Form 8 (DD)

Rio Tinto PLC

29 January 2026

 

FORM 8 (DD)

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Full name of discloser:	Peter Cunningham
(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.	-
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	Rio Tinto plc and Rio Tinto Limited
(d) Status of person making the disclosure:      e.g. offeror, offeree, person acting in concert with the offeror/offeree (specify name of offeror/offeree)	Person acting in concert with the offeror (Rio Tinto plc and Rio Tinto Limited)
(e) Date dealing undertaken:	19 January 2026
(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"	NO

2.         POSITIONS OF THE PERSON 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 following the dealing

Class of relevant security:	Rio Tinto plc 10p ordinary shares
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	79,216.912673	0.00	0	-
(2) Cash-settled derivatives:	0	-	0	-
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	0	-	0	-
TOTAL:	79,216.912673*	0.00	0	-

* Includes 14,955 shares held by Peter Cunningham's close relative

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 (including directors' and other employee options)

Class of relevant security in relation to which subscription right exists:	Rio Tinto plc 10p ordinary shares
Details, including nature of the rights concerned and relevant percentages:	See table below

Scheme	Number of Rio Tinto plc shares under award	Allocation Date	Strike price / cost basis (GBP)	Vesting Date / Expiry Date
Bonus Deferral Award	8415	20 March 2024	0	1 December 2026
Bonus Deferral Award	7907	19 March 2025	0	1 December 2027
Global Employee Share Plan	6.13705	17 January 2023	0	17 April 2026
Global Employee Share Plan	6.7539	17 April 2023	0	17 April 2026
Global Employee Share Plan	7.34187	17 July 2023	0	17 July 2026
Global Employee Share Plan	7.27759	17 October 2023	0	17 October 2026
Global Employee Share Plan	7.03477	17 January 2024	0	17 January 2027
Global Employee Share Plan	6.92935	17 April 2024	0	17 April 2027
Global Employee Share Plan	7.36832	17 July 2024	0	17 July 2027
Global Employee Share Plan	7.57033	17 October 2024	0	17 October 2027
Global Employee Share Plan	7.46947	17 January 2025	0	17 January 2028
Global Employee Share Plan	8.54717	17 April 2025	0	17 April 2028
Global Employee Share Plan	8.46263	17 July 2025	0	17 July 2028
Global Employee Share Plan	7.40171	17 October 2025	0	17 October 2028
Global Employee Share Plan	5.91267	19 January 2026	0	19 January 2029
Equity Incentive Plan	9564	18 March 2021	0	31 July 2026
Equity Incentive Plan	50,405	23 March 2022	0	22 February 2027
Equity Incentive Plan	71,195	09 May 2024	0	22 February 2027
Equity Incentive Plan	55,134	22 March 2023	0	21 February 2028
Equity Incentive Plan	76,299	19 March 2025	0	21 February 2028

3.         DEALINGS BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(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.

(a)        Purchases and sales

(i)         Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

Class of relevant security	Purchase/sale	Number of securities	Price per unit
Rio Tinto plc 10p ordinary	Purchase - automatic purchase of shares under Global Employee Share Plan	5.912673	GBP 63.42308

(ii)        Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

Class of relevant security	Purchases/ sales	Total number of securities	Highest price per unit paid/received	Lowest price per unit paid/received

(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	Price per unit

(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	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

(d)        Other dealings (including subscribing for new securities)

Class of relevant security	Nature of dealing e.g. subscription, conversion	Details	Price per unit (if applicable)
Rio Tinto plc 10p ordinary	Grant of share awards - matching shares	Grant of share awards pursuant to Global Employee Share Plan in respect of 5.91267 ordinary shares	GBP 63.42308

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 or person acting in concert making the disclosure and any other person: Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "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 or person acting in concert making the disclosure 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"

(c)        Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	NO
Supplemental Form 8 (SBL)	NO

Date of disclosure:	29 January 2026
Contact name:	Andy Hodges
Telephone number:	[phone]

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 dealing disclosure requirements on [phone].

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

 

END