RNS Number : 2232K J.P. Morgan Securities LLC 29 June 2026  

Ap27

FORM 8.3

IRISH TAKEOVER PANEL

OPENING POSITION DISCLOSURE/DEALING DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER

RULES, 2022 BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

1.             KEY INFORMATION

(a)   Full name of discloser

J.P.Morgan Securities LLC

(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

Forward Industries Inc.

(d)   If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree (Note 1)

N/A

(e)   Date position held/dealing undertaken

For an opening position disclosure, state the latest practicable date prior to the disclosure

26 June 2026

(f)    In addition to the company in 1(c) above, is the discloser also making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state "N/A"

Yes, Brera Holdings plc

2.             INTERESTS AND SHORT POSITIONS

If there are interests and short positions to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2 for each additional class of relevant security.

Ap28

Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

(Note 2)

Class of relevant security:

$0.01 ordinary shares

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

1,684,173

2.28

935,861

1.27

(2) Cash-settled derivatives:

777,215

1.05

203,343

0.28

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

0

0.00

0

0.00

TOTAL:

2,461,388

3.33

1,139,204

1.55

All interests and all short positions should be disclosed.

Details of options including rights to subscribe for new securities and 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.

3.             DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE (Note 4)

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a)           Purchases and sales

Class of relevant security

Purchase/sale

Number of securities

Price per unit

$0.01 ordinary shares

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Purchase

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

Sale

400

251

240

600

546

900

200

700

600

4,943

1,200

306

9

10,993

21,609

630

1,844

1,260

5,268

200

251

1,653

300

100

1,600

100

546

200

400

200

800

300

4,735

500

800

1,300

5,143

1,400

500

3,559

900

130

100

1,600

2,139

816

209

10,993

5,009

200

1,018

65,118

920

21,669

1,162

385

46,109

900

630

1,844

1,260

238,848

280

200

200

3.6800 USD

3.7782 USD

3.7858 USD

3.8350 USD

3.8476 USD

3.8650 USD

3.8700 USD

3.8750 USD

3.8850 USD

3.8900 USD

3.8950 USD

3.8961 USD

3.9100 USD

3.9125 USD

3.9200 USD

3.9350 USD

3.9514 USD

3.9551 USD

3.9600 USD

3.6800 USD

3.7782 USD

3.8224 USD

3.8350 USD

3.8400 USD

3.8413 USD

3.8450 USD

3.8476 USD

3.8500 USD

3.8650 USD

3.8700 USD

3.8738 USD

3.8750 USD

3.8840 USD

3.8850 USD

3.8856 USD

3.8880 USD

3.8900 USD

3.8950 USD

3.8960 USD

3.8961 USD

3.8983 USD

3.9008 USD

3.9050 USD

3.9055 USD

3.9072 USD

3.9076 USD

3.9100 USD

3.9125 USD

3.9144 USD

3.9150 USD

3.9163 USD

3.9166 USD

3.9186 USD

3.9200 USD

3.9303 USD

3.9306 USD

3.9308 USD

3.9311 USD

3.9350 USD

3.9514 USD

3.9551 USD

3.9600 USD

3.9686 USD

3.9750 USD

4.0300 USD

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(b)           Cash-settled derivative transactions

Class of relevant security

$0.01 ordinary shares

Product description

e.g. CFD

Equity Swap

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Decrease Short

Increase Long

Increase Short

Opening a long position

Number of reference

securities

251

9

10,993

1,844

65,118

546

1,260

Price per unit

3.7782 USD

3.9100 USD

3.9125 USD

3.9514 USD

3.9166 USD

3.8476 USD

3.9551 USD

(c)           Stock-settled derivative transactions (including options)

(i)            Writing, selling, purchasing or varying

  • Class of

    relevant

    security

  • Product

    description e.g. call

    option

  • Writing, purchasing, selling, varying

    etc.

  • Number

    of

    securities

    to which

    option

    relates

    (Note 6)

  • Exercise

    price per

    unit

  • Type

    e.g.

    American,

    European

    etc.

  • Expiry

    date

  • Option

    money

    paid/

    received per unit

(ii)           Exercise

  • Class of

    relevant

    security

  • Product

    description

    e.g. call

    option

  • Exercising/

    exercised

    against

  • Number of

    securities

  • Exercise

    price per

    unit

    (Note 5)

(d)           Other dealings (including transactions in respect of new securities) (Note 3)

  • Class of

    relevant

    security

  • Nature of dealing

    e.g. subscription,

    conversion, exercise

  • Details

  • Price per unit (if

    applicable)

    (Note 5)

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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 person making the disclosure and any party to the offer or any person acting in concert with a party to the offer.

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

(b)           Agreements, arrangements or understandings relating to options or derivatives

Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated.

(c)           Attachments

  • Is a Supplemental Form 8 attached?

  • NO

Date of disclosure

29 June 2026

Contact name

Hetvi Shah

Telephone number

44 2034 936359

Public disclosures under Rule 8.3 of the Rules must be made to a Regulatory Information Service.

Ap31

NOTES ON FORM 8.3

1.             See the definition of "connected fund manager" in Rule 2.2 of Part A of the Rules.

2.             See the definition of "interest in a relevant security" in Rule 2.5 of Part A of the Rules and see Rule 8.6(a) and (b) of Part B of the Rules.

3.             See the definition of "relevant securities" in Rule 2.1 of Part A of the Rules.

4.             See the definition of "dealing" in Rule 2.1 of Part A of the Rules.

5.             If the economic exposure to changes in the price of securities is limited, for example, by virtue of a stop loss arrangement relating to a spread bet, full details must be given.

6.             See Rule 2.5(d) of Part A of the Rules.

7.             If details included in a disclosure under Rule 8 are incorrect, they should be corrected as soon as practicable in a subsequent disclosure. Such disclosure should state clearly that it corrects details disclosed previously, identify the disclosure or disclosures being corrected, and provide sufficient detail for the reader to understand the nature of the corrections. In the case of any doubt, the Panel should be consulted.

For full details of disclosure requirements, see Rule 8 of the Rules. If in doubt, consult the Panel.

References in these notes to "the Rules" are to the Irish Takeover Panel Act, 1997, Takeover Rules, 2022.

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