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Form 8 – Gamma Communications plc

20th Apr 2026 15:42

RNS Number : 1827B
Gamma Communications PLC
20 April 2026
 

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:

GAMMA COMMUNICATIONS 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

GAMMA COMMUNICATIONS PLC

(d) Is the discloser the offeror or the offeree?

OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

17 APRIL 2026

(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:

 

0.25p ordinary

 

 

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 held by the directors of Gamma Communications plc, their close relatives and related trusts

 

Name

No. of ordinary shares in Gamma Communications PLC

Percentage of total issued share capital (excluding share options)

Andrew Belshaw

96,678

0.10%

Martin Hellawell

8,650

0.01%

Charlotta Ginman

1,000

0.00%

Xavier Robert

3,000

0.00%

Chris Jagusz

5,408

0.00%

 

b) Interests held as options or awards under the share plans of Gamma Communications plc by the directors of Gamma Communications plc and their close relatives and related trusts

 

Name

Share Plan

No. of Shares under option

Date of grant

Vesting Date

Exercise price (per share)

Expiry date

Andrew Belshaw

2020

Deferred Bonus

6,250

September 2020

31 March 2023

£0.0025

September 2030

2021

Deferred Bonus

3,789

April 2021

31 March 2024

£0.0025

April 2031

2021 LTIP

8,956

April 2021

29 April 2024

£0.0025

April 2031

2022

Deferred Bonus

4,665

March 2022

31 March 2025

£0.0025

March 2032

2022 LTIP

10,787

March 2022

25 April 2025

£0.0025

April 2032

2023

Deferred Bonus

9,789

March 2023

31 March 2026

£0.0025

March 2033

2023 LTIP

21,067

May 2023

22 May 2026

£0.0025

May 2033

2024 Deferred Bonus

10,035

April 2024

31 March 2027

£0.0025

April 2034

2024 LTIP

61,436

April 2024

12 April 2027

£0.0025

April 2034

2025 Deferred Bonus

11,086

April 2025

31 March 2028

£0.0025

April 2035

2025 LTIP

77,642

May 2025

16 May 2028

£0.0025

May 2035

SAYE

1,957

2 May 2025

1 July 2028

-

31 December 2028

 

c) Shares held by the SIP Trust

 

Name

No. of ordinary shares in Gamma Communications PLC

Percentage of total issued share capital (excluding share options)

Equiniti Share Plan Trustees Limited

16,708

0.02% (rounded up to two decimal places)

 

 

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 April 2026

Contact name:

Rachael Matzopoulos, Company Secretary

Telephone number:

+44 (0) 33 3006 5972

 

 

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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END
 
 
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