| {"doc_id": "164ae40cde174ac7d7b3fca3f2c8d923", "text": "6-K 1 a3046g.htm OVERSEAS REGULATORY ANNOUNCEMENT - GRANT OF AWARDS a3046g FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a - 16 or 15d - 16 of the Securities Exchange Act of 1934 For the\nmonth of November HSBC Holdings plc 42nd\nFloor, 8 Canada Square, London E14 5HQ, England (Indicate\nby check mark whether the registrant files or will file annual\nreports under cover of Form 20-F or\nForm 40-F). Form\n20-F X Form 40-F The following is the text of an announcement\nreleased to The Stock Exchange of Hong Kong Limited on 5 November\n2025 pursuant to rules 17.06A, 17.06B and 17.06C of the Rules\nGoverning the Listing of Securities on The Stock Exchange of Hong\nKong Limited: Hong Kong Exchanges and Clearing Limited and The Stock Exchange of\nHong Kong Limited take no responsibility for the contents of this\ndocument, make no representation as to its accuracy or completeness\nand expressly disclaim any liability whatsoever for any loss\nhowsoever arising from or in reliance upon the whole or any part of\nthe contents of this document. 5 November 2025 (Hong Kong Stock\nCode: 5) HSBC HOLDINGS PLC GRANT OF CONDITIONAL AWARDS This\nannouncement is made pursuant to Rules 17.06A, 17.06B and 17.06C of\nthe Rules Governing the Listing of Securities on The Stock Exchange\nof Hong Kong Limited. On 4\nNovember 2025, HSBC Holdings plc (the \" Company \") granted conditional awards\n(\" Awards \")\nto employees and former employees to subscribe for a total of\n501,618 ordinary shares of US$0.50 each of the Company\n(\" Shares \") under the HSBC Share Plan 2011 (the\n\" Plan \"). The\nfollowing are the details of the grants: Grants to other grantees : Category of\ngrantee Employees and\nformer employees Number\nof shares under Awards 501,618 Closing\nmarket price of the ordinary shares on the London Stock Exchange on\nthe date of grant GBP\n10.75 Purchase price of\nAwards granted GBP\n0 Vesting\nperiod of the Awards Under\nthe HSBC Group-wide deferral policy, vesting occurs over a three\nyear period with 33% vesting on the first and second anniversaries\nof grant and 34% on the third anniversary. Group\nand local Material Risk Takers may be subject to longer vesting\nperiods of up to seven years, as required under the relevant\nremuneration regulations. Awards may be subject to a six- or\n12-month retention period following vesting. Immediately vested\nshare awards may be subject to a six- or 12-month retention period\nfollowing vesting. The\nCompany views it as appropriate for the immediately vested share\nawards to vest immediately and not to be subject to a vesting\nperiod for two reasons: 1) The\nimmediately vested share award is a non-deferred portion of the\nMaterial Risk Takers remuneration, which must be partly delivered\nin shares to comply with UK regulation; each employee will also be\ngranted a deferred share award for which the vesting schedule is\nnoted above. 2) The\nimmediately vested share award is subject to a retention period of\nsix- or 12-months, during which time the shares cannot be\nsold. The\nvesting period for buy-out awards for new hires generally mirror\nthose of the forfeited awards from the previous employer. Where the\nforfeited award was subject to a post vesting retention period, a\nretention period will be applied to the buy-out award. Performance Targets\nand Clawback Certain\nawards are subject to the completion of a strategically important\nproject. No\nperformance targets apply to any Plan Awards on the basis that the\nAwards are a form of deferred bonus to meet regulatory requirements\nin the UK. Performance targets instead attach to the initial award\nof the Variable Pay. Buy-out\nawards are subject to clawback where the forfeited award of the\nrelevant employee's former employer was subject to clawback. Where\nthe employee's forfeited award was not subject to clawback, no\nclawback terms are applied to the replacement HSBC\naward. Clawback applies to\nall other Plan Awards in line with the Company's regulatory\nobligations as set out in the Company's internal clawback\npolicy. Arrangements for\nthe Company or a subsidiary to provide financial assistance to the\ngrantees None Number\nof shares available for future grant under the plan\nmandate The\nPlan is subject to two limits on the number of Shares committed to\nbe issued under all Plan Awards: 1. 10%\nof the ordinary share capital of the Company in issue immediately\nbefore that day, less the number of Shares which have been issued,\nor may be issued, to satisfy Awards under the Plan, or options or\nawards under any other employee share plan operated by the Company\ngranted in the previous 10 years. The number of Shares available to\nissue under this limit is 989,931,663. 2. 5%\nof the ordinary share capital of the Company in issue immediately\nbefore that day, less the number of Shares which have been issued,\nor may be issued, to satisfy Awards under the Plan. The number of\nShares available to issue under this limit is\n275,655,010. For\nand on behalf of HSBC Holdings plc Aileen Taylor Company\nSecretary The Board of Directors of HSBC Holdings plc as at\nthe date of this announcement comprises: Brendan Robert Nelson*,\nGeorges Bahjat Elhedery, Geraldine Joyce\nBuckingham † , Rachel Duan † , Dame Carolyn Julie Fairbairn † , James Anthony Forese † , Ann Frances Godbehere †, Steven Craig Guggenheimer † , Manveen (Pam) Kaur, Dr José Antonio Meade\nKuribreña † , Kalpana Jaisingh Morparia † , Eileen K Murray † and Swee Lian Teo † . * Independent\nnon-executive Chair † Independent\nnon-executive Director HSBC Holdings plc Registered Office and Group Head Office: 8 Canada Square, London E14 5HQ,\nUnited Kingdom Web: www.hsbc.com Incorporated in England and Wales with limited\nliability. Registration number 617987 SIGNATURE Pursuant\nto the requirements of the Securities Exchange Act of 1934, the\nregistrant has duly caused this report to be signed on its behalf\nby the undersigned, thereunto duly authorized. HSBC\nHoldings plc By: Name:\nAileen Taylor Title:\nGroup Company Secretary and Chief Governance Officer Date:\n05 November 2025", "source": "edgar", "stratum": "edgar", "fetch_date": "", "url": "https://www.sec.gov/Archives/edgar/data/1089113/000165495425012591/a3046g.htm"} |