Form 8 (OPD) - NCC Group plc
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Rules 8.1 and 8.2 of the Takeover Code (the "Code")
KEY INFORMATION
| (a) Full name of discloser: | NCC Group plc |
| (d) Is the discloser the offeror or the offeree? | OFFEREE |
| (e) Date position held: The latest practicable date prior to the disclosure | 29 July 2025 |
a
POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
Class of relevant security:
| Interests | Short positions | |||
| Number | % | Number | % | |
| (1) Relevant securities owned and/or controlled: | Nil | Nil | Nil | Nil |
| (2) Cash-settled derivatives: | Nil | Nil | Nil | Nil |
| TOTAL: | Nil | Nil | 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: | None |
| 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 NCC Group plc, their close relatives, controlled companies and related trusts. Name Director and director's concert parties' current rights in or rights to subscribe for NCC shares % of ordinary share capital Chris Stone 756,195 0.2401 Mike Maddison 169,778 0.0539 Julie Chakraverty 63,914 0.0203 Mike Ettling 50,000 0.0159 Lynn Fordham 50,000 0.0159 Jennifer Duvalier 19,115 0.0061 Guy Ellis 1,472 0.000 47 (b) Interests held as options or awards under the share plans of NCC Group plc and its subsidiaries by the directors of NCC Group plc and their close relatives and related trusts. Name Number of ordinary shares under option/award Type of award/share plan Grant date Exercise price Vesting date Lapse date Mike Maddison 1,140,954 Nil-cost options subject to performance 11 June 2024 Nil 1 October 2027 30 June 2034 Mike Maddison 822,368 Nil-cost options subject to performance 30 October 2023 Nil 1 October 2026 29 October 2033 Mike Maddison 436,408 Nil-cost options subject to performance 26 October 2022 Nil 1 October 2025 25 October 2032 Mike Maddison 59,493 Deferred bonus nil‑cost options 11 December 2024 Nil 11 December 2026 10 December 2034 Mike Maddison 117,983 Deferred bonus nil‑cost options 30 August 2024 Nil 30 August 2026 29 August 2034 Mike Maddison 12,207 Deferred bonus nil‑cost options 4 October 2023 Nil 4 October 2025 3 October 2033 Mike Maddison 18,699 Sharesave (SAYE) 9 April 2024 £0.992 1 June 2027 30 November 2027 Guy Ellis 563,685 Nil-cost options subject to performance 11 June 2024 Nil 1 October 2027 30 June 2034 Guy Ellis 281,954 Nil-cost options subject to performance 30 October 2023 Nil 1 October 2026 29 October 2033 Guy Ellis 33,066 Deferred bonus nil‑cost options 11 December 2024 Nil 11 December 2026 10 December 2034 Guy Ellis 56,451 Deferred bonus nil‑cost options 30 August 2024 Nil 30 August 2026 29 August 2034 Guy Ellis 9,450 Restricted Share Plan nil-cost options 26 October 2022 Nil 1 October 2025 31 October 2032 Guy Ellis 9,668 Sharesave (SAYE) 21 July 2025 £1.1387 1 September 2028 28 February 2029
- 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: | 29 July 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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