barclays Bank PLC is owned by Barclays PLC.
This Report comprises:
Information given to The London Stock Exchange and furnished pursuant to General Instruction B to the General Instructions to Form 6-K. |
TABLE OF CONTENTS | ||||||||
SIGNATURES | ||||||||
Notification of directors' interests: Companies Act 1985 s.329 - 2 January 2004 | ||||||||
Notification of directors' interests: Companies Act 1985 s.329 - 8 January 2004 |
TABLE OF CONTENTS
Table of Contents |
Signatures |
Notification of directors interests: Companies Act 1985 s.329 2 January 2004
Notification of directors interests: Companies Act 1985 s.329 8 January 2004
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BARCLAYS PLC (Registrant) |
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Date: February 12, 2004 | By: /s/ Simon Pordage | |||
Simon Pordage | ||||
Head of Board Support | ||||
BARCLAYS BANK PLC (Registrant) |
||||
Date: February 12, 2004 | By: /s/ Simon Pordage | |||
Simon Pordage | ||||
Head of Board Support |
2 January 2004
Notification of directors interests: Companies Act 1985 s.329
The appointment of the following executive directors of Barclays PLC and Barclays Bank PLC became effective on 1 January 2004:
Roger Davis
Gary Hoffman
Naguib Kheraj
David Roberts
Each director has given written notice today to Barclays PLC and Barclays Bank PLC of the following interests in Barclays PLC ordinary shares:
Interests in Barclays PLC ordinary shares including those held under the Barclays Share Incentive Plan and Profit Sharing Scheme
Beneficial | Non Beneficial | |||||||
Roger Davis |
3,156 | | ||||||
Gary Hoffman |
111,828 | | ||||||
Naguib Kheraj |
2,238 | | ||||||
David Roberts |
62,034 | |
Incentive Share Option Plan (ISOP) the Companys performance linked share plan
Target Award | Maximum number over | |||||||||||||||
Shares under | which potentially | Exercise Price | ||||||||||||||
Date of Grant | option | exercisable | per Share | |||||||||||||
000 | 000 | |||||||||||||||
Roger Davis |
12.03.01 | 80 | 240 | £5.34 | ||||||||||||
20.03.02 | 80 | 240 | £5.20 | |||||||||||||
14.03.03 | 120 | 400 | £3.26 | |||||||||||||
Gary Hoffman |
18.05.00 | | 200 | £3.90 | ||||||||||||
12.03.01 | 100 | 320 | £5.34 | |||||||||||||
20.03.02 | 120 | 400 | £5.20 | |||||||||||||
14.03.03 | 120 | 400 | £3.26 | |||||||||||||
Naguib Kheraj |
12.03.01 | 80 | 240 | £5.34 | ||||||||||||
20.03.02 | 100 | 320 | £5.20 | |||||||||||||
14.03.03 | 120 | 400 | £3.26 | |||||||||||||
David Roberts |
12.03.01 | 80 | 240 | £5.34 | ||||||||||||
20.03.02 | 120 | 400 | £5.20 | |||||||||||||
14.03.03 | 120 | 400 | £3.26 |
No consideration was paid for the grant of the options. Options are granted at an exercise price per share set at the market price of a Barclays PLC ordinary share at the date of grant.
Executive Share Award Scheme (ESAS) the Companys deferred share award plan
Number at | Nil cost option | Nil cost option | ||||||||||||||
1st January | Date of Grant | granted at 3rd | held under | |||||||||||||
2004 (a) | of options | anniversary (b) | Voluntary ESAS (c) | |||||||||||||
Roger Davis |
555,320 | 25.02.00 | 125,984 | | ||||||||||||
Gary Hoffman |
277,052 | 26.02.99 | 8,688 | 14,120 | ||||||||||||
25.02.00 | 13,780 | | ||||||||||||||
25.02.02 | | 25,376 | ||||||||||||||
Naguib Kheraj |
667,342 | | | | ||||||||||||
David Roberts |
262,303 | 26.02.99 | 5,492 | | ||||||||||||
25.02.00 | 9,452 | |
Note: | ||
a) | ESAS is a deferred share award plan in which awards are initially granted in the form of a provisional allocation and do not give rise to any entitlement to the shares. These awards were granted in the years 1999 to 2003, and include mandatory bonus deferrals. | |
b) | Under ESAS any shares granted as a provisional allocation are normally granted as a nil cost option at the third anniversary. The shares shown under option in this column are already included in the numbers shown in the first column. The shares under option do not include accumulated dividend shares under option as follows: 8,996 shares for Roger Davis; 1,602 shares for Gary Hoffman; 1,062 shares for David Roberts. | |
c) | Voluntary ESAS is an additional award under ESAS following a director requesting that part of the cash bonus to which he would otherwise become entitled be waived and is granted as a right to acquire shares which will become fully exercisable after five years. |
No consideration was paid for the grant of any award.
Save as You Earn Share Option Scheme the Companys Inland Revenue approved Sharesave Scheme
Exercise Price | ||||||||||||
Date of Grant | Shares | per Share | ||||||||||
Roger Davis |
09.09.02 | 2,714 | £3.50 | |||||||||
Gary Hoffman |
04.09.98 | 1,008 | £3.08 | |||||||||
06.09.99 | 1,360 | £3.56 | ||||||||||
06.09.00 | 324 | £3.16 | ||||||||||
10.09.01 | 2,320 | £4.11 | ||||||||||
08.09.03 | 724 | £3.73 | ||||||||||
Naguib Kheraj |
04.09.98 | 6,312 | £3.08 | |||||||||
David Roberts |
06.09.99 | 944 | £3.56 | |||||||||
06.09.00 | 1,068 | £3.16 | ||||||||||
10.09.01 | 816 | £4.11 | ||||||||||
09.09.02 | 945 | £3.50 | ||||||||||
08.02.03 | 853 | £3.73 |
No consideration was paid for the grant of the options. Options are granted at an exercise price per share set at a 20% discount to the market price of a Barclays PLC ordinary share at the date of grant.
Executive Share Option Scheme one of the Companys closed share incentive schemes
Exercise Price | ||||||||||||
Date of Grant | Shares | per Share | ||||||||||
000 | ||||||||||||
Gary Hoffman |
05.09.97 | 40 | £3.47 | |||||||||
Naguib Kheraj |
14.08.98 | 60 | £3.97 |
No consideration was paid for the grant of the options. Options are granted at an exercise price per share set at the market price of a Barclays PLC ordinary share at the date of grant.
In addition, Messrs Davis, Hoffman, Kheraj and Roberts, together with other directors and senior executives of Barclays PLC, have an interest as potential beneficiaries in 82,797,943 shares in Barclays PLC ordinary shares held by the independent trustees of the Barclays Group employees benefit trusts. These are discretionary trusts established for the benefit of Barclays Group employees and former employees (and in each case their families) all of whom are amongst the potential beneficiaries under these trusts and are therefore regarded for Companies Act purposes as being interested in the Barclays PLC ordinary shares held in them. No consideration is payable by a potential beneficiary for the acquisition of such an interest under the trusts.
There are no other details that are required to be disclosed in respect of the appointments under paragraphs 6.F.2 (b) (g) and 16.4 of the Listing Rules of the UK Listing Authority.
Service Contracts
Salary
Performance related bonus
Notice period
Severance arrangements
The service contracts for all executive directors of Barclays PLC and Barclays Bank PLC are available for inspection during normal business hours at the Groups head office: 54 Lombard Street, London EC3P 3AH.
8 January 2004
Notification of directors interests: Companies Act 1985 s.329
The trustee of the Barclays Group Share Incentive Plan (the SIP) informed the Company on 7 January 2004 that on 7 January 2004 it had purchased, and now held as bare trustee under the SIP, the following ordinary shares in the capital of Barclays PLC for the following directors at a price of 516.75p per share:
Director | Number of Shares | |||
Mr G A Hoffman |
24 | |||
Mr C J Lendrum |
24 | |||
Mr D L Roberts |
24 | |||
Mr J S Varley |
24 |
The revised total shareholding for each director following these transactions, is as follows:
Director | Beneficial Holding | Non Beneficial Holding | ||||||
Mr G A Hoffman |
126,468 | | ||||||
Mr C J Lendrum |
224,480 | | ||||||
Mr D L Roberts |
62,058 | | ||||||
Mr J S Varley |
303,759 | |
Further to the announcement on 2 January 2004 of the details relating to the appointment of Mr G A Hoffman as a director with effect from 1 January 2004 Mr G A Hoffman has notified the Company of a further interest in 7,616 Barclays shares. The share interest notified on 2 January 2004 was 111,828 and the revised shareholding including the SIP purchase on 7 January 2004 and the further 7,616 shares is therefore 126,468.
In addition to the interests shown above, the trustees of all the Barclays Group employees benefit trusts hold a total of 82,797,943 ordinary shares in Barclays PLC. Mr G A Hoffman, Mr C J Lendrum, Mr D L Roberts and Mr J S Varley, directors of Barclays PLC, together with other directors and senior executives, are amongst the potential beneficiaries under these trusts and are therefore regarded for Companies Act purposes as being interested in the Barclays PLC ordinary shares held in them.