REG - Pharos Energy PLC - Form 8 (OPD) Rules 8.1 & 8.2

RNS Number : 2319K Pharos Energy PLC 29 June 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

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

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

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:

• Director Number of Ordinary Shares held Percentage of total issued share capital (%)

  Joao Pedro Felix Saraiva E Silva 250,000 0.06%

  Katherine Roe 135,178 0.03%

  Susan Rivett 1,848,163 0.44%

  Geoffrey Stephen Green 95,000 0.02%

  Lisa Mitchell* 51,948 0.01%

  TOTAL 2,380,289 0.57%

  * The beneficial title to the Pharos Shares registered in the name of Lisa Mitchell is held by Alexander John Barblett (spouse of Lisa Mitchell).

  Options over shares:

  Name Pharos Share Plan under which award was granted No. of ordinary shares in Pharos subject to award* Date of grant Exercise price Vesting date(s) Expiry or lapse date**
  Sue Rivett 2024 Deferred Share Bonus Plan 440,349 30 April 2024 £.0.00 30 April 2026 30 April 2034	2024 Deferred Share Bonus Plan 452,996 24 January 2025 £.0.00 24 January 2027 24 January 2035	Long Term Incentive Plan 2,269,665 23 March 2023 £.0.00 23 March 2026 23 March 2033	Long Term Incentive Plan 2,892,919 30 April 2024 £.0.00 30 April 2027 30 April 2034	Long Term Incentive Plan 2,818,263 27 March 2025 £.0.00 27 March 2028 27 March 2035	2024 Deferred Share Bonus Plan 468,680 25 June 2026 £.0.00 25 June 2028 25 June 2036	Long Term Incentive Plan 2,521,147 25 June 2026 £.0.00 25 June 2029 25 June 2036	Katherine Roe 2024 Deferred Share Bonus Plan 282,492 24 January 2025 £.0.00 24 January 2027 24 January 2035	Long Term Incentive Plan 3,174,447 1 July 2024 £.0.00 1 July 2027 1 July 2034	Long Term Incentive Plan 3,825,855 27 March 2025 £.0.00 27 March 2028 27 March 2035	2024 Deferred Share Bonus Plan 636,243 25 June 2026 £.0.00 25 June 2028 25 June 2036	Long Term Incentive Plan 3,625,498 25 June 2026 £.0.00 25 June 2029 25 June 2036

  * Figures include accrued dividends and are subject to further adjustments for subsequent dividend accruals (including for the FY2025 final dividend as well as any other accruals subsequently becoming due).

  ** If such awards, structured as nil-cost options, vest but are not exercised before this date.

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?

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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