Type 8 (OPD) Stagecoach Group plc

FORM 8 (OPD)

DISCLOSURE OF A POSITION OF OPENING TO THE PUBLIC BY A PARTY TO AN OFFER

Guidelines 8.1 and eight.2 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full title of discloser: Stagecoach Group Plc
(b) Proprietor or controller of the disclosed pursuits and quick positions, if totally different from 1 (a):

The designation of nominees or car corporations is inadequate. For a belief, the trustee (s), settlor and beneficiaries should be named.

N / A
(c) Title of the offeror / officer for the related titles to which this way relates:

Use a separate type for every offeror / beneficiary

Stagecoach Group Plc
(d) Is the discloser the offerer or the offender? recipient
(e) Date of occupation:

The final practicable date earlier than disclosure

October 1, 2021
(f) Along with the corporate talked about in 1 (c) above, does the discloser make any disclosures with respect to some other occasion to the provide?

If it’s a money provide or a potential money provide, point out “N / A”

No

2. POSITIONS OF THE DISCLOSING PARTY TO THE OFFER

If there are positions or rights to be subscribed to be disclosed in multiple class of related securities of the offeror or the offender named in level 1 (c), copy desk 2 (a) or (b) (relying on the case) for every extra class of related titles. Safety.

(a) Pursuits and quick positions within the related securities of the offeror or of the offender to which the disclosure relates

Related security class:
Pursuits Brief positions
Quantity % Quantity %
(1) Related securities held and / or managed: N / A N / A
(2) Derivatives settled in money: N / A N / A
(3) Derivatives settled in shares (together with choices) and purchase / promote agreements: N / A N / A

TOTAL:

N / A N / A

All curiosity and quick positions should be disclosed.

Particulars of all open settled spinoff positions in equities (together with traded choices) or related securities purchase or promote agreements ought to be supplied on a Supplemental Type 8 (Open Positions).

Particulars of any debt and securities lending place or monetary assure preparations ought to be disclosed on a Supplemental Type 8 (SBL).

(b) Subscription rights for brand new securities

Class of securities involved in relation to which there’s a subscription proper: N / A
Particulars, together with the character of the rights involved and the related percentages: N / A

3. POSITIONS OF PERSONS ACTING IN CONCERT WITH THE DISCLOSING PARTY TO THE OFFER

Particulars of the pursuits, quick positions and subscription rights (together with choices of administrators and different staff) of any individual appearing in live performance with the occasion to the providing making the disclosure:

a) Pursuits of subsidiaries, related corporations and firms of which these corporations are related corporations

N / A

b) Pursuits held by the administrators of the Bidder, their shut kinfolk and the associated trusts of any of them (excluding the choices set out under)

title Variety of shares Share of issued share capital (to 3 decimal locations)
Mr. Brian Souter (1) 137 833 712 25,021
Martin Griffiths (2) 686,279 0.125
Ross Paterson (3) 388,197 0.070
Ray O’Toole 18,000 0.003
Lynne weedall 12,000 0.002
Karen thomson 11,071 0.002
Gregor Alexandre (4) 10,406 0.002

  1. Consists of pursuits held by shut kinfolk of Sir Brian Souter (together with Dame Ann Gloag) and his associated trusts.
  2. Consists of pursuits held by kinfolk of Mr. Griffiths.
  3. Consists of pursuits held by kinfolk of Mr. Paterson.
  4. Consists of pursuits held by shut kinfolk of Mr. Alexander.
  5. Choices held by administrators of the goal entity, their subsequent of kin and trusts associated to any of them
title Plan / assign Award date Variety of shares Strike worth (GBP £) Acquisition date
Martin griffiths Administration participation plan June 27, 2019 372 226 None June 27, 2022
Administration participation plan July 1, 2021 516.199 None July 1, 2024
Restricted share plan December 10, 2020 621 741 None 33.33% December 10, 2024

33.33% December 10, 2025

33.33% December 10, 2026

Restricted share plan July 1, 2021 595,615 None 33.33% July 1, 2025

33.33% July 1, 2026

33.33% July 1, 2027

Ross paterson Administration participation plan December 6, 2018 121,766 None December 6, 2021
Administration participation plan June 27, 2019 248,169 None June 27, 2022
Administration participation plan July 1, 2021 344,159 None July 1, 2024
Restricted share plan December 10, 2020 414,526 None 33.33% December 10, 2024

33.33% December 10, 2025

33.33% December 10, 2026

Restricted share plan July 1, 2021 397 107 None 33.33% July 1, 2025

33.33% July 1, 2026

33.33% July 1, 2027

Mr. Griffiths and Mr. Paterson every personal an extra 9,042 Widespread Shares by way of the As You Earn Buy Program of Stagecoach Group plc (“Firm” (“BAYE”). ‘shares bought on wage and held by the trustee of BAYE on behalf of the administrator. BAYE is a mechanism permitting eligible staff to buy shares (“shares”) on their gross earnings. The Firm offers two shares of consideration for every share bought out of the primary £ 10 of every worker’s month-to-month funding, topic to a most Firm contribution of a worth of £ 20 per worker per thirty days. If the shares are held in belief for 5 years or extra, no earnings tax and no nationwide insurance coverage will probably be payable. Corresponding shares will probably be forfeited if the corresponding partnership shares are withdrawn from the belief inside three years of the grant. investments in shares beneath the BAYE plan have been suspended since April 6, 2020.

D) Curiosity from the Bidder’s pension plans and related corporations

N / A

e) Pursuits of associated advisers of the Bidder

N / A

F) Pursuits of different individuals appearing in live performance with the Shopper

N / A

Particulars of all open spinoff positions settled in equities (together with traded choices) or related securities purchase or promote agreements ought to be supplied on a Supplemental Type 8 (Open Positions).

Particulars of any securities borrowing and lending positions or monetary collateral preparations ought to be disclosed on a Supplemental Type 8 (SBL).

4. OTHER INFORMATION

(a) Indemnification and different commerce agreements

Particulars of any indemnification or choice settlement, or any settlement or association, formal or casual, referring to the related securities which can be an inducement to commerce or chorus from buying and selling entered into by the occasion to the providing making disclosure or anybody appearing in live performance with it:

Irrevocable commitments and letters of intent shouldn’t be included. If there aren’t any such agreements, preparations or understandings, point out “none”

Nothing.

(b) Agreements, preparations or understandings referring to choices or derivatives

Particulars of any settlement, association or understanding, formal or casual, between the occasion to the provide making the disclosure, or any individual appearing in live performance with it, and some other individual referring to:

(i) the voting rights of any related safety beneath an choice; The place

(ii) voting rights or the long run acquisition or disposal of any related safety to which a spinoff is referenced:

If there aren’t any such agreements, preparations or understandings, point out “none”

Nothing.

(c) Attachments

Are extra varieties connected?

Supplementary type 8 (Open positions) NO
Supplementary Type 8 (SBL) NO

Disclosure Date: October 4, 2021
Title of the contact: Michel Vaux
Cellphone quantity: 01738 442111

Public disclosures beneath Rule 8 of the Code should be made to a regulatory data service.

The Panel’s Market Surveillance Unit is obtainable for session concerning the Code’s disclosure necessities on +44 (0) 20 7638 0129.

The Code might be seen on the Group’s web site at www.thetakeoverpanel.org.uk.

Supply hyperlink

About Michael Foreman

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