TIDMVTY TIDMCSP
RNS Number : 1416D
Vistry Group PLC
17 October 2022
FORM 8 (DD)
PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON
ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF
DISCRETIONARY INVESTMENT CLIENTS)
Rules 8.1, 8.2 and 8.4 of the Takeover Code (the "Code")
1. KEY INFORMATION
(a) Full name of discloser: GRAHAM PROTHERO
(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.
---------------------------------------------------------
(c) Name of offeror/offeree in relation to whose relevant VISTRY GROUP PLC
securities this form relates:
Use a separate form for each offeror/offeree
---------------------------------------------------------
(d) Status of person making the disclosure: PERSON ACTING IN CONCERT WITH OFFEROR (VISTRY GROUP PLC)
e.g. offeror, offeree, person acting in concert with the
offeror/offeree (specify name of
offeror/offeree)
---------------------------------------------------------
(e) Date dealing undertaken: 17 OCTOBER 2022
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(f) In addition to the company in 1(c) above, is the NO
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"
---------------------------------------------------------
2. POSITIONS OF THE PERSON 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 following
the dealing
Class of relevant security: ORDINARY SHARES OF 50P EACH
Interests Short positions
-------------------- ------------------
Number % Number %
---------- -------- ------------- ---
(1) Relevant securities owned and/or controlled: 62,842* 0.029 - -
---------- -------- ------------- ---
(2) Cash-settled derivatives: NIL - - -
---------- -------- ------------- ---
(3) Stock-settled derivatives (including options) and agreements to NIL - - -
purchase/sell:
---------- -------- ------------- ---
TOTAL: 62,842* 0.029 - -
---------- -------- ------------- ---
* This figure includes 54,804 shares which are beneficially
owned by Miranda Prothero
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 (including directors' and other employee options)
Class of relevant security in relation to ORDINARY SHARES OF 50P EACH
which subscription right exists:
Details, including nature of the rights Vesting
concerned and relevant percentages: Date (subject Number of
Award to performance outstanding
Date conditions) Description options
02-Mar-2020 02-Mar-2023 LTIP 2020 78,186
------------------ ------------------ -------------
08-Mar-2021 08-Mar-2024 LTIP 2021 96,982
------------------ ------------------ -------------
04-Mar-2022 04-Mar-2025 LTIP 2022 109,063
------------------ ------------------ -------------
Totals for LTIP 284,231
-------------
All awards are nil cost options.
All awards are subject to a two
year holding period from vesting
before they become exercisable.
-------------
DBP 2022
04-Mar-2022 04-Mar-2024 - Nil Cost 26,471
------------------ ----------------- -------------
ShareSave
2020 - 3
year - Option
01-Dec-2020 01-Dec-2023 price GBP4.676 3,849
------------------ ----------------- -------------
----------------------------------------------------------------------
3. DEALINGS BY THE PERSON MAKING THE DISCLOSURE
Where there have been dealings in more than one class of
relevant securities of the offeror or offeree named in 1(c), copy
table 3(a), (b), (c) or (d) (as appropriate) for each additional
class of relevant security dealt in.
The currency of all prices and other monetary amounts should be
stated.
(a) Purchases and sales
(i) Party to an offer or person acting in concert (except for a
principal trader in the same group as a connected adviser)
Class of relevant security Purchase/sale Number of securities Price per unit
ORDINARY SHARES OF 50P EACH 28* GBP5.43
PURCHASE
-------------- --------------------- ---------------
*These securities were purchased by the Trustee of the Vistry
Group PLC Share Incentive Plan (the "Plan"). This is a continuing
membership in the Plan which is funded via deductions from salary
each month.
(ii) Principal trader where the sole reason for the connection
is that the principal trader is in the same group as a connected
adviser
Class of relevant Purchases/ sales Total number of Highest price per unit Lowest price per unit
security securities paid/received paid/received
(b) Cash-settled derivative transactions
Class of relevant Product description Nature of dealing Number of reference Price per unit
security e.g. CFD e.g. opening/closing a securities
long/short position,
increasing/reducing a
long/short position
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of Product Writing, Number of Exercise Type Expiry date Option money
relevant description purchasing, securities price per e.g. paid/
security e.g. call selling, to which unit American, received per
option varying etc. option European unit
relates etc.
(ii) Exercise
Class of relevant Product description Exercising/ exercised Number of securities Exercise price per
security e.g. call option against unit
(d) Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealing Details Price per unit (if applicable)
e.g. subscription, conversion
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 or person acting in concert making the
disclosure and any other person:
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 or person acting in concert making the disclosure 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: 17 OCTOBER 2022
Contact name: CLARE BATES
----------------
Telephone number: 07874 863 532
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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 dealing 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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