Form 8 – Gamma Communications plc
Gamma Communications PLC, as the offeree in an offer, has disclosed its public opening position as of April 17, 2026, reporting no direct interests or short positions in its own 0.25p ordinary shares. However, the disclosure includes interests held by directors and the SIP Trust, with directors Andrew Belshaw, Martin Hellawell, Charlotta Ginman, Xavier Robert, and Chris Jagusz holding 96,678, 8,650, 1,000, 3,000, and 5,408 ordinary shares respectively, representing 0.10% and minor percentages of the total issued share capital. Additionally, Andrew Belshaw holds a significant number of shares under various share plans, with options and awards granted between 2020 and 2025, all with an exercise price of £0.0025. The SIP Trust, managed by Equiniti Share Plan Trustees Limited, holds 16,708 ordinary shares, representing 0.02%. There are no disclosed indemnity or option arrangements, or agreements relating to voting rights of options or derivatives.
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Rules 8.1 and 8.2 of the Takeover Code (the "Code")
KEY INFORMATION
| (a) Full name of discloser: | GAMMA COMMUNICATIONS PLC |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | GAMMA COMMUNICATIONS PLC |
| (d) Is the discloser the offeror or the offeree? | OFFEREE |
| (e) Date position held: The latest practicable date prior to the disclosure | 17 APRIL 2026 |
POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
| Class of relevant security: | 0.25p ordinary | |||
| 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.
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
- Interests held by the directors of Gamma Communications plc, their close relatives and related trusts Name No. of ordinary shares in Gamma Communications PLC Percentage of total issued share capital (excluding share options) Andrew Belshaw 96,678 0.10% Martin Hellawell 8,650 0.01% Charlotta Ginman 1,000 0.00% Xavier Robert 3,000 0.00% Chris Jagusz 5,408 0.00% b) Interests held as options or awards under the share plans of Gamma Communications plc by the directors of Gamma Communications plc and their close relatives and related trusts Name Share Plan No. of Shares under option Date of grant Vesting Date Exercise price (per share) Expiry date Andrew Belshaw 2020 Deferred Bonus 6,250 September 2020 31 March 2023 £0.0025 September 2030 2021 Deferred Bonus 3,789 April 2021 31 March 2024 £0.0025 April 2031 2021 LTIP 8,956 April 2021 29 April 2024 £0.0025 April 2031 2022 Deferred Bonus 4,665 March 2022 31 March 2025 £0.0025 March 2032 2022 LTIP 10,787 March 2022 25 April 2025 £0.0025 April 2032 2023 Deferred Bonus 9,789 March 2023 31 March 2026 £0.0025 March 2033 2023 LTIP 21,067 May 2023 22 May 2026 £0.0025 May 2033 2024 Deferred Bonus 10,035 April 2024 31 March 2027 £0.0025 April 2034 2024 LTIP 61,436 April 2024 12 April 2027 £0.0025 April 2034 2025 Deferred Bonus 11,086 April 2025 31 March 2028 £0.0025 April 2035 2025 LTIP 77,642 May 2025 16 May 2028 £0.0025 May 2035 SAYE 1,957 2 May 2025 1 July 2028 - 31 December 2028 c) Shares held by the SIP Trust Name No. of ordinary shares in Gamma Communications PLC Percentage of total issued share capital (excluding share options) Equiniti Share Plan Trustees Limited 16,708 0.02% (rounded up to two decimal places)
- 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: | 20 April 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.
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