Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
13 Februar 2023 - 03:14PM
Edgar (US Regulatory)
FORM
6-K
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
Report
of Foreign Issuer
Pursuant to Rule
13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For the
month of February 2023
Commission File
Number: 001-11960
AstraZeneca
PLC
1
Francis Crick Avenue
Cambridge
Biomedical Campus
Cambridge CB2
0AA
United
Kingdom
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
X
Form 40-F __
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1):
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ______
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-_____________
AstraZeneca
PLC
INDEX
TO EXHIBITS
13
February 2023 14:00 GMT
Transaction by Person Discharging Managerial
Responsibilities
AstraZeneca
PLC (the Company) announced that on 9 February
2023 certain awards of the Company's ordinary shares of
$0.25 each (Ordinary Shares) and the Company's American
Depositary Shares (ADSs) vested to Dr Aradhana Sarin, Executive
Director and Chief Financial Officer. Each ADS represents one half
of an Ordinary Share.
Following
the reinvestment of dividends and the withholding to satisfy
certain tax obligations arising on vesting, Dr Sarin acquired the
ADSs and Ordinary Shares as detailed in the table
below.
PDMR
|
ADSs acquired under the Alexion equity awards
|
Ordinary Shares acquired under restricted share award
|
Aradhana
Sarin
|
29,362
|
7,514
|
Further
details on the awards is also set out below.
Alexion equity awards
In
accordance with the Agreement and Plan of Merger between the
Company and Alexion Pharmaceuticals, Inc. (Alexion), Dr Sarin's
in-flight share awards granted by Alexion were converted to awards
over AstraZeneca ADSs under the AstraZeneca Global Restricted Stock
Plan at the time of closing of the Alexion acquisition. The awards
that vested on 9 February 2023 replaced in-flight Alexion awards
originally granted to Dr Sarin between February 2020 and February
2021 under the Alexion 2017 Incentive Plan.
Restricted share award
Dr
Sarin's previous employment contract with Alexion included an
entitlement to cash severance arrangements, which would have been
triggered at the date of closing of the acquisition of
Alexion. To compensate Dr Sarin for the forfeiture of these
contractual entitlements an award of £2,015,540 was made in August
2021, 50% in cash and 50% in restricted shares. The restricted
shares vested and were released to Dr Sarin on 9 February 2023, 18
months after her appointment.
For
tax purposes, the fair market value of an ADS at vest of the awards
was US$64.36, being the closing price on the last trading day
preceding the vesting. The fair market value of an Ordinary Share
at vest was 10,572 pence, being the closing price on the last
trading day preceding the vesting.
Further
details are set out in the attached notification, made in
accordance with the requirements of the EU Market Abuse Regulation
(as it forms part of UK law pursuant to the European Union
(Withdrawal) Act 2018.
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Aradhana
Sarin
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Financial Officer
|
b)
|
Initial
notification/Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
AstraZeneca
PLC
|
b)
|
LEI
|
PY6ZZQWO2IZFZC3IOL08
|
4i
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description
of the financial instrument, type of instrument
Identification
code
|
AstraZeneca
PLC American Depositary Shares
CUSIP: 046353108
|
b)
|
Nature
of the transaction
|
Acquisition
of AstraZeneca PLC American Depository Shares pursuant to a vesting
under the Global Restricted Stock Plan
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)
|
0
|
29,362
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable - single transaction
|
e)
|
Date
of the transaction
|
9
February 2023
|
f)
|
Place
of the transaction
|
Outside
a trading venue
|
1
|
Details of the person discharging managerial responsibilities /
person closely associated
|
a)
|
Name
|
Aradhana
Sarin
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chief
Financial Officer
|
b)
|
Initial
notification/Amendment
|
Initial
notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
AstraZeneca
PLC
|
b)
|
LEI
|
PY6ZZQWO2IZFZC3IOL08
|
4i
|
Details of the transaction(s): section to be repeated for (i) each
type of instrument; (ii) each type of transaction; (iii) each date;
and (iv) each place where transactions have been
conducted
|
a)
|
Description
of the financial instrument, type of instrument
Identification
code
|
Ordinary
Shares of US$0.25 each in AstraZeneca PLC
GB0009895292
|
b)
|
Nature
of the transaction
|
Acquisition
of AstraZeneca PLC Ordinary Shares pursuant to a vesting of a
Restricted Share Award
|
c)
|
Price(s)
and volume(s)
|
Price(s)
|
Volume(s)
|
0
|
7,514
|
d)
|
Aggregated
information
-
Aggregated volume
-
Price
|
Not
applicable - single transaction
|
e)
|
Date
of the transaction
|
9
February 2023
|
f)
|
Place
of the transaction
|
Outside
a trading venue
|
AstraZeneca
AstraZeneca (LSE/STO/Nasdaq: AZN) is a global,
science-led biopharmaceutical company that focuses on the
discovery, development, and commercialisation of prescription
medicines in Oncology, Rare Diseases, and BioPharmaceuticals,
including Cardiovascular, Renal & Metabolism, and Respiratory
& Immunology. Based in Cambridge, UK, AstraZeneca operates in
over 100 countries and its innovative medicines are used by
millions of patients worldwide. Please
visit astrazeneca.com and
follow the Company on Twitter @AstraZeneca.
Contacts
For details on how to contact the Investor
Relations Team, please click here.
For Media contacts, click here.
Adrian Kemp
Company Secretary
AstraZeneca PLC
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.
Date:
13 February 2023
|
By: /s/
Adrian Kemp
|
|
Name:
Adrian Kemp
|
|
Title:
Company Secretary
|
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