Form 8 (OPD) - Pinewood Technologies Group plc
Pinewood Technologies Group plc, as the offeree in an offer, has disclosed its public opening position as of February 11, 2026, reporting no interests or short positions in its ordinary shares. However, directors hold beneficial interests totaling 184,343 ordinary shares, representing 0.13% of the issued share capital. Additionally, several directors have outstanding conditional share awards under various plans, including the Deferred Share Plan and LTIP, with vesting dates ranging from July 2027 to June 2028, and these awards do not involve any purchase price. There are no reported indemnity or option arrangements, or agreements relating to 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: | Pinewood Technologies Group plc |
| (c) Name of offeror/offeree in relation to whose relevant securities this form relates: Use a separate form for each offeror/offeree | Pinewood Technologies Group plc |
| (d) Is the discloser the offeror or the offeree? | OFFEREE |
| (e) Date position held: The latest practicable date prior to the disclosure | 11 February 2026 |
POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE
| Class of relevant security: | Ordinary shares of £1.00 each | |||
| 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
- Shares held by the directors of Pinewood Technologies Group plc (held beneficially by them or their close relatives) Name Number of Ordinary Shares of £1.00 each in the offeree company Percentage of total issued share capital (%) (excluding shares under option) of the offeree company William Berman 13,921 0.01% Oliver Mann 49,296 0.04% Dietmar Exler 26,850 0.02% Brian Small 26,349 0.02% Christopher Holzshu 28,000 0.02% Jemima Bird 15,627 0.01% b) Awards granted to the directors of Pinewood Technologies Group plc outstanding Name Description of Award Date of Grant Number of Ordinary Shares of £1.00 each subject to the outstanding awards Price Vesting Date ( subject to satisfaction of relevant conditions, otherwise Awards will lapse ) William Berman Conditional share awards granted pursuant to the Deferred Share Plan (2024) 15 July 2024 400,485 Nil 15 July 2027 Conditional share awards granted pursuant to the Deferred Share Plan (2025) 12 June 2025 56,357 Nil 12 June 2028 Conditional share awards granted pursuant to the LTIP (2024) 15 July 2024 1,256,067 Nil 15 July 2027 Conditional share awards granted pursuant to the LTIP (2025) 12 June 2025 232,194 Nil 12 June 2028 Oliver Mann Conditional share awards granted pursuant to the LTIP (2024) 15 July 2024 291,262 Nil 15 July 2027 Conditional share awards pursuant to the LTIP (2025) 12 June 2025 98,013 Nil 12 June 2028 Conditional share awards granted pursuant to the Deferred Share Plan (2025) 12 June 2025 19,602 Nil 12 June 2028
- 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: | 12 February 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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