Form 8 (OPD) - Audioboom Group plc
Audioboom Group PLC, the offeree, disclosed positions as of October 15, 2025. Directors of Audioboom Group plc have beneficial holdings in ordinary shares: Michael Tobin holds 894,190 shares representing 4.98% of voting share capital, Stuart Last holds 46,573 shares representing 0.26%, Brad Clarke holds 5,000 shares representing 0.03%, Roger Maddock holds 397,812 shares representing 2.21%, and Steven Smith holds 4,764 shares representing 0.03%. Stuart Last holds options over ordinary shares with number outstanding ranging from 7,000 to 90,000, with option prices ranging from £2.185 to £4.45 and expiry dates from 2026 to 2034. Brad Clarke holds options over ordinary shares with number outstanding ranging from 33,334 to 95,000, with option prices ranging from £1.30 to £4.45 and expiry dates from 2028 to 2034.
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Rules 8.1 and 8.2 of the Takeover Code (the "Code")
KEY INFORMATION
| (a) Full name of discloser: | AUDIOBOOM GROUP PLC |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | AUDIOBOOM GROUP PLC |
| (d) Is the discloser the offeror or the offeree? | OFFEREE |
| (e) Date position held: The latest practicable date prior to the disclosure | 15 OCTOBER 2025 |
POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
| Class of relevant security: | Ordinary shares of no par value | ||
| Interests | Short positions | ||
| Number | % | Number | % |
- Relevant securities owned and/or controlled:
- Cash-settled derivatives:
- Stock-settled derivatives (including options) and agreements to purchase/sell:
| TOTAL: | N/A |
All interests and all short positions should be disclosed.
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 |
- POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE
- Beneficial holdings of the Directors of Audioboom Group plc (including their close relatives) in its ordinary shares of no par value each Name Number of ordinary shares held % of voting share capital Michael Tobin 894,190 4.98% Stuart Last 46,573 0.26% Brad Clarke 5,000 0.03% Roger Maddock (1) 397,812 2.21% Steven Smith 4,764 0.03% (1) Included in Roger Maddock's holding are 40,000 ordinary shares in Audioboom Group plc held by the Preston Trust. The Preston Trust is a discretionary trust for the benefit of Roger Maddock's children and grandchildren. Roger Maddock is the settlor, the trustees are Curatus Trust Company (Mauritius) Limited, the protector is Attendus S.A and the trust structure is administered by Attendus Trust Company AG. (b) Beneficial holdings of the directors of Audioboom Group plc in rights to subscribe for shares in Audioboom Group plc Options over ordinary shares in Audioboom Group plc: Name Plan Date of grant Option price (p) Expiry Date Number outstanding Stuart Last Employee Share Option Plan* 9 March 2016 8 May 2017 20 March 2019 20 December 2019 19 March 2021 20 April 2023 30 April 2024 £3.125 £2.185 £1.30 £2.075 £4.45 £3.61 £2.40 9 March 2026 8 May 2027 20 March 2029 20 December 2029 19 March 2031 20 April 2033 30 April 2034 7,000 50,340 38,663 90, 000 33,334 60,000 60,000 Brad Clarke Employee Share Option Plan* 1 September 2018 20 March 2019 19 March 2021 20 April 2023 30 April 2024 £2.40 £1.30 £4.45 £3.61 £2.40 1 September 2028 20 March 2029 19 March 2031 20 April 2033 30 April 2034 65,000 95,000 33,334 60,000 60,000 * The vesting of certain of these options is subject to performance conditions relating to the Company's performance in terms of revenue and EBITDA metrics against budget. These options vest and are exercisable on a change of control.
- OTHER INFORMATION
- Indemnity and other dealing arrangements
None
- Agreements, arrangements or understandings relating to options or derivatives
None
Attachments
Are any Supplemental Forms attached?
| Supplemental Form 8 (Open Positions) | NO |
| Supplemental Form 8 (SBL) | NO |
| Date of disclosure: | 15 October 2025 |
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
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