Form 38.5A (EPT/RI)-DCC plc

JPMorgan Securities Plc

29 May 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:	28 May 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

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	81,008	59.5000 GBP	58.8000 GBP
	Sale	142,810	59.5000 GBP	58.8000 GBP
	Borrow Return	72	N/A	N/A

(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	2,667	58.9017 GBP
			189	58.9027 GBP
			826	58.9029 GBP
			77	58.9043 GBP
			3,502	58.9728 GBP
			148	58.9827 GBP
			44	59.0078 GBP
			371	59.1309 GBP
			1,177	59.0385 GBP
		Decrease Short	34	58.8882 GBP
			1,175	58.8912 GBP
			14	58.8914 GBP
			80,173	58.9000 GBP
			286	58.9517 GBP
			267	58.9721 GBP
			230	58.9919 GBP
			91	58.9982 GBP
			112	58.9997 GBP
			116	59.2231 GBP
			3	59.4180 GBP
		Increase Long	2,014	58.9099 GBP
			594	58.9228 GBP
			34	58.9356 GBP
			345	58.9688 GBP
			42	58.9769 GBP
			650	58.9847 GBP
			53	58.9851 GBP
			453	59.0863 GBP
			80	59.2125 GBP
		Increase Short	3,062	58.9000 GBP
			301	58.9009 GBP
			591	58.9059 GBP
			25	58.9088 GBP
			4	58.9868 GBP
			690	58.9873 GBP
			5,000	59.0044 GBP
			178	59.0328 GBP
			48	59.0518 GBP
			504	59.1269 GBP
			172	59.2308 GBP
			5,000	59.3045 GBP
		Opening a long position	1,889	58.9000 GBP
		Opening a short position	46	58.9009 GBP
			165	58.9169 GBP
			79	59.0053 GBP
			1,599	59.0528 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:	29 May 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