Director/PDMR Shareholding

Harworth Group PLC

19 October 2026

 

Harworth Group plc

("Harworth")

Director/PDMR Shareholding

Exercise of options and notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMRs") and persons closely associated with them ("PCAs") under the Harworth Share Plans

Introduction

On 25 September 2026, Peel Pepper (UK) Limited ("BidCo") announced the terms of an increased best and final cash offer for Harworth at a price of 187 pence per Harworth Share (the "Best and Final Offer"). BidCo also announced that the Harworth Board considered the terms of the Best and Final Offer to be fair and reasonable and unanimously recommended that Harworth Shareholders accept the Best and Final Offer.

On 29 September 2026, BidCo announced that the Best and Final Offer had become and was declared unconditional.

On 2 October 2026, BidCo published an offer document setting out the full terms of the Best and Final Offer (the "Best and Final Offer Document").

On 14 October 2026, BidCo announced that BidCo (together with its concert parties) holds 75 per cent. or more of the voting rights of Harworth, along with procuring that Harworth applies to the FCA and the London Stock Exchange (the "LSE"), respectively, to cancel the listing of Harworth Shares on the FCA's Official List and to cancel the admission to trading in Harworth Shares on the LSE's Main Market.  Harworth also announced that the notice period for the cancellation of listing and admission to trading of Harworth Shares has now commenced, and cancellation of listing and admission to trading of Harworth Shares is expected to take effect at 8.00 a.m. on 12 November 2026. 

Capitalised terms used in this announcement, unless otherwise defined, have the same meanings as set out in the Best and Final Offer Document. 

Exercise of options and admission to trading on the LSE

Following the Acquisition becoming unconditional, outstanding options under the Harworth Share Plans have vested and become unconditionally exercisable. Harworth confirms that 4,500,000 Harworth Shares will be allotted and issued to satisfy the exercise of options granted under the Harworth Restricted Share Plan ("Harworth RSP"), the Harworth Deferred Bonus Plan ("Harworth DBP"), and the Harworth Save As You Earn Plan ("Harworth SAYE"), where so opted for by the participants under the relevant Harworth Share Plans (including certain directors and PDMRs of Harworth) (the "Participants") (such Harworth Shares being the "Plan Shares") in accordance with the proposals made by Harworth and BidCo on 2 October 2026 to the Participants pursuant to Rule 15 of the Takeover Code.

In addition, an application was made to the LSE for the Plan Shares to be admitted to trading on the LSE ("Admission") and the Admission became effective on or around 8 a.m. on 15 October 2026.

PDMR/PCA dealings

In connection with the above exercise of options and vesting of awards, Harworth has been notified that the following directors/PDMRs, and PCAs, received Plan Shares as detailed below:

PDMR dealings

1.	Details of the person discharging managerial responsibilities/person closely associated
(a)	Name	1)        Lynda Shillaw 2)        Kitty Patmore 3)        Andrew Blackshaw 4)        Jonathan Haigh
2.	Reason for the notification
(a)	Position/status	1)        Chief Executive 2)        Chief Financial Officer 3)        Chief Operating Officer 4)        Chief Investment Officer
(b)	Initial notification/ Amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	Harworth Group plc
(b)	LEI	213800R8JSSGK2KPFG21
4(a).	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
(a)	Description of the financial instrument, type of instrument	Ordinary shares of 10 pence each
	Identification code	ISIN: GB00BYZJ7G42
(b)	Nature of the transaction	Award and sale of ordinary shares pursuant to the Harworth DBP
(c)	Price(s) and volume(s)	Price(s) Volume(s) 1)        £1.87 430,325 2)        £1.87 127,593 3)        £1.87 20,796 4)        £1.87 20,796
(d)	Aggregated information - - Aggregated volume - Price	N/A
(e)	Date of the transaction	16 October 2026
(f)	Place of the transaction	London Stock Exchange
4(b).	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
(a)	Description of the financial instrument, type of instrument	Ordinary shares of 10 pence each
	Identification code	ISIN: GB00BYZJ7G42
(b)	Nature of the transaction	Award and sale of ordinary shares pursuant to the Harworth RSP
(c)	Price(s) and volume(s)	Price(s) Volume(s) 1)        £1.87 1,637,697 2)        £1.87 1,188,797 3)        £1.87 786,893 4)        £1.87 842,837
(d)	Aggregated information - - Aggregated volume - Price	N/A
(e)	Date of the transaction	16 October 2026
(f)	Place of the transaction	London Stock Exchange
4(c).	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
(a)	Description of the financial instrument, type of instrument	Ordinary shares of 10 pence each
	Identification code	ISIN: GB00BYZJ7G42
(b)	Nature of the transaction	Award and sale of ordinary shares pursuant to the Harworth SAYE
(c)	Price(s) and volume(s)	Price(s) Volume(s) 1)        £1.87 7,972 2)        £1.87 21,602 3)        £1.87 21,602 4)        £1.87 21,602
(d)	Aggregated information - - Aggregated volume - Price	N/A
(e)	Date of the transaction	16 October 2026
(f)	Place of the transaction	London Stock Exchange
4(d).	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
(a)	Description of the financial instrument, type of instrument	Ordinary shares of 10 pence each
	Identification code	ISIN: GB00BYZJ7G42
(b)	Nature of the transaction	Award and sale of ordinary shares pursuant to the Harworth Share Incentive Plan
(c)	Price(s) and volume(s)	Price(s) Volume(s) 1)        £1.87 30,173 2)        £1.87 31,134 3)        £1.87 29,234 4)        £1.87 29,234
(d)	Aggregated information - - Aggregated volume - Price	N/A
(e)	Date of the transaction	12 October 2026
(f)	Place of the transaction	London Stock Exchange

PCA Dealings

1.	Details of the person discharging managerial responsibilities/person closely associated
(a)	Name	1)        James Patmore 2)        Ruth Haigh
2.	Reason for the notification
(a)	Position/status	1)        Person closely associated with Kitty Patmore (a PDMR as a Chief Financial Officer of Harworth) 2)        Person closely associated with Jonathan Haigh (a PDMR as a Chief Investment Officer of Harworth)
(b)	Initial notification/ Amendment	Initial notification
3)	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
(a)	Name	Harworth Group plc
(b)	LEI	213800R8JSSGK2KPFG21
4(a).	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
(a)	Description of the financial instrument, type of instrument	Ordinary shares of 10 pence each
	Identification code	ISIN: GB00BYZJ7G42
(b)	Nature of the transaction	Acquisition and sale of ordinary shares pursuant to the Harworth SAYE
(c)	Price(s) and volume(s)	Price(s) Volume(s) 1)        £1.87 3,000 2)        £1.87 13,581
(d)	Aggregated information - - Aggregated volume - Price	N/A
(e)	Date of the transaction	16 October 2026
(f)	Place of the transaction	London Stock Exchange

For further information

Harworth Group plc
Tom Loughran (Head of Investor Relations & Communications)	T: [phone] E: [e-mail]

 

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