Form 38.5A (EPT/RI)-DCC plc

JPMorgan Securities Plc

30 April 2026

 

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FORM 38.5(a) (EPT/RI)

IRISH TAKEOVER PANEL

DEALING DISCLOSURE UNDER RULE 38.5(a) OF THE IRISH
TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2022
BY A CONNECTED EXEMPT PRINCIPAL TRADER WITH
RECOGNISED INTERMEDIARY STATUS AND DEALING IN
A CLIENT-SERVING CAPACITY

1.             KEY INFORMATION

(a)   Name of exempt principal trader:	J.P. Morgan Securities Plc
(b)   Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree	DCC plc
(c)   Name of the party to the offer with which exempt principal trader is connected: (Note 1)	corporate broker and financial adviser to DCC plc
(d)   Date dealing undertaken:	29 April 2026
(e)   In addition to the company in 1(b) above, is the exempt principal trader also making disclosures in respect of any other party to the offer? If it is a cash offer or possible cash offer, state "N/A"	N/A

2.             DEALINGS BY THE EXEMPT PRINCIPAL TRADER (Note 2)

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

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(a)           Purchases and sales

  Borrow Return

Class of relevant security (Note 3)	Purchases/ sales	Total number of securities	Highest price per unit paid/ received	Lowest price per unit paid/ received
€0.25 ordinary shares	Purchase	195,661	62.5500 GBP	55.6000 GBP
	Sale	505,588 300,000	62.4500 GBP       NA	46.5000 GBP    NA

(b)           Cash-settled derivative transactions

Class of relevant security	Product description e.g. CFD	Nature of dealing e.g. opening/closing a long/short position, increasing/reducing a long/short position	Number of reference securities (Note 4)	Price per unit (Note 5)
€0.25 ordinary shares	Equity SWAP	Decrease Long Decrease Short Increase Long Increase Short Opening a long position Opening a short position	4,238  2,689  1  6,995  29  63  36  7,764  1  28  973  14  143  2,328  2,132  2,967  4,007  7,587  20,063  11,278  18,962  783  752  2,964  2,586  194  76  60  1,679  273  53  1,115  6,927  3,072  2,944  88  155  867  352  9,058  1,689  11,225  620  20,238  1,187  2  226  463  498  63  230  60  233  17  1,330  6,265  9,975  8,708  3,678  66  18,591  1,101  19  495  2,177  1  425  3,430  7,749  523  243  120  22  459  425	56.3963 GBP 56.5363 GBP 56.5517 GBP 56.6191 GBP 56.6571 GBP 58.8012 GBP 58.8027 GBP 59.0333 GBP 59.3027 GBP 59.3079 GBP 59.4308 GBP 59.8860 GBP 59.9296 GBP 60.4640 GBP 60.4789 GBP 60.5272 GBP 60.9305 GBP 60.9481 GBP 61.1866 GBP 61.2461 GBP 61.3556 GBP 79.3392 GBP 56.3718 GBP 56.7110 GBP 56.7420 GBP 56.7951 GBP 57.1045 GBP 57.1046 GBP 58.0138 GBP 58.7004 GBP 58.7941 GBP 58.7979 GBP 58.9205 GBP 58.9526 GBP 58.9602 GBP 59.0121 GBP 59.0731 GBP 59.0984 GBP 59.1234 GBP 59.4181 GBP 59.6232 GBP 59.6613 GBP 59.7452 GBP 60.1657 GBP 61.4313 GBP 56.7483 GBP 56.7741 GBP 56.8781 GBP 57.0834 GBP 57.9855 GBP 58.1524 GBP 58.3167 GBP 58.5778 GBP 58.7974 GBP 58.8000 GBP 58.9590 GBP 59.0903 GBP 59.3840 GBP 59.4761 GBP 59.4762 GBP 59.6498 GBP 60.0095 GBP 57.2600 GBP 58.1391 GBP 58.7216 GBP 58.8000 GBP 59.2439 GBP 59.4159 GBP 59.5000 GBP 59.5267 GBP 59.5505 GBP 60.2903 GBP 61.5019 GBP 58.8000 GBP 58.8009 GBP

(c)           Stock-settled derivative transactions (including options)

(i)            Writing, selling, purchasing or varying

Class of relevant security	Product description e.g. call option	Writing, purchasing, selling, varying etc.	Number of securities to which option relates (Note 4)	Exercise price per unit	Type  e.g. American, European etc.	Expiry date	Option money paid/ received per unit

(ii)           Exercise

Class of relevant security	Product description e.g. call option	Exercising/ exercised against	Number of securities	Exercise price per unit (Note 5)

(d)           Other dealings (including transactions in respect of new securities)

Class of relevant security	Nature of dealing e.g. subscription, conversion, exercise	Details	Price per unit (if applicable) (Note 5)

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3.             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 exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer: 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

Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.

None

Date of disclosure:	30 April 2026
Contact name:	Hetvi Shah
Telephone number:	44 2034 936359

Public disclosures under Rule 38 of the Rules must be made to a Regulatory Information Service.

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NOTES ON FORM 38.5(a)

1.             See the definition of "connected principal trader" in Rule 2.2 of Part A of the Rules.

2.             See the definition of "dealing" in Rule 2.1 of Part A of the Rules.

3.             See the definition of "relevant securities" in Rule 2.1 of Part A of the Rules.

4.             See Rule 2.5(d) of Part A of the Rules.

5.             If the economic exposure to changes in the price of securities is limited, for example, by virtue of a stop loss arrangement relating to a spread bet, full details must be given.

6.             If details included in a disclosure under Rule 38 are incorrect, they should be corrected as soon as practicable in a subsequent disclosure. Such disclosure should state clearly that it corrects details disclosed previously, identify the disclosure or disclosures being corrected, and provide sufficient detail for the reader to understand the nature of the corrections. In the case of any doubt, the Panel should be consulted.

For full details of disclosure requirements, see Rules 8 and 38 of the Rules. If in doubt, consult the Panel.

References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.

 

END