HSBC : Notification of Transactions by Persons Discharging Managerial Responsibilities - Announcement made to the HK stock exchange

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HSBC Holdings plc

Overseas Regulatory Announcement

The attached announcement has been released to the other stock exchanges on which HSBC Holdings plc is listed.

The Board of Directors of HSBC Holdings plc as at the date of this announcement comprises: Mark Tucker*, Noel Quinn, Laura Cha† , Henri de Castries† , James Anthony Forese† , Steven Guggenheimer† , Irene Lee† , José Antonio Meade Kuribreña† , Heidi Miller† , Eileen K Murray† , David Nish† , Ewen Stevenson, Jackson Tai† and Pauline van der Meer Mohr† .

* Non-executive Group Chairman † Independent non-executive Director

Hong Kong Stock Code: 5

HSBC Holdings plc

Registered Office and Group Head Office:

8 Canada Square, London E14 5HQ, United Kingdom Web:www.hsbc.com

Incorporated in England with limited liability. Registered in England: number 617987

HSBC HOLDINGS PLC

16 March 2021

Notification of Transactions by Persons Discharging Managerial Responsibilities ("PDMRs")

1. Annual Incentive awards (Performance Year 2016)

Deferred awards (the "Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") were granted in 2017 as a part of variable pay for the performance year ended

31 December 2016.

On 12 March 2021, tranches of the Awards granted in 2017 vested and the following transactions took place in London:

Directors

Name	Additional Shares issued in lieu of the 2020 interim dividend1	Total number of Shares vested	Number of Shares sold at £4.271242 per Share2
Noel Quinn	363	14,851	6,980

Other PDMRs

Name	Additional Shares issued in lieu of the 2020 interim dividend1	Total number of Shares vested	Number of Shares sold at £4.271242 per Share2
Colin Bell	269	11,028	5,184
Georges Elhedery	327	13,389	3,149
Pam Kaur	277	11,341	5,331
Nuno Matos	265	10,843	3,888
Stephen Moss	310	12,689	5,964
Ian Stuart	236	9,666	4,544
Peter Wong	547	22,395	3,360

• 1 At US$5.98174 per Share, being the average closing price of the Company's Shares on the London Stock Exchange for the five business days between 24 February and 2 March 2021, converted into USD. The additional Shares are included in the 'Total number of Shares vested' number.

• 2 Includes shares sold to cover withholding tax.

The PDMRs are required to retain a number of Shares equivalent in value to those that vested under the Awards (net of tax liabilities) for six months from the original vesting date.

2. Annual Incentive awards (Performance Year 2018)

Deferred awards (the "Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") were granted in 2019 as a part of variable pay for the performance year ended 31 December 2018.

HSBC Holdings plc

Registered Office and Group Head Office:

8 Canada Square, London E14 5HQ, United Kingdom Web:www.hsbc.com

Incorporated in England with limited liability. Registered number 617987

On 12 March 2021, tranches of the Awards granted in 2019 vested and the following transactions took place in London:

Name	Total number of Shares vested	Number of Shares sold at £4.271242 per Share1
Georges Elhedery2	17,193	7,645
Greg Guyett3	33,327	15,664
Nuno Matos3	25,236	10,065
Stephen Moss2	17,082	8,029
Barry O'Byrne2	9,754	4,585
Peter Wong3	33,436	5,015

• 1 Includes shares sold to cover withholding tax.

• 2 Required to retain a number of Shares equivalent in value to those that vested under the Awards (net of tax liabilities) for six months from the original vesting date.

• 3 Required to retain a number of Shares equivalent in value to those that vested under the Awards (net of tax liabilities) for twelve months from the original vesting date.

3. Replacement Awards

On 12 March 2021, deferred replacement awards (the "Replacement Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") that were granted to PDMRs as a result of their HSBC appointments vested and the following transactions took place in London:

Directors

Name	Total number of Shares vested	Number of Shares sold at £4.271242 per Share1
Ewen Stevenson2	64,023	30,091
Ewen Stevenson3	122,448	57,551
Ewen Stevenson4	35,576	16,721

Other PDMRs

Name	Total number of Shares vested	Number of Shares sold at £4.271242 per Share1
Michael Roberts5	64,011	33,011
Michael Roberts6	52,291	26,966
Michael Roberts7	60,096	30,992

• 1 Includes shares sold to cover withholding tax.

• 2 The final tranche of the 28 May 2019 Replacement Award for Performance Year 2015. A six-month retention period will apply.

• 3 The first tranche of the 28 May 2019 Replacement Award for Performance Year 2016. A six-month retention period will apply.

• 4 The first tranche of the 28 May 2019 Replacement Award for Performance Year 2017. A twelve-month retention period will apply.

• 5 The final tranche of the 11 November 2019 Replacement Award for Performance Year 2016.

• 6 The second tranche of the 11 November 2019 Replacement Award for Performance Year 2017.

• 7 The second tranche of the 11 November 2019 Replacement Award for Performance Year 2018.

HSBC Holdings plc

Registered Office and Group Head Office:

8 Canada Square, London E14 5HQ, United Kingdom Web:www.hsbc.com

Incorporated in England with limited liability. Registered number 617987

4. Group Performance Share Plan awards (Performance Year 2015)

Deferred awards under the Group Performance Share Plan ("GPSP Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") were granted in 2016 as a part of variable pay for the performance year ended 31 December 2015.

The GPSP Awards vested on 15 March 2021 and the following transactions took place in London. The Shares must be retained while the individual is employed by HSBC. The GPSP Awards were determined by assessing performance against financial and non-financial metrics, as detailed in the

Directors' Remuneration Report in the Annual Report and Accounts 2015.

Name	Additional Shares issued in lieu of the 2020 interim dividend1	Total number of Shares vested	Number of Shares sold at £4.246419 per Share2
Pam Kaur	725	29,654	13,938
Peter Wong	1,533	62,698	-

• 1 At US$5.98174 per Share, being the average closing price of the Company's Shares on the London Stock Exchange for the five business days between 24 February and 2 March 2021, converted into USD. The additional Shares are included in the 'Total number of Shares vested' number.

• 2 Includes shares sold to cover withholding tax.

5. Group Performance Share awards (Performance Year 2015)

Deferred awards (the "Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") were granted in 2016 as a part of variable pay for the performance year ended 31

December 2016.

The Awards vested on 15 March 2021 and the following transactions took place in London:

Directors

Name	Additional Shares issued in lieu of the 2020 interim dividend1	Total number of Shares vested	Number of Shares sold at £4.246419 per Share2
Noel Quinn	975	39,885	18,746

Other PDMRs

Name	Additional Shares issued in lieu of the 2020 interim dividend1	Total number of Shares vested	Number of Shares sold at £4.246419 per Share2
Stephen Moss	871	35,625	16,744

• 1 At US$5.98174 per Share, being the average closing price of the Company's Shares on the London Stock Exchange for the five business days between 24 February and 2 March 2021, converted into USD. The additional Shares are included in the 'Total number of Shares vested' number.

• 2 Includes shares sold to cover withholding tax.

6. Annual Incentive awards (Performance Year 2019)

Deferred awards (the "Awards") of US$0.50 ordinary shares (the "Shares") in HSBC Holdings plc (the "Company") were granted in 2020 as a part of variable pay for the performance year ended 31

December 2019.

HSBC Holdings plc

Registered Office and Group Head Office:

8 Canada Square, London E14 5HQ, United Kingdom Web:www.hsbc.com

Incorporated in England with limited liability. Registered number 617987