Directors’ interests in the share capital of the Company
The interests (all of which were beneficial) of the Directors who held office at 31 December 2007 were:
Director |
Ordinary shares 31 December 2007 |
Ordinary shares 1 January 2007 |
|---|---|---|
| Aidan Heavey | 6,000,000 | 6,000,000 |
| Tom Hickey | 104,070 | 101,560 |
| Graham Martin | 1,102,005 | 1,102,005 |
| Angus McCoss | – | – |
| Paul McDade | 15,578 | 15,578 |
| Matthew O’Donoghue | 1,889,771 | 1,889,771 |
| Pat Plunkett | 1,229,326 | 1,229,326 |
| Rohan Courtney | – | – |
| David Bamford | 13,445 | 10,695 |
| Steven McTiernan | – | – |
| Clare Spottiswoode | – | – |
| David Williams | 5,000 | 5,000 |
- Note:
- Other than as set out in the notes to the tables below, there have been no changes in the interests of any Director between 1 January 2008 and the date of this report.
Tullow Oil UK Share Incentive Plan and Tullow Oil Irish Share Incentive Plan
Details of shares purchased and awarded to Executive Directors in accordance with the terms of the Irish SIP and the UK SIP. A brief description of the SIPs is set out in the Share incentive arrangements.
Director |
Plan |
Shares held 1 Jan 2007 |
Partnership shares acquired in year |
Matching shares awarded in year |
Shares released in year |
Total shares held 31 Dec 2007 |
|---|---|---|---|---|---|---|
| Tom Hickey | Irish SIP | 4,550 | 413 | 413 | (2,510) | 2,866 |
| Graham Martin | UK SIP | 5,166 | 381 | 381 | – | 5,928 |
| Angus McCoss | UK SIP | 196 | 381 | 381 | – | 958 |
| Paul McDade | UK SIP | 5,166 | 381 | 381 | – | 5,928 |
- Note:
- Graham Martin, Angus McCoss and Paul McDade each acquired 63 Partnership shares and were awarded 63 matching shares on 2 January 2008.
Performance Share Plan 2005 (PSP)
Details of conditional awards over ordinary shares granted to Executive Directors for nil consideration under the PSP.
Director |
Award grant date |
As at 01.01.07 |
Granted in year |
Vested in year |
As at 31.12.07 |
Vesting date |
|---|---|---|---|---|---|---|
| Aidan Heavey | 29.06.05 | 347,755 | – | – | 347,755 | 29.06.08 |
| 30.03.06 | 219,512 | – | – | 219,512 | 30.03.09 | |
| 22.03.07 | – | 230,567 | – | 230,567 | 22.03.10 | |
| 567,267 | 230,567 | – | 797,834 | |||
| Tom Hickey | 29.06.05 | 213,877 | – | – | 213,877 | 29.06.08 |
| 30.03.06 | 139,885 | – | – | 139,885 | 30.03.09 | |
| 22.03.07 | – | 147,412 | – | 147,412 | 22.03.10 | |
| 353,762 | 147,412 | – | 501,174 | |||
| Graham Martin | 29.06.05 | 213,877 | – | – | 213,877 | 29.06.08 |
| 30.03.06 | 129,125 | – | – | 129,125 | 30.03.09 | |
| 22.03.07 | – | 130,402 | – | 130,402 | 22.03.10 | |
| 343,002 | 130,402 | – | 473,404 | |||
| Angus McCoss | 27.04.06 | 100,230 | – | – | 100,230 | 27.04.09 |
| 22.03.07 | – | 90,539 | – | 90,539 | 22.03.10 | |
| 100,230 | 90,539 | – | 190,769 | |||
| Paul McDade | 29.06.05 | 188,571 | – | – | 188,571 | 29.06.08 |
| 30.03.06 | 118,364 | – | – | 118,364 | 30.03.09 | |
| 22.03.07 | – | 90,539 | – | 90,539 | 22.03.10 | |
| 306,935 | 90,539 | – | 397,474 | |||
| Matthew O’Donoghue | 29.06.05 | 188,571 | – | – | 188,571 | 29.06.08 |
| 30.03.06 | 107,604 | – | – | 107,604 | 30.03.09 | |
| 22.03.07 | – | 72,188 | – | 72,188 | 22.03.10 | |
| 296,175 | 72,188 | – | 368,363 | |||
| Total | 1,967,371 | 761,647 | – | 2,729,018 |
- Notes:
- 1
- The awards of conditional shares made in 2007 equated to shares worth 150% of salary for each Executive Director based on the share price for the dealing day preceding the date of grant. The Tullow share price on the date of grant of the awards made on 22 March 2007 was 371.5p.
- 2
- Under the PSP, 50% of awards are subject to a TSR condition compared to the constituents of the FTSE 250 Index (excluding Investment Trusts) and the other 50% of the award is subject to a TSR condition compared to a specific comparator group. Full details are set out in the Share incentive arrangements.
- 3
- The PSP awards made in June 2005 reached the end of their performance period on 31 December 2007. The Remuneration Committee determined that both parts of the relevant performance condition were met in full, as the Company was ranked in the upper quartile compared to both the relevant comparator groups, and the underlying performance of the Company was determined to be a fair reflection of the Company's TSR. Accordingly, the Executive Directors will be eligible to receive their awards on 29 June 2008, the third anniversary of grant, subject to continued employment.
- 4
- Adrian Nel retired from the Board on 31 May 2006. As disclosed last year, he was eligible to receive a pro-rated PSP award for his period of service relative to the total vesting period, based on performance over the whole period. As disclosed above, the performance condition for the 2005 awards was met in full, so he will be eligible to receive 151,904 shares on 29 June 2008, the third anniversary of grant in respect of that award.
Deferred Share Bonus Plan (DSBP)
Details of awards over ordinary shares granted to Executive Directors for nil consideration under the DSBP.
Director |
Award grant date |
As at 01.01.07 |
Granted in year |
Vested in year |
As at 31.12.07 |
Vesting date |
|---|---|---|---|---|---|---|
| Aidan Heavey | 30.03.06 | 20,988 | – | – | 20,988 | 01.01.09 |
| 18.01.07 | – | 42,714 | – | 42,714 | 01.01.10 | |
| 20,988 | 42,714 | – | 63,702 | |||
| Tom Hickey | 30.03.06 | 12,908 | – | – | 12,908 | 01.01.09 |
| 18.01.07 | – | 27,220 | – | 27,220 | 01.01.10 | |
| 12,908 | 27,220 | – | 40,128 | |||
| Graham Martin | 30.03.06 | 12,908 | – | – | 12,908 | 01.01.09 |
| 18.01.07 | – | 25,126 | – | 25,126 | 01.01.10 | |
| 12,908 | 25,126 | – | 38,034 | |||
| Paul McDade | 30.03.06 | 19,806 | – | – | 19,806 | 01.01.09 |
| 18.01.07 | – | 7,260 | – | 7,260 | 01.01.10 | |
| 19,806 | 7,260 | – | 27,066 | |||
| Matthew O’Donoghue | 30.03.06 | 13,177 | – | – | 13,177 | 01.01.09 |
| 18.01.07 | – | 2,147 | – | 2,147 | 01.01.10 | |
| 13,177 | 2,147 | – | 15,324 | |||
| Total | 79,787 | 104,467 | – | 184,254 |
- Notes:
- 1
- The awards of shares made in 2007 equated to shares worth the amount of bonus deferred into shares for 2006 based on the share price for the dealing day preceding the date of grant. The share price on the date of grant of the award was 396p.
- 2
- Further details of the DSBP are set out in the Annual bonus section of this report in the Executive Directors’ remuneration.
Share options
Details of share options granted to Executive Directors:
| Director | Scheme | Grant date |
As at 01.01.07 |
Granted during year |
Exercised during year |
As at 31.12.07 | Exercise price | Date from which exercisable | Last date exercisable |
|---|---|---|---|---|---|---|---|---|---|
| Aidan Heavey | 1998 | 30.04.99 | 1,230,230 | – | – | 1,230,230 | €0.84 | 30.04.02 | 29.04.09 |
| 2000 | 10.10.01 | 550,000 | – | – | 550,000 | 80p | 10.10.04 | 09.10.11 | |
| 2000 | 06.10.03 | 600,000 | – | – | 600,000 | 85p | 06.10.06 | 05.10.13 | |
| 2000 | 20.09.04 | 450,000 | – | – | 450,000 | 131p | 20.09.07 | 19.09.14 | |
| 2,830,230 | – | – | 2,830,230 | ||||||
| Tom Hickey | 1998 | 02.05.00 | 220,000 | – | – | 220,000 | 61p | 02.05.03 | 01.05.10 |
| 2000 | 10.10.01 | 450,000 | – | – | 450,000 | 80p | 10.10.04 | 09.10.11 | |
| 2000 | 06.10.03 | 290,000 | – | – | 290,000 | 85p | 06.10.06 | 05.10.13 | |
| 2000 | 20.09.04 | 350,000 | – | – | 350,000 | 131p | 20.09.07 | 19.09.14 | |
| 1,310,000 | – | – | 1,310,000 | ||||||
| Graham Martin | 1998 | 30.04.99 | 988,426 | – | – | 988,426 | €0.84 | 30.04.02 | 29.04.09 |
| 2000 | 10.10.01 | 380,000 | – | – | 380,000 | 80p | 10.10.04 | 09.10.11 | |
| 2000 | 06.10.03 | 400,000 | – | – | 400,000 | 85p | 06.10.06 | 05.10.13 | |
| 2000 | 20.09.04 | 190,000 | – | – | 190,000 | 131p | 20.09.07 | 19.09.14 | |
| 1,958,426 | – | – | 1,958,426 | ||||||
| Paul McDade | 2000 | 18.06.01 | 80,000 | – | – | 80,000 | 95p | 18.06.04 | 17.06.11 |
| 2000 | 10.10.01 | 50,000 | – | – | 50,000 | 80p | 10.10.04 | 09.10.11 | |
| 2000 | 06.10.03 | 220,000 | – | – | 220,000 | 85p | 06.10.06 | 05.10.13 | |
| 350,000 | – | - | 350,000 | ||||||
| Matthew O’Donoghue | 1998 | 30.04.99 | 699,958 | – | – | 699,958 | €0.84 | 30.04.02 | 29.04.09 |
| 2000 | 10.10.01 | 250,000 | – | – | 250,000 | 80p | 10.10.04 | 09.10.11 | |
| 2000 | 06.10.03 | 330,000 | – | – | 330,000 | 85p | 06.10.06 | 05.10.13 | |
| 1,279,958 | – | – | 1,279,958 | ||||||
| Total | 7,728,614 | – | – | 7,728,614 |
Notes:
- 1
- The Schemes under which these options were granted are: 1998 – Options granted under the Tullow Oil 1998 Executive Share Option Scheme (‘1998 Scheme’) and 2000 – Options granted under the Tullow Oil 2000 Executive Share Option Scheme (‘2000 Scheme’).
- 2
- No performance conditions attach to 1998 Scheme Options. The performance condition that attaches to options granted under the 2000 Scheme requires Tullow’s TSR to exceed that of the median company of the FTSE 250 (excluding Investment Trusts) over the three-year period from the date of grant. All these performance conditions have now been satisfied and so the options are fully exercisable.
- 3
- Options shown with an exercise price denominated in Euro were granted on or before 30 April 1999 with an exercise price in IR£. On conversion of IR£ to Euro effective 1 January 2002, the exercise price for each such option was converted from IR£ into Euro by dividing the original IR£ exercise price per share by the fixed Irish Pound/Euro conversion rate. All options granted after 30 April 1999 were granted with an exercise price denominated in sterling. Options are granted for nil consideration. Options must be exercised in the currency in which the grants were made.
- 4
- During 2007, the highest mid-market price of the Company’s shares was 682.5p and the lowest was 349p. The year end price was 651.5p.
Clare Spottiswoode
Chairman of the Remuneration Committee
11 March 2008
