Vistry Group PLC

Major Shareholding Notification • Sep 14, 2022

National Storage Mechanism | Additional information

RNS Number : 4417Z

Vistry Group PLC

14 September 2022

FORM 8 (OPD)

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

1.         KEY INFORMATION

(a) Full name of discloser:	Vistry Group PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):      The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:      Use a separate form for each offeror/offeree	Vistry Group PLC
(d) Is the discloser the offeror or the offeree?	OFFEROR
(e) Date position held:      The latest practicable date prior to the disclosure	13 September 2022
(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?      If it is a cash offer or possible cash offer, state "N/A"	YES If YES, specify which: Countryside Partnerships PLC

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

Class of relevant security:	Ordinary shares
	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.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(b)        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

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

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

(A)  Interests in Vistry Group PLC's ordinary shares held by the directors of Vistry Group PLC and their close relatives and related trusts

Vistry Group PLC Director	Number of relevant securities owned and/or controlled	%
Margaret Christine Browne	9,832	0.005
Ralph Graham Findlay	2,868	0.001
Gregory Paul Fitzgerald	745,8451	0.342
Katherine Christina Mary Innes Ker	850	0.000
Graham Prothero	62,7942	0.029
Earl Sibley	35,7263	0.016
Ashley Caroline Steel	3,059	0.001

1 This figure includes 39,356 shares which are beneficially owned by Judith Fitzgerald.

2 This figure includes 54,804 shares which are beneficially owned by Miranda Prothero.

3 This figure includes 20,210 shares which are beneficially owned by Emma Sibley.

(B)  Interests under the Vistry share plans held by the directors of Vistry Group PLC

Vistry Group PLC Director	Number of relevant securities	Grant Date	Vesting Date	Expiry Date	Exercise /Option   Price
Gregory Paul Fitzgerald	91,369	08-Sep-2017	08-Sep-2020	07-Sep-2027	NIL
30,759	05-Mar-2018	05-Mar-2021	04-Mar-2028	NIL
41,009	04-Mar-2019	04-Mar-2022	03-Mar-2029	NIL
108,923	02-Mar-2020	02-Mar-2023	01-Mar-2030	NIL
135,109	08-Mar-2021	08-Mar-2024	07-Mar-2031	NIL
153,784	04-Mar-2022	04-Mar-2025	03-Mar-2032	NIL
36,878	04-Mar-2022	04-Mar-2024	03-Apr-2024	NIL
Graham Prothero	78,186	02-Mar-2020	02-Mar-2023	01-Mar-2030	NIL
96,982	08-Mar-2021	08-Mar-2024	07-Mar-2031	NIL
109,063	04-Mar-2022	04-Mar-2025	03-Mar-2032	NIL
26,471	04-Mar-2022	04-Mar-2024	03-Apr-2024	NIL
3,849	01-Dec-2020	01-Dec-2023	01-Jun-2024	£4.676
Earl Sibley	40,263	08-Sep-2017	08-Sep-2020	07-Sep-2027	NIL
9,377	05-Mar-2018	05-Mar-2021	04-Mar-2028	NIL
16,833	04-Mar-2019	04-Mar-2022	03-Mar-2029	NIL
61,767	02-Mar-2020	02-Mar-2023	01-Mar-2030	NIL
76,616	08-Mar-2021	08-Mar-2024	07-Mar-2031	NIL
87,624	04-Mar-2022	04-Mar-2025	03-Mar-2032	NIL
20,912	04-Mar-2022	04-Mar-2024	03-Apr-2024	NIL
2,208	01-Jun-2021	01-Jun-2024	01-Jan-2025	£8.152

(C)  Interests in Vistry's ordinary shares held by other concert parties of Vistry Group PLC

Nil.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

4.         OTHER INFORMATION

(a)        Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it: Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"
None

(b)        Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to: (i)  the voting rights of any relevant securities under any option; or (ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none"
None

(c)        Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	NO
Supplemental Form 8 (SBL)	NO

###### Date of disclosure:	14 September 2022
###### Contact name:	Clare Bates General Counsel & Group Company Secretary
###### Telephone number:	+44 7874 863 532

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

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