Form 8 (OPD) - Dianomi plc
Dianomi plc, as the offeree in a potential takeover, has disclosed its public opening position as of September 25, 2026, reporting no interests or short positions in its own ordinary shares. However, individuals acting in concert with Dianomi plc hold significant stakes; Rupert Hodson, a director, holds 9.74% (2,882,392 shares), Michael Kelly holds 0.98% (294,432 shares), and Charlotte Stranner holds 0.06% (20,000 shares). Additionally, Raphael Queisser holds 12.09% (3,632,134 shares) and Robert Cabell De Marcellus holds 9.29% (2,789,572 shares) of Dianomi plc's ordinary shares. Charlotte Stranner also has 131,868 ordinary shares under an option in the Long Term Incentive Plan. There are no other disclosed agreements or understandings related to dealings in the company's securities.
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Rules 8.1 and 8.2 of the Takeover Code (the “Code”)
KEY INFORMATION
| (a) Full name of discloser: | Dianomi plc |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Dianomi plc |
| (d) Is the discloser the offeror or the offeree? | Offeree |
| (e) Date position held: The latest practicable date prior to the disclosure | 25 September 2026 |
POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
| Class of relevant security: | Ordinary shares of £0.002 each | |||
| Interests | Short positions | |||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled: | NIL | - | NIL | - |
| (2) Cash-settled derivatives: | NIL | - | NIL | - |
| TOTAL: | NIL | - | NIL | - |
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
Ordinary shares in Dianomi plc held by the directors of Dianomi plc and their close relatives and related trusts: Name of Director Number of Dianomi plc ordinary shares of £0.002 each Percentage of total issued Dianomi plc ordinary share capital Rupert Hodson* 2,882,392 9.74% Michael Kelly 294,432 0.98% Charlotte Stranner 20,000 0.06% *Includes the holdings of Rupert Hodson’s relatives. Interests held in ordinary shares by members of the Company’s concert party presumed to be acting in concert with certain Directors: Name of Party Number of Dianomi plc ordinary shares of £0.002 each Percentage of total issued Dianomi plc ordinary share capital Raphael Queisser** 3,632,134 12.09% Robert Cabell De Marcellus 2,789,572 9.29% ** Includes the holdings of Raphael Queisser’s relatives. Interests in Dianomi plc held as options or awards under the share plans of Dianomi plc by the directors of Dianomi plc and their close relatives and related trusts Name of Director Share plan Number of ordinary shares under option / award Exercise price (pence) Date of grant and expiry Vesting Charlotte Stranner Long term incentive plan 131,868 50p 3/11/2023 (grant) 3/11/2033 (expiry) Vesting of options is conditional on performance criteria being met or the performance criteria being waived by the remuneration committee
- 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: | 28 September 2026 |
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.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.