RNS Number : 2596K Ramsdens Holdings PLC 30 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

(a) Full name of discloser:

RAMSDENS HOLDINGS 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

RAMSDENS HOLDINGS PLC

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

29 JUNE 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:

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 in Ramsdens Holdings PLC ordinary shares held by the directors of Ramsdens Holdings PLC and their close relatives and related trusts:

    Director

    Number of Ordinary Shares

    Percentage of total issued share capital (%)

    Peter Kenyon

    1,152,507

    3.53%

    Martin Clyburn

    209,375

    0.64%

    Simon Herrick

    27,735

    0.08%

    Karen Ingham

    7,500

    0.02%

    (B)  Interests in Ramsdens Holdings PLC ordinary shares held as options or awards by the directors of Ramsdens Holdings PLC under the Ramsdens Long-Term Incentive Plan:

    Director

    Plan Name

    Grant date

    Number of options over  Ramsdens Holdings PLC Ordinary Shares

    Exercise price

    Vesting date

    Expiry Date

    Peter Kenyon

    LTIP 6

    5 April 2023

    100,000

    1p

    5 April 2026

    5 April 2033

    LTIP 7

    18 April 2024

    100,000

    1p

    18 April 2027

    18 April 2034

    LTIP 8

    24 April 2025

    100,000

    1p

    24 April 2028

    24 April 2035

    LTIP 9

    2 April 2026

    90,000

    1p

    2 April 2029

    2 April 2036

    Martin Clyburn

    LTIP 6

    5 April 2023

    70,000

    1p

    5 April 2026

    5 April 2033

    LTIP 7

    18 April 2024

    70,000

    1p

    18 April 2027

    18 April 2034

    LTIP 8

    24 April 2025

    80,000

    1p

    24 April 2028

    24 April 2035

    LTIP 9

    2 April 2026

    75.000

    1p

    2 April 2029

    2 April 2036

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:

30 June 2026

Contact name:

Martin Clyburn

Telephone number:

+44 (0) 1642 579957

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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