Form 8 (OPD) Vistry Group PLC

RNS Number : 4417Z
Vistry Group PLC
14 September 2022
 

FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1.  KEY INFORMATION

 

(a) Full name of discloser:

Vistry Group PLC

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

  The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

  Use a separate form for each offeror/offeree

Vistry Group PLC

(d) Is the discloser the offeror or the offeree?

OFFEROR

(e) Date position held:

  The latest practicable date prior to the disclosure

13 September 2022

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

  If it is a cash offer or possible cash offer, state "N/A"

YES

If YES, specify which:

Countryside Partnerships PLC

 

2.  POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

(a)  Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

 

 

Class of relevant security:

 

Ordinary shares

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

-

Nil

-

(2) Cash-settled derivatives:

 

Nil

-

Nil

-

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

-

Nil

-

 

  TOTAL:

Nil

-

Nil

-

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)  Rights to subscribe for new securities

 

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

3.  POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

(A)  Interests in Vistry Group PLC's ordinary shares held by the directors of Vistry Group PLC and their close relatives and related trusts

 

Vistry Group PLC Director

Number of relevant securities owned and/or controlled

%

Margaret Christine Browne

9,832

0.005

Ralph Graham Findlay

2,868

0.001

Gregory Paul Fitzgerald

745,8451

0.342

Katherine Christina Mary Innes Ker

850

0.000

Graham Prothero

62,7942

0.029

Earl Sibley

35,7263

0.016

Ashley Caroline Steel

3,059

0.001

 

1 This figure includes 39,356 shares which are beneficially owned by Judith Fitzgerald.

2 This figure includes 54,804 shares which are beneficially owned by Miranda Prothero.

3 This figure includes 20,210 shares which are beneficially owned by Emma Sibley.

 

 

(B)  Interests under the Vistry share plans held by the directors of Vistry Group PLC

 

Vistry Group PLC Director

Number of relevant securities

Grant Date

Vesting Date

Expiry Date

Exercise /Option   Price

Gregory Paul Fitzgerald

91,369

08-Sep-2017

08-Sep-2020

07-Sep-2027

NIL

30,759

05-Mar-2018

05-Mar-2021

04-Mar-2028

NIL

41,009

04-Mar-2019

04-Mar-2022

03-Mar-2029

NIL

108,923

02-Mar-2020

02-Mar-2023

01-Mar-2030

NIL

135,109

08-Mar-2021

08-Mar-2024

07-Mar-2031

NIL

153,784

04-Mar-2022

04-Mar-2025

03-Mar-2032

NIL

36,878

04-Mar-2022

04-Mar-2024

03-Apr-2024

NIL

Graham Prothero

78,186

02-Mar-2020

02-Mar-2023

01-Mar-2030

NIL

96,982

08-Mar-2021

08-Mar-2024

07-Mar-2031

NIL

109,063

04-Mar-2022

04-Mar-2025

03-Mar-2032

NIL

26,471

04-Mar-2022

04-Mar-2024

03-Apr-2024

NIL

3,849

01-Dec-2020

01-Dec-2023

01-Jun-2024

£4.676

Earl Sibley

40,263

08-Sep-2017

08-Sep-2020

07-Sep-2027

NIL

9,377

05-Mar-2018

05-Mar-2021

04-Mar-2028

NIL

16,833

04-Mar-2019

04-Mar-2022

03-Mar-2029

NIL

61,767

02-Mar-2020

02-Mar-2023

01-Mar-2030

NIL

76,616

08-Mar-2021

08-Mar-2024

07-Mar-2031

NIL

87,624

04-Mar-2022

04-Mar-2025

03-Mar-2032

NIL

20,912

04-Mar-2022

04-Mar-2024

03-Apr-2024

NIL

2,208

01-Jun-2021

01-Jun-2024

01-Jan-2025

£8.152

 

(C)  Interests in Vistry's ordinary shares held by other concert parties of Vistry Group PLC

 

Nil.

 

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4.  OTHER INFORMATION

 

 

(a)  Indemnity and other dealing arrangements

 

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

 

None

 

(b)  Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i)  the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

 

None

 

(c)  Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

 

 

Date of disclosure:

14 September 2022

Contact name:

Clare Bates

General Counsel & Group Company Secretary

Telephone number:

+44 7874 863 532

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .

 

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