Form 8 (OPD) (TATE & LYLE PLC)

Tate & Lyle PLC

28 May 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:	TATE & LYLE 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	TATE & LYLE PLC
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	26 May 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 29 1/6 pence each
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	0	Nil	0
(2) Cash-settled derivatives:	Nil	0	Nil	0
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	Nil	0	Nil	0
TOTAL:	Nil	0	Nil	0

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:	Ordinary shares of 29 1/6 pence each
Details, including nature of the rights concerned and relevant percentages:	None

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:

3(a) Shares held by directors of Tate & Lyle plc Director Number of Tate & Lyle plc shares Percentage of existing Tate & Lyle plc ordinary shares (445,446,940) David Hearn 27,261 0.00% Nick Hampton 951,816 0.21% Sarah Kuijlaars 85,000 0.01% John Cheung 5,000 0.00% Kimberly Nelson[1] 6,568 0.00% Jeff Carr 10 000 0.00% Warren Tucker 9,944 0.00% Cláudia Vaz de Lestapis[2] 20,000 0.00% Steve Foots 16,100 0.00% 3(b) Directors' rights to subscribe to Tate & Lyle plc shares Performance Share Plan Director Number of Tate & Lyle plc shares Grant Date Vesting Date / Release Date Exercise Price Nick Hampton 279,292 28 July 2023 After 31 March 2026 Nil Nick Hampton 352,283 5 July 2024 After 31 March 2027 Nil Nick Hampton 443,778 11 June 2025 After 31 March 2028 Nil Sarah Kuijlaars 243,597 18 November 2024 After 31 March 2027 Nil Sarah Kuijlaars 278,714 11 June 2025 After 31 March 2028 Nil Sharesave Plan 2020 Director Number of Tate & Lyle plc shares Grant Date Exercise Period Exercise Price Nick Hampton 6,043 11 December 2025 1 March 2029 - 31 August 2029 302 Sarah Kuijlaars 3,045 5 December 2024 1 March 2028 - 31 August 2028 609 3(c) Concert party interests Concert party name Number of Tate & Lyle plc shares Percentage of total Tate & Lyle plc shares J.M. Huber Corporation 75,000,000[3] 16.84% In connection with the acquisition by Tate & Lyle plc of CP Kelco, J.M. Huber Corporation is entitled to receive up to 10 million ordinary shares in Tate & Lyle plc, subject to certain performance criteria based on Tate & Lyle's share price (to be calculated using the volume-weighted average price for the 30 trading days ending on and including 15 November 2026). The full 10 million shares will be issued if Tate & Lyle plc's share price over such period is at least £10.00, and no shares will be issued if Tate & Lyle plc's share price over such period is £8.50 or below.[4]

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:	28 May 2026
Contact name:	Victoria Barlow
Telephone number:	0207 257 2160

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.

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[1] These shares are held via Tate & Lyle's sponsored American Depositary Receipt ("ADR") programme.

[2] These shares are held via Tate & Lyle's ADR programme.

[3] These shares are held by Huber Equity Corporation, a wholly owned subsidiary of J.M. Huber Corporation.

[4] Please refer to the announcements made by Tate & Lyle PLC on 15 June 2024 and 3 October 2024 for further details.

 

END