FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Rule 13a
- 16 or 15d - 16 of
The Securities and Exchange Act of 1934
For the Month of March, 2006
HANSON PLC
1 Grosvenor Place, London, SW1X 7JH, England
[Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40F.]
Form 20-F X Form 40-F
[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
EXHIBIT INDEX
Exhibit No. 1 - Annual Report and Accounts dated 01 March 2006
Exhibit No. 2 - Director/PDMR Shareholding dated 02 March 2006
Exhibit No. 3 - Annual Report and Accounts dated 15 March 2006
Exhibit No. 4 - Director/PDMR Shareholding dated 15 March 2006
Exhibit No. 5 - Annual Information Update dated 17 March 2006
Exhibit No. 6 - Director/PDMR Shareholding dated 21 March 2006
Exhibit No. 7 - Director/PDMR Shareholding dated 22 March 2006
Exhibit No. 8 - Director/PDMR Shareholding dated 24 March 2006
Exhibit No. 1
HANSON PLC ANNUAL REPORT AND FORM 20-F
Hanson has filed its Annual Report and Form 20-F for the year ending December
31, 2005 with the US Securities and Exchange Commission ("SEC").
Copies of the document filed with the SEC have been submitted to the UK Listing
Authority and will shortly be available for inspection at the UK Listing
Authority's Document View Facility, which is situated at:-
Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
SEC filings may be accessed by visiting the SEC EDGAR database website
(www.sec.gov/cgi-bin/browse-edgar).
The Annual Report and Form 20-F is also available on Hanson's website
(www.hanson.biz) and the printed document is expected to be mailed to
shareholders, together with the notice of Hanson's AGM, on or around
March 15, 2006.
Inquiries:
Paul Tunnacliffe
Hanson PLC
+44 (0)20 7245 1245
Exhibit No. 2
Dear Sirs
Hanson PLC - DIRECTORS' / PDMRs' SHARE INTERESTS
Vesting of March 1, 2003 Awards under Hanson Long Term Incentive Plan (the
"LTIP") and Grants under Hanson Share Option Plan (the "Option Plan")
Following the end of the three year performance period for the conditional
awards of shares made and conditional options granted on March 1, 2003 under the
LTIP and Option Plan, respectively, on March 1, 2006 approximately 2.7 million
Hanson ordinary shares of 10p each ("shares") vested in favour of approximately
280 LTIP participants and approximately 0.7 million shares vested in favour of
28 Option Plan participants (ie became capable of being exercised at a
subscription price of 290.4p per share).
There were two performance measures to be satisfied for participants to become
entitled under the Plans.
Half of the conditional awards of shares under the LTIP and half of the
conditional grant of options under the Option Plan were dependent on Hanson's
total shareholder return ("TSR") (ie the average share price adjusted for the
reinvestment of dividends) over a three year performance period, compared to the
members of an international peer group of 15 companies, including Hanson.
Hanson's TSR for this performance period exceeded 8 of the members of the
comparator group and, in accordance with the performance criteria, 47% of the
conditional awards / grants of options subject to the TSR performance measure
vested on March 1, 2006.
The remaining half of the conditional awards of shares under the LTIP and the
remaining half of the conditional grant of options under the Option Plan were
subject to the attainment of an economic value added target. For the economic
value added measure, a linear vesting schedule applied and the £26.7
million improvement in economic value added over the three year performance
period means that 65% of the conditional awards / grants of option subject to
the economic value added performance measure vested on March 1, 2006.
Overall, 56% of the conditional awards under the LTIP and 56% of the conditional
grants of option under the Option Plan vested, with the balance of the awards
and grants, respectively, lapsing.
Details of the participation of the executive directors and PDMRs of Hanson in
the LTIP vesting are set out below:-
Resultant holding of
Reduction in shares Shares retained shares
Director Shares vesting vesting (b)
A J Murray 156,198 64,042 92,156 362,912
J C Nicholls (a) 82,196 33,702 48,494 140,552
G Dransfield 57,851 23,719 34,132 178,681
PDMR
Reduction in shares Shares retained
Shares vesting vesting (b)
L S Cadzow 35,123 17,035 18,088
J K Kitzmiller 90,017 32,812 57,205
R C Manning 78,230 28,515 49,715
P J O'Shea 33,746 13,836 19,910
J R Read 38,567 15,813 22,754
D J Szymanski 27,575 11,306 16,269
a. The figures shown in the table above for J C Nicholls include the interests
of his wife, an employee, who also participates in the LTIP.
b. The executive directors and PDMRs concerned elected to satisfy their
liabilities to income tax and (where applicable) national insurance
contributions, arising on the vesting of shares under the LTIP, out of the
share award.
Shares retained by the executive directors, PDMRs and other participants in the
LTIP will be transferred from the Hanson Employee Share Trust.
Details of the participation of the executive directors and PDMRs of Hanson in
the Option Plan are set out below:-
Number of shares under
option vesting
Director Exercise price Expiry date of option
A J Murray 130,165 290.4p February 28, 2013
J C Nicholls 71,349 290.4p February 28, 2013
G Dransfield 57,851 290.4p February 28, 2013
PDMR
L S Cadzow 35,123 290.4p February 28, 2013
P J O'Shea 33,746 290.4p February 28, 2013
J R Read 38,567 290.4p February 28, 2013
D S Szymanski 27,575 290.4p February 28, 2013
This announcement is intended to satisfy obligations under both the Disclosure
Rules 3.1.4R(1) and S329 of the Companies Act 1985.
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson PLC
Exhibit No. 3
March 15, 2006
Dear Sirs
Annual Report and Form 20-F 2005
Summary Annual Report 2005
Form of Proxy / Notice of Annual General Meeting 2006
Letter to shareholders re new Long Term Incentive Plan
Copies of the above documents have been submitted to the UK Listing Authority,
and will shortly be available for inspection at the UK Listing Authority's
Document View Facility, which is situated at: -
Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS
Tel No: (0)20 7676 1000
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson PLC
Exhibit No. 4
Dear Sirs
HANSON PLC - PDMRs' share interests
I have today been notified by L S Cadzow, P J O'Shea, J R Read and D J
Szymanski, PDMRs of the Company, that on March 14 and March 15, 2006 they
exercised options over Hanson shares under the Share Option Plan as detailed
below. Those options with a subscription price of 473.3p per share were granted
on May 15, 2001, of 461.75p per share were granted on March 1, 2002 and of
290.4p per share were granted March 1, 2003.
1. On March 14, 2006, Mr Cadzow exercised options over 1,982,
1,619 and 11,013 ordinary shares at subscription prices of 473.3p, 461.75p
and 290.4p per share, respectively, and retained the shares arising.
To meet the cost of subscription for the above mentioned shares and the
resultant tax liability, Mr Cadzow exercised options over 8,634, 6,699 and
24,110 ordinary shares at subscription prices of 473.3p, 461.75p and
290.4p per share, respectively, for a cash payment calculated on the
difference between the market price of 742.5p per share and the
subscription prices given above.
2. On March 14, 2006, Mr O'Shea exercised options over 12,000, 8,662 and
33,746 ordinary shares for a cash payment calculated on the difference
between the market price of 742.5p per share and the subscription prices
of 473.3p, 461.75p and 290.4p per share, respectively.
3. On March 15, 2006, Mr Read exercised options over 13,655, 9,745 and
38,567 ordinary shares for a cash payment calculated on the difference
between the market price of 778p per share and the subscription prices of
473.3p, 461.75p and 290.4p per share, respectively.
4. On March 15, 2006, Mr Szymanski exercised an option over 27,575
ordinary shares for a cash payment calculated on the difference between
the market price of 778p per share and the subscription price of 290.4p
per share.
Following these exercises of options, Messrs Cadzow, O'Shea, Read and Szymanski
retained beneficial holdings in 51,636, 75,737, 74,871 and 21,439 Hanson
ordinary shares, respectively.
This announcement is intended to satisfy obligations under the Disclosure Rules
3.1.4R (1).
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson PLC
Exhibit No. 5
HANSON PLC
ANNUAL INFORMATION UPDATE FOR THE 12 MONTHS UP TO AND INCLUDING MARCH 15, 2006
In accordance with Prospectus Rule 5.2.1, the Company sets out below a summary
of the information which has been published or made available to the public over
the previous 12 months.
1. RNS announcements
The following is a list of all announcements and filings that have been made via
RNS, a Regulatory Information Service, during the last 12 months.
Date Brief Description of Announcement
March 16, 2005 Annual Report and Form 20-F
March 29, 2005 Holding in Company
April 15, 2005 Section 329 Companies Act 1985
April 20, 2005 Annual General Meeting
April 20, 2005 Investor Presentation
April 20, 2005 Annual General Meeting-Resolutions
April 27, 2005 Holding in Company
April 27, 2005 Transaction in own shares
April 28, 2005 Directors' Share Interests
April 29, 2005 Transaction in own shares
May 3, 2005 Transaction in own shares
May 13, 2005 Transaction in own shares
May 13, 2005 Holding in Company
May 20, 2005 Holding in Company
May 24, 2005 Holding in Company
May 25, 2005 Notice of Trading Statement
June 2, 2005 IFRS Guidance
June 23, 2005 Hanson announces US bolt-on acquisitions of approximately £100 million and
disposal of 50% interest in US ready-mixed concrete joint-venture
June 23, 2005 Trading Statement
July 8, 2005 New Non-Executive Director
August 3, 2005 Interim Results 2005
August 10, 2005 Interim Report
August 19, 2005 Holding in Company
September 26, 2005 Transaction in own shares
September 28, 2005 Transaction in own shares
October 5, 2005 Transaction in own shares
October 6, 2005 Transaction in own shares
October 7, 2005 Holding in Company
October 7, 2005 Transaction in own shares
October 11, 2005 Holding in Company
October 11, 2005 Transaction in own shares
October 12, 2005 Holding in Company
October 12, 2005 Transaction in own shares
October 13, 2005 Directors' Share Interests
October 13, 2005 Transaction in own shares
October 14, 2005 Transaction in own shares
October 18, 2005 Transaction in own shares
October 19, 2005 Transaction in own shares
October 20, 2005 Transaction in own shares
October 21, 2005 Transaction in own shares
October 25, 2005 Transaction in own shares
October 26, 2005 Transaction in own shares
October 27, 2005 Transaction in own shares
October 28, 2005 Transaction in own shares
November 7, 2005 Transaction in own shares
November 8, 2005 Transaction in own shares
November 11, 2005 Transaction in own shares
November 14, 2005 Transaction in own shares
November 17, 2005 Employee Share Trust
November 18, 2005 Employee Share Trust
November 21, 2005 Notice of Trading Statement
November 22, 2005 Employee Share Trust
November 23, 2005 Holding in Company
November 23, 2005 Employee Share Trust
November 24, 2005 Transaction in own shares
November 28, 2005 Transaction in own shares
November 29, 2005 Transaction in own shares
November 30, 2005 Transaction in own shares
December 1, 2005 Directors'/PDMRs' Share Interests
December 7, 2005 Directors' Share Interests
December 14, 2005 Directors'/PDMRs Share Interests
December 20, 2005 Trading Statement
December 21, 2005 Transaction in own shares
December 28, 2005 Transaction in own shares
December 29, 2005 Transaction in own shares
January 3, 2006 Close Period Share Repurchase Programme
January 4, 2006 Transaction in own Shares
January 6, 2006 Transaction in own Shares
January 10, 2006 Transaction in own Shares
January 11, 2006 Transaction in own shares
January 13, 2006 Transaction in own shares
January 17, 2006 Transaction in own shares
January 18, 2006 Transaction in own shares
January 20, 2006 Transaction in own shares
January 24, 2006 Transaction in own shares
January 26, 2006 Holding in Company
January 30, 2006 Hanson announces acquisition in Florida, USA
February 6, 2006 Transaction in own shares
February 8, 2006 Holding in Company
February 10, 2006 Holding in Company
February 13, 2006 Hanson Announces Asbestos Insurance Settlement
February 23, 2006 Preliminary results 2005
February 24, 2006 Transaction in own shares
February 24, 2006 Directors'/PDMRs' Share Interests
February 27, 2006 Transaction in own shares
February 28, 2006 Transaction in own shares
March 1, 2006 Hanson PLC Annual Report and Form 20-f
March 2, 2006 Hanson Acquires Civil and Marine
March 2, 2006 Hanson Acquires Material Service
March 2, 2006 Directors'/PDMRs' Share Interests
March 15, 2006 Directors'/PDMRs' Share Interests
March 15, 2006 Annual Report and Form 20-F
2. Documents Filed at Companies House
All Documents listed below were filed with the Registrar of Companies in England
and Wales on or around the dates indicated.
Date Documents filed
April 20, 2005 288b for Christopher Douglas Collins, Mr Simon Lindley Keswick, The Rt Hon
Lord Baker
April 20, 2005 Ordinary and special resolutions passed at the Hanson AGM
April 27, 2005 Accounts for the year ended December 31, 2004
May 10, 2005 Amended memorandum and Articles of Association
April 20, 2005 Ordinary and Special Resolution passed at the Hanson PLC AGM
June 2, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
June 14, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
August 2, 2005 288a appointing Mr Charles John Brady as a director
October 25, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
November 4, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
November 15, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
November 15, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
November 30, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
November 30, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
December 5, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
December 16, 2005 169(1B) Return by a public company purchasing its own shares for holding in
treasury
January 6, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
January 25, 2006 Annual Return
January 26, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
January 30, 2006 288c Change in directors particulars
February 14, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
February 14, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
February 15, 2006 288c Change in directors particulars
February 21, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
March 7, 2006 169(1B) Return by a public company purchasing its own shares for holding in
treasury
3. Documents published and sent to shareholders
Date Documents published
March 16, 2005 Summary Annual Report and Form of Proxy
August 10, 2005 Interim Report
March 15, 2006 Summary Annual Report, Form of Proxy and letter to shareholders re new long
term incentive arrangements
4. Documents filed with the UKLA Document Viewing Facility
Date Documents filed
March 2, 2005 Edgarised version of the Annual Report and Form 20-F
March 16, 2005 Summary Annual Report and Form of Proxy
August 10, 2005 Interim Report
March 1, 2006 Edgarised version of the Annual Report and Form 20-F
March 15, 2006 Annual Report and Form 20-F 2005, Summary Annual Report 2005, Form of Proxy /
Notice of Annual General Meeting 2006 and Letter to Shareholders re new long
term incentive plan
All documents sent to shareholders were filed with the UKLA Document Viewing
Facility on the same day.
5. Documents filed with the Securities and Exchange Commission
The Company has submitted filings (including Form 20-F, Forms 6-K and Forms S-8)
to the Securities and Exchange Commission in the United States of America by
virtue of its shares listed on the New York Stock Exchange.
In accordance with 5.2.7 of the Prospectus Rules, we confirm that to the best of
our knowledge, the information relating to the Company referred to above is up
to date at the date of this announcement but it is acknowledged that such
disclosures may, at any time, become out of date, due to changing circumstances.
A copy of this Annual Information Update and copies of the documents referred to
in it can be obtained from the Company Secretary at the Company's registered
office, 1 Grosvenor Place, London, SW1X 7JH.
Yours faithfully
Paul Tunnacliffe
Company Secretary
Exhibit No. 6
March 21, 2006
Dear Sirs
HANSON PLC
DIRECTORS' SHARE INTERESTS
I have today been notified that Mr C J Brady, a non executive director of the
Company, has today purchased 5,000 Hanson ordinary shares at a price of 791p per
share.
This announcement is intended to satisfy obligations under both the Disclosure
Rules 3.1.4R (1) and S329 of the Companies Act 1985.
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson PLC
Exhibit No. 7
Dear Sirs
HANSON PLC - DIRECTORS' SHARE INTERESTS
I have today been notified by G Dransfield, a director of the Company, that on
March 22, 2006 he exercised options over Hanson shares under the Share Option
Plan as detailed below. Those options with a subscription price of 473.3p per
share were granted on May 15, 2001, of 461.75p per share were granted on March
1, 2002 and of 290.4p per share were granted March 1, 2003.
Mr Dransfield exercised options over 24,000, 16,242 and 57,851 ordinary shares
for a cash payment calculated on the difference between the market price of
795.5p per share and the subscription prices of 473.3p, 461.75p and 290.4p per
share, respectively.
Following these exercises of options, Mr Dransfield retains a beneficial
interest in 178,681 Hanson ordinary shares.
This announcement is intended to satisfy obligations under both the Disclosure
Rules 3.1.4R(1) and S329 of the Companies Act 1985.
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson PLC
Exhibit No. 8
March 24, 2006
Dear Sirs
HANSON PLC
DIRECTORS' SHARE INTERESTS
I have today been notified that Mr C J Brady, a non executive director of the
Company, has today purchased 5,000 Hanson ordinary shares at a price of 784p per
share.
This announcement is intended to satisfy obligations under both the Disclosure
Rules 3.1.4R (1) and S329 of the Companies Act 1985.
Yours faithfully
Paul Tunnacliffe
Company Secretary
Hanson 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 authorised.
HANSON PLC
By:
/s/ Graham Dransfield
Date: April 03, 2006