Royal Dutch Shell plc: Notification of Transactions of Directors / Persons Discharging Managerial Responsibilties ("PDMRS") and Connected Persons

LONDON, February 6, 2012 /PRNewswire/ --

Notification relating to a transaction notified in accordance with: DR 3.1.4 R(1)(a)

   
    Date of Notification:          06 February 2012
   
    Today's date:                  06 February 2012
   
    Name of Issuer:                Royal Dutch Shell plc
   
    Date of transaction ("DATE"):  03 February 2012

Name of Directors / PDMRs:

Directors and PDMRs who have interests in employee share plans (names listed below)

Nature of the transaction:

1) Confirmation of the number of RDS shares deferred under the Deferred Bonus Plan (DBP) representing a percentage of their annual bonus that will be deferred for performance year 2011.

2) The award of conditional shares of Royal Dutch Shell plc (NYSE: RDS.A) (NYSE: RDS.B) (RDS) under the Long-Term Incentive Plan (LTIP).

Consideration for the transaction:

1) Percentage of cash value of the annual bonus awards for performance year 2011 that is to be converted into shares (DBP)

   
    Peter Voser        50% of bonus   € 1,750,000
    Malcolm Brinded    50% of bonus   € 1,000,000
    Simon Henry        50% of bonus     € 750,000
   
    Matthias Bichsel   50% of bonus  SFr. 858,000
    Hugh Mitchell      50% of bonus     £ 372,000
    Marvin Odum        35% of bonus     $ 550,550
    Mark Williams      50% of bonus     $ 682,500
    Peter Rees         35% of bonus     £ 227,500

2) No consideration (LTIP).

Classes of security:

Royal Dutch Shell Class A Ordinary shares ("RDSA")
Royal Dutch Shell Class B Ordinary shares ("RDSB")
Royal Dutch Shell plc Class A ADS ("RDS.A")

Directors

   
    1)  DBP
   
    Peter Voser       64,161    RDSA
    Malcolm Brinded   36,214    RDSB
    Simon Henry       27,160    RDSB
  
    2)  LTIP
   
    Peter Voser      175,985    RDSA
    Malcolm Brinded  104,296    RDSB
    Simon Henry       81,699    RDSB

PDMRs

   
    1)  DBP
   
    Matthias Bichsel  26,106    RDSA
    Hugh Mitchell     16,212    RDSB
    Marvin Odum        7,595    RDS.A
    Mark Williams      9,416    RDS.A
    Peter Rees         9,915    RDSB

    2)  LTIP 
   
    Matthias Bichsel  40,000    RDSA
    Hugh Mitchell     33,000    RDSB
    Marvin Odum       30,000    RDS.A
    Mark Williams     28,000    RDS.A
    Peter Rees        38,000    RDSB

Notes

Deferred Bonus Plan ("DBP")

The DBP requires that Executive Directors and Persons Discharging Managerial Responsibility invest no less than 25% of their annual bonus in deferred bonus shares. They may choose to invest up to 50% in such shares and the Plan provides for dividends in the form of shares ("dividend shares") to be accrued on the deferred bonus shares. For the purposes of disclosure and maintenance of certain statutory records, the number of shares does not include any performance-related matching shares that may be earned in accordance with the plan rules applicable to each award, the number of such performance related matching shares being unknown until the performance criteria are assessed at the end of the performance period. Further details of the DBP can be found in the Royal Dutch Shell Annual Report and Form 20-F for the year ended December 31, 2010.

Long Term Incentive Plan ("LTIP")

The LTIP is a performance based share plan under which Directors receive a conditional award of shares ("performance shares"). The actual number of performance shares which Directors could finally receive under the plan ranges from nil to two times the conditional award, subject to the performance of the Company over a period of at least three years. For the purposes of disclosure and maintenance of certain statutory records, the number of performance shares is taken to be one times the number of performance shares conditionally awarded. Performance shares attract dividends in the form of shares ("dividend shares") and, whilst Directors could finally receive dividend shares based on two times the conditional award, such dividend shares are disclosed and recorded on the basis of the number of shares conditionally awarded. Further details of the LTIP can be found in the Royal Dutch Shell Annual Report and Form 20-F for the year ended December 31, 2010.

Mark Edwards
Deputy Company Secretary
Royal Dutch Shell plc

Enquiries

Shell Media Relations
International, UK, European Press: +31-70-377-3600

Shell Investor Relations
Europe: +31-70-377-3996
United States: +1-713-241-2069

SOURCE Royal Dutch Shell plc

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