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EMPRESARIA GROUP PLC

Regulatory Filings May 20, 2025

7621_rns_2025-05-20_1de08fa9-a0c6-40be-9eba-bc7c53814e98.html

Regulatory Filings

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National Storage Mechanism | Additional information

RNS Number : 4577J

Empresaria Group PLC

20 May 2025

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: Empresaria 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
Empresaria Group plc
(d) Is the discloser the offeror or the offeree? OFFEREE
(e) Date position held:

     The latest practicable date prior to the disclosure
20 May 2025
(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"
N/A

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 of 5 pence each
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: Nil Nil Nil Nil
(2) Cash-settled derivatives: Nil Nil Nil Nil
(3) Stock-settled derivatives (including options) and agreements to purchase/sell: Nil Nil Nil Nil
TOTAL: Nil Nil 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: None
Details, including nature of the rights concerned and relevant percentages: None

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)   Empresaria Group plc ordinary shares of 5 pence each held by director of Empresaria Group plc

Name of Empresaria Group plc Director Position Number of Empresaria Group plc ordinary shares of 5 pence each held Percentage of total issued share capital (%)
Tim Anderson CFO 395,000 0.79%
Rhona Driggs CEO 220,099 0.44%
Penelope Freer Non-Executive Chair 15,000 0.03%

b)   Options and awards in Empresaria Group plc held by directors of Empresaria Group plc

Name of Empresaria Group plc Director Number and class of securities under option Name of scheme or plan Exercise price Vesting details
Rhona Driggs 505,540 ordinary shares of 5 pence each Empresaria Group plc

Long Term Incentive Plan
Nil Grant Date: 25 April 2023

Estimated Expiry Date: June 2026

Estimated Vesting Date: April 2026
Rhona Driggs 1,461,987 ordinary shares of 5 pence each Empresaria Group plc

Long Term Incentive Plan
Nil Grant Date: 4 June 2024

Estimated Expiry Date: June 2027

Estimated Vesting Date: April 2027
Tim Anderson 325,000 ordinary shares of 5 pence each Empresaria Group plc

Long Term Incentive Plan
Nil Grant Date: 25 April 2023

Expiry Date: 25 April 2029

Estimated Vesting Date: April 2026
Tim Anderson 957,894 ordinary shares of 5 pence each Empresaria Group plc

Long Term Incentive Plan
Nil Grant Date: 4 June 2024

Expiry Date: 4 June 2030

Estimated Vesting Date: April 2027

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: 20 May 2025
###### Contact name: James Chapman
###### Telephone number: 01342 711 447

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 .

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

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