RNS Number : 8494N 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:

+44 (0) 1225 733 200

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 +44 (0)20 7638 0129.

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

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