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SHIELD THERAPEUTICS PLC M&A Activity 2023

May 18, 2023

7914_tar_2023-05-18_c22a5444-3e1d-42c7-9ff7-b8c46cbb2144.html

M&A Activity

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National Storage Mechanism | Additional information

RNS Number : 9347Z

Shield Therapeutics PLC

18 May 2023

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: Shield Therapeutics 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
Shield Therapeutics plc
(d) Is the discloser the offeror or the offeree? Offeree
(e) Date position held:

     The latest practicable date prior to the disclosure
18 May 2023
(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"
No

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:
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:

Interests held by directors of Shield Therapeutics plc (together with their close relatives and the related trusts of any of them)

Name Total Number of Shield Shares Percentage of existing issued share capital of Shield
Hans Peter Hasler 3,300,000 0.46%
Greg Madison 1,893,039 0.26%
Peter Llewellyn-Davies 177,842 0.02%
Fabiana Lacerca-Allen 271,886 0.03%
Anders Lundstrom 10,000 0.00%
Total 5,652,767 0.79%
Name Share Options
Scheme Number of Shield Shares under option Date of grant Exercise price per Shield Share (£) Exercise period / Vesting period
Greg Madison Retention and Performance Share Plan 2,596,058 08 Aug 2022 7.2p 08 Aug 2023
Greg Madison Retention and Performance Share Plan 2,596,058 08 Aug 2022 7.2p 08 Aug 2025
Greg Madison Retention and Performance Share Plan 620,696 14 Jun 2021 1.5p 14 Jun 2024

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: 18 May 2023
###### Contact name: Lucy Huntington-Bailey
###### Telephone number: +44 (0) 191 511 8519

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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