Form 8 Rotork plc (Opening Position Disclosure)

Rotork PLC

24 July 2026

 

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:	ROTORK 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	ROTORK PLC
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	23 July 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"	N/A

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 of 0.5 pence each
	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 held by directors of Rotork plc and their close relatives and related trusts Name No. of ordinary shares Percentage of total issued share capital Kiet Huynh and close relative 47,827 0.0058% Benjamin Peacock 73,951 0.0090% Dorothy Thompson CBE and close relative 37,610 0.0046% Andrew Heath 25,000 0.0030% Svein Richard Brandtzæg 5,500 0.0006% Janice Stipp and close relative 5,000 0.0006% (b)  Interests held as options or awards under the share plans of Rotork plc by the directors of Rotork plc and their close relatives and related trusts Name Share plan under which option or award was granted No. of shares under option or subject to award1 Date of grant Vesting date Lapse date Exercise price (pence) Kiet Huynh LTIP (vested) 6,473 24 March 2021 Vested 24 March 2031 Nil 200,611 24 March 2022 Vested 24 March 2032 Nil 313,319 24 March 2023 Vested 24 March 2033 Nil LTIP (unvested, subject to performance conditions) 377,464 21 March 2024 21 March 2027 21 March 2034 Nil 427,538 31 March 2025 31 March 2028 31 March 2035 Nil 761,064 14 May 2026 14 May 2029 14 May 2036 Nil DABP 104,067 11 March 2024 11 March 2027 N/A Nil 87,283 31 March 2025 31 March 2028 N/A Nil 81,223 25 March 2026 25 March 2029 N/A Nil Sharesave 6,693 24 September 2025 1 December 2028 1 June 2029 273 Benjamin Peacock LTIP (unvested, subject to performance conditions) 230,404 21 March 2024 21 March 2027 21 March 2034 Nil 235,539 31 March 2025 31 March 2028 31 March 2035 Nil 427,758 14 May 2026 14 May 2029 14 May 2036 Nil DABP 39,271 31 March 2025 31 March 2028 N/A Nil 44,185 25 March 2026 25 March 2029 N/A Nil Sharesave 12,394 4 October 2024 1 December 2029 1 June 2030 254 1Dividend equivalents on LTIP and DABP awards are calculated and added at the time of vesting. Number of shares stated for vested LTIP awards therefore includes dividend equivalent shares.

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:	24 July 2026
Contact name:	Stuart Pain, Group General Counsel & Company Secretary
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 disclosure requirements on [phone].

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

 

END