|
|
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
March, 2026
Commission File Number 001-10306
NatWest Group plc
250 Bishopsgate,
London, EC2M 4AA
United Kingdom
(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 ☒
|
|
Form 40-F ☐
|
|
|
|
The
following information was issued as Company announcements in
London, England and is furnished pursuant to General Instruction B
to the General Instructions to Form 6-K:
|
|
11 March 2026
NatWest Group plc
INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITY (PDMRs) IN ACCORDANCE WITH ARTICLE 19 OF
THE UK MARKET ABUSE REGULATION
1. NatWest Group plc (the
Company) announces that conditional performance share plan awards
(PSP) and deferred awards (Deferred Awards) over ordinary shares of
£1.0769* each in the Company (Shares)
(ISIN: GB00BM8PJY71)
have been granted on 9 March 2026 under the NatWest
Group plc 2024 Employee Share Plan (the Plan) to
the PDMRs set out below:
|
Name of PDMR
|
Position of PDMR
|
Award
|
Maximum no. of
Shares eligible to vest
|
|
Robert
Begbie
|
CEO,
Commercial & Institutional
|
PSP
|
291,380
|
|
Deferred
Award
|
67,066
|
||
|
Solange
Chamberlain
|
CEO,
Retail
|
PSP
|
116,552
|
|
Deferred
Award
|
45,434
|
||
|
Emma
Crystal
|
CEO,
Private Banking & Wealth Management
|
PSP
|
221,047
|
|
Deferred
Award
|
61,945
|
||
|
James
Holian
|
Chief
Customer & Operations Officer
|
Deferred
Award
|
37,783
|
|
Maria
Kokkinou
|
Group
Chief People Officer
|
Deferred
Award
|
38,065
|
|
Scott
Marcar
|
Group
Chief Information Officer
|
PSP
|
331,570
|
|
Deferred
Award
|
86,142
|
||
|
Katie
Murray
|
Group
Chief Financial Officer
|
PSP
|
401,787
|
|
Deferred
Award
|
85,561
|
||
|
Sean
Pilcher
|
Interim
Group Chief Risk Officer
|
Deferred
Award
|
29,185
|
|
Paul
Thwaite
|
Group
Chief Executive Officer
|
PSP
|
589,287
|
|
Deferred
Award
|
125,489
|
The
market price per Share used on the grant of the above awards was
£5.9716.
A
pre-vest performance assessment will take place for the PSP at the
end of three years. Subject to this, the PSP will be eligible to
vest between 2029 and 2030. Following vesting, Executive Director's
Shares will be subject to a 12-24 month retention
period.
Deferred
Awards will be eligible to vest between 2026 and 2030. Shares
vesting in 2026 will be subject to a 12 month retention
period.
Dividend
equivalents will apply to both PSP and Deferred Awards, and
additional Shares will be delivered on vesting to reflect the value
of dividends paid over the vesting period.
Malus
provisions will apply to each award up until vesting and clawback
provisions will apply for a period of seven years from the date of
grant. Such period can be extended to ten years in certain
circumstances.
2. The Company announces that
long term incentive awards (LTI), restricted share plan awards
(RSP), Deferred Awards and buy-out awards (Buy-out Awards) over
Shares vested on 9 March 2026 to the PDMRs set out below. The
awards were granted under the
Plan between March
2019 and March 2025. The number of Shares withheld
to meet associated tax liabilities arising on vesting and
the number
of vested Shares retained by each PDMR is set out
below:
|
Name of PDMR
|
Position of PDMR
|
Award
|
No. of Shares vested
|
No. of Shares withheld to satisfy associated tax
liability
|
No. of vested Shares retained
|
|
Robert
Begbie
|
CEO,
Commercial & Institutional
|
LTI3
|
532,608
|
266,705
|
265,903
|
|
Deferred
Award3
|
165,591
|
82,920
|
82,671
|
||
|
Solange
Chamberlain
|
CEO,
Retail
|
Deferred
Award3
|
39,394
|
18,543
|
20,851
|
|
Emma
Crystal
|
CEO,
Private Banking & Wealth Management
|
Buy-out
Award1
|
19,150
|
9,015
|
10,135
|
|
Deferred
Award3
|
127,366
|
59,951
|
67,415
|
||
|
James
Holian
|
Chief
Customer & Operations Officer
|
Deferred
Award3
|
56,631
|
26,657
|
29,974
|
|
Maria
Kokkinou
|
Group
Chief People Officer
|
Buy-out
Award
|
52,264
|
24,601
|
27,663
|
|
Deferred
Award
|
6,500
|
3,060
|
3,440
|
||
|
Scott
Marcar
|
Group
Chief Information Officer
|
Buy-out
Award1
|
39,829
|
18,748
|
21,081
|
|
Deferred
Award3
|
236,785
|
111,456
|
125,329
|
||
|
Katie
Murray
|
Group
Chief Financial Officer
|
LTI2
|
326,943
|
153,895
|
173,048
|
|
RSP2
|
86,291
|
40,617
|
45,674
|
||
|
Deferred
Award2
|
41,785
|
19,669
|
22,116
|
||
|
Sean
Pilcher
|
Interim
Group Chief Risk Officer
|
Deferred
Award3
|
23,075
|
10,862
|
12,213
|
|
Paul
Thwaite
|
Group
Chief Executive Officer
|
LTI3
|
472,786
|
222,544
|
250,242
|
|
RSP3
|
318,806
|
150,064
|
168,742
|
||
|
1. Vested
Shares retained after payment of associated tax liabilities will be
subject to retention periods which mirror the retention periods
applicable to the PDMR's awards granted by their previous
employer.
2. Vested
Shares retained after payment of associated tax liabilities will be
subject to a 12 month retention period.
3. Vested
Shares include eligible Shares from LTI, RSP and Deferred Awards
where vesting has been accelerated, in line with recent changes to
the PRA and FCA remuneration rules applicable to the Company's
group.
|
|||||
The market price used to meet
associated tax liabilities was
£5.6623.
3.
The Company announces that Shares were delivered to PDMRs on 9
March 2026, as set out below. The Shares delivered represent
payment of a fixed share allowance for the three-month period
ending 31 March 2026 and have been calculated using a share price
of £5.9716.
The number of Shares delivered,
the number of Shares withheld to meet associated tax liabilities
and the number
of Shares retained by each PDMR is as follows:
|
Name of
PDMR
|
Position of PDMR
|
No. of Shares delivered
|
No. of Shares withheld to satisfy associated tax
liability
|
No. of Shares retained
|
|
Robert Begbie
|
CEO, Commercial & Institutional
|
15,176
|
7,600
|
7,576
|
|
Solange Chamberlain
|
CEO, Retail
|
12,141
|
5,715
|
6,426
|
|
Emma Crystal
|
CEO, Private Banking & Wealth Management
|
11,513
|
5,420
|
6,093
|
|
Scott Marcar
|
Group Chief Information Officer
|
17,270
|
8,129
|
9,141
|
|
Katie Murray
|
Group Chief Financial Officer
|
33,648
|
15,838
|
17,810
|
|
Paul Thwaite
|
Group Chief Executive Officer
|
49,350
|
23,230
|
26,120
|
The market price used to determine the number
of Shares
withheld to meet
associated tax liabilities was
£5.6623. Shares
retained after payment of associated tax liabilities will be held
on behalf of PDMRs and will be released in instalments over a five
year period.
4. The Company announces that
the PDMRs set out below have sold Shares on the date and at the
price indicated under, and in accordance with the terms of, the
irrevocable trading plans entered into by the PDMRs, as announced
on 01 September 2025:
|
Name of PDMR
|
Position of PDMR
|
No. of Shares sold
|
Sale price
|
Date of transaction
|
|
Katie Murray
|
Group Chief Financial Officer
|
53,000
|
£5.6209
|
09/03/2026
|
|
Paul Thwaite
|
Group Chief Executive Officer
|
26,000
|
£5.6209
|
09/03/2026
|
All
of the above transactions took place on the London Stock Exchange
(XLON).
* Note: the nominal value of ordinary shares without
rounding is £1.076923076923077 per share
Legal Entity Identifier: 2138005O9XJIJN4JPN90
For further information contact:
NatWest
Group Investor Relations
Claire Kane
Director of Investor Relations
+44 20 7672 1758
NatWest
Group Media Relations
+44(0)131
523 4205
SIGNATURE
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.
|
|
|
|
NatWest Group plc
(Registrant)
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date:
|
11
March 2026
|
|
|
By:
|
/s/
Mark Stevens
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name:
|
Mark
Stevens
|
|
|
|
|
|
|
Title:
|
Assistant
Secretary
|
|