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 month of March 2020
Commission File Number: 001-10306

 
The Royal Bank of Scotland Group plc

 
RBS, Gogarburn, PO Box 1000
Edinburgh EH12 1HQ

 
(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 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- ________

 
 
 
 
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: 
 
 
 
 
Q3 2016
Interim Management Statement
 
 
 
 
 
Exhibit No. 1
Director/PDMR Shareholding dated 02 March 2020
Exhibit No. 2
Director/PDMR Shareholding dated 10 March 2020
Exhibit No. 3
NatWest Markets N.V. 2019 ARA dated 16 March 2020
Exhibit No. 4
Morgan Stanley European Financials Conference dated 17 March 2020
Exhibit No. 5
Total Voting Rights dated 31 March 2020
 
 
 
 
 
 
 
 
 
Exhibit No. 1
 
 
2 March 2020
 
The Royal Bank of Scotland Group plc
 
 
INITIAL NOTIFICATION OF TRANSACTION OF PERSON DISCHARGING MANAGERIAL RESPONSIBILITY (PDMR) IN ACCORDANCE WITH ARTICLE 19 OF THE EU MARKET ABUSE REGULATION 596/2014
 
The Royal Bank of Scotland Group plc (the Company) was notified on 2 March 2020 that the trustee of the Company's Buy As You Earn Share Plan (the Plan) purchased ordinary shares of £1 each in the Company (Shares) (ISIN: GB00B7T77214) on 28 February 2020 on behalf of the PDMR named below as a participant in the Plan. 
 
 
PDMR
 
Position of PDMR
No. of Shares purchased
 
Purchase price
Katie Murray
Chief Financial Officer, The Royal Bank of Scotland Group plc
85
£1.760
 
 
The transaction took place on the London Stock Exchange (XLON).
 
Legal Entity Identifier: 2138005O9XJIJN4JPN90
 
For further information contact:-
 
RBSG Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 20 7672 1758
 
RBSG Media Relations  
+44(0)131 523 4205
 
 
 
 
 
 
Exhibit No. 2
 
 
10 March 2020
The Royal Bank of Scotland Group plc
 
 
 
INITIAL NOTIFICATION OF TRANSACTIONS OF PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY (PDMRs) IN ACCORDANCE WITH ARTICLE 19 OF THE EU MARKET ABUSE REGULATION 596/2014
 
 
1.   The Royal Bank of Scotland Group plc (the Company) announces that conditional long term incentive (LTI) or deferred awards over ordinary shares of £1 each in the Company (Shares) (ISIN: GB00B7T77214), have been granted on 9 March 2020 under the RBS 2014 Employee Share Plan (the Plan) to the PDMRs set out below:-
 
Name of PDMR
Award
Position of PDMR
Maximum no. of
Shares eligible to vest
Vanessa Bailey
LTI
Chief Risk Officer, NatWest Holdings
411,451
Robert Begbie
Deferred
Interim CEO, NatWest Markets
258,626
 
Helen Cook
LTI
Chief HR Officer
529,008
Peter Flavel
Deferred
CEO, Private Banking
288,016
 
Bruce Fletcher
LTI
Chief Risk Officer, RBS Group
499,618
Andrew McLaughlin
LTI
CEO, RBS International
446,718
Simon McNamara
LTI
Chief Administrative Officer
587,786
Les Matheson
LTI
CEO, Personal Banking
587,786
Katie Murray
LTI
Chief Financial Officer
646,565
Alison Rose
LTI
Chief Executive Officer
881,679
John-Paul Thwaite
Deferred
CEO, Commercial Banking
199,848
 
 
The market price per Share used on the grant of the above awards was £1.701. The above transactions took place outside of a trading venue. 
 
LTI awards were subject to a pre-grant performance assessment and a further performance assessment will take place at the end of three years. Subject to this pre-vest assessment, LTI awards will be eligible to vest between the years 2023 and 2027.  Deferred awards will be eligible to vest between the years 2020 and 2027.
 
Malus provisions will apply up until vest and clawback provisions will apply for a period of seven years from the date of grant, extended to ten years, for relevant PDMRs, if events are under investigation at the end of the seven year period. Vested Shares retained after payment of associated tax liabilities will be subject to a twelve month retention period. 
 
 
2.  The Company announces that conditional LTI and deferred awards, including buy-outs, over Shares vested on 9 March 2020 to the PDMRs set out below. The awards were granted under the Plan between March 2015 and March 2019. 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
Vanessa Bailey
Chief Risk Officer, NatWest Holdings
LTI
36,318
17,071
19,247
  Deferred
12,693
5,966
6,727

Robert Begbie
Interim CEO, NatWest Markets
LTI
23,922
11,484
12,438
 Deferred
64,200
30,818
33,382

Helen Cook
Chief HR Officer
LTI
19,368
9,104
10,264
  Deferred
9,320
4,381
4,939

Peter Flavel
CEO, Private Banking
LTI
29,824
14,018
15,806
  Deferred
41,278
19,402
21,876

Bruce Fletcher
Chief Risk Officer, RBS Group
Buy-out
68,033
31,976
36,057
Andrew McLaughlin1
CEO, RBS International
LTI
44,855
-
44,855
  Deferred
80,466
                             -
80,466

Simon McNamara
Chief Administrative Officer
LTI
352,008
168,965
183,043
Les Matheson
CEO, Personal Banking
LTI
336,483
161,513
174,970
Katie Murray
Chief Financial Officer
LTI
9,143
4,298
4,845
  Deferred
61,307
28,816
32,491

Alison Rose
Chief Executive Officer
LTI
422,920
198,774
224,146
John-Paul Thwaite
CEO, Commercial Banking
LTI
8,865
4,167
4,698
  Deferred
47,799
22,467
25,332

1. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority.
 
The market price used to meet associated tax liabilities was £1.409. The above transactions took place outside of a trading venue. 
 
Vested Shares retained after payment of associated tax liabilities will be subject to retention periods of between six and twelve months. For Mr Fletcher's awards, vested Shares, after payment of associated tax liabilities, will be subject to retention periods of between six and thirty months, in line with the original terms of his forfeited HSBC awards.
 
 
3.   The Company announces that Shares were delivered to PDMRs on 9 March 2020, as set out below.  The Shares delivered represent payment of a fixed share allowance for the three month period ending 31 March 2020 and have been calculated using a share price of £1.701.
 
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
Vanessa Bailey
Chief Risk Officer, NatWest Holdings
36,737
17,267
19,470
Helen Cook
Chief HR Officer
18,001
8,461
9,540
Peter Flavel
Chief Executive Officer, Private Banking
33,084
15,550
17,534
Bruce Fletcher
Chief Risk Officer
44,084
20,720
23,364
Andrew McLaughlin1
CEO, RBS International
22,042
-
22,042
Simon McNamara
Chief Administrative Officer
47,758
22,924
24,834
Les Matheson
CEO, Personal Banking
44,084
21,161
22,923
John-Paul Thwaite
CEO, Commercial Banking
33,063
15,540
17,523
1. The award was granted when the PDMR was resident in Jersey and therefore is taxable in Jersey only and not in the UK. No employer tax withholding is required under Jersey law. The Jersey income tax payable in respect of the vesting of the award will be paid by the PDMR directly to the Jersey tax authority.
 
The market price used to determine the number of Shares withheld to meet associated tax liabilities was £1.409.  The above transactions took place outside of a trading venue.  Shares retained after payment of associated tax liabilities will be held on behalf of PDMRs and will be released in instalments over a three year period.
 
4.   The Company announces that the PDMR set out below has purchased Shares on the date and at the price indicated:-
 
Name of PDMR
Position of PDMR
No. of Shares purchased
Purchase price
Date of transaction
Patrick Flynn
Non-executive director
20,000
£1.476
10 March 2020
 
The transaction took place on the London Stock Exchange (XLON).
 
Legal Entity Identifier: 2138005O9XJIJN4JPN90
 
For further information contact:-
 
RBSG Investor Relations
Alexander Holcroft
Head of Investor Relations
+44(0)20 7672 1758
 
RBSG Media Relations 
+44(0)131 523 4205
 
 
 
Exhibit No. 3
The Royal Bank of Scotland Group plc
 
16 March 2020
 
 
 
NatWest Markets N.V. 2019 ARA
 
NatWest Markets N.V. today announces the publication of its 2019 Annual Report and Accounts. This company is a wholly-owned subsidiary of NatWest Markets Plc. The 2019 Annual Report and Accounts for NatWest Markets N.V. is available on the RBS website at
https://investors.rbs.com/reports-archive/2019.aspx
 
 
For further information, please contact
 
RBS Investor Relations
[email protected]
+44 207 672 1758
 
RBS Media Relations
+44 131 523 4205(UK)
+31 20 464 1150 (NL)
 
 
 
LEI:
X3CZP3CK64YBHON1LE12 - NatWest Markets N.V.
2138005O9XJIJN4JPN90 - The Royal Bank of Scotland Group plc
RR3QWICWWIPCS8A4S074 - NatWest Markets Plc
 
 
 
 
 
Exhibit No. 4
 
 
 
 
 
The Royal Bank of Scotland Group plc ("RBS") - Morgan Stanley European Financials Conference
 
 
 
 
 
Alison Rose, RBS CEO, will participate in a fireside chat as part of the Morgan Stanley European Financials Conference on Tuesday 17th March 2020 at 8:50am (GMT).  A live audio webcast will be available on our website www.rbs.com/ir.
 
 
For further information:
 
Investor Relations
Alexander Holcroft
Head of Investor Relations
+44 (0) 20 7672 1758
 
 
If you would like a copy of this presentation  in a different format (eg. large print, audio or braille) please contact the Investor Relations team on +44 20 7672 1758 or [email protected].
 
 
LEI: 2138005O9XJIJN4JPN90
 
 
Exhibit No. 5
 
 
The Royal Bank of Scotland Group plc
Total Voting Rights and Capital
 
In conformity with the Disclosure Guidance and Transparency Rules, The Royal Bank of Scotland Group plc ('RBSG') hereby notifies the following in respect of its issued share capital with voting rights as at 31 March 2020:-
 
Share Class and nominal value
Number of Shares issued
Voting rights per share
Total Voting rights -
31 March 2020
Ordinary shares of  £1
12,093,909,192
4
48,375,636,768
11% Cumulative Preference Shares of £1
500,000
4
2,000,000
5.5% Cumulative Preference Shares of £1
400,000
4
1,600,000
 Total:
12,094,809,192
 
48,379,236,768
 
of which none are held in Treasury.
 
Shareholders may use the above figures for their calculations to determine whether they are required to notify their interest in, or a change to their interest in the Company under the FCA's Disclosure Guidance and Transparency Rules.
 
 
Legal Entity Identifier: 2138005O9XJIJN4JPN90     
 
 
 
 
 
 
 
 
 
 
 
 
Date: 31 March 2020
 
 
 
 
 
THE ROYAL BANK OF SCOTLAND GROUP plc (Registrant)
 
 
 
By: /s/ Jan Cargill
 
 
 
Name: Jan Cargill
 
Title: Deputy Secretary