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Form 8 (OPD) - Mitie Group plc

17th Jun 2025 14:00

RNS Number : 2161N
MITIE Group PLC
17 June 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:

Mitie Treasury Management Limited

(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

Mitie Group plc

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

OFFEROR

(e) Date position held:

The latest practicable date prior to the disclosure

17 June 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"

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:

 

Ordinary shares of 2.5 pence each

 

 

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:

MITIE GROUP PLC ("Mitie") DIRECTORS

Name of director

Number of Mitie ordinary shares held

Percentage of total issued share capital (excluding treasury shares) (%)*

Phil Bentley

10,355,505

0.82

Simon Kirkpatrick

738,965**

0.06

Derek Mapp

696,188

0.06

Chet Patel

100,864

0.01

Jennifer Duvalier

95,665

0.01

Mary Reilly

126,511

0.01

Salma Shah

27,959

0.00

Penny James

47,091

0.00

Roger Yates

160,000

0.01

Chris Rogers

144,000

0.01

MITIE TREASURY MANAGEMENT LIMITED ("MTML") DIRECTORS

Name of director

Number of Mitie ordinary shares held

Percentage of total issued share capital (excluding treasury shares) (%)*

Katherine Heseltine-Brown

1,601

0.00

Katherine Woods

636,803

0.05

Matthew Peacock***

212,369

0.01

Peter Dickinson

2,415,648

0.19

 

*Subject to rounding

**29,521 Mitie shares are held by Helen Kirkpatrick.

***166,392 Mitie shares are held by Matthew Peacock's spouse.

Interests held as options or awards by directors of Mitie in Mitie ordinary shares

 

Phil Bentley

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Long term incentive plan

5,162,523

30 July 2024

30 July 2029

N/A

2,224,969

29 June 2023

29 June 2028

N/A

3,266,787

17 June 2022

17 June 2027

N/A

2,683,264

24 September 2021

24 September 2026

N/A

4,750,732

11 August 2020

11 August 2025

N/A

Deferred bonus plan

551,363

14 June 2024

14 June 2026

N/A

Enhanced delivery plan

8,806,611

27 July 2021

27 July 2026

N/A

 

 

Simon Kirkpatrick

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Long term incentive plan

689,292

30 July 2024

30 July 2029

N/A

865,265

29 June 2023

29 June 2028

N/A

1,029,038

17 June 2022

17 June 2027

N/A

782,618

24 September 2021

24 September 2026

N/A

Deferred bonus plan

211,025

14 June 2024

14 June 2026

N/A

Enhanced delivery plan

1,391,322

27 July 2021

27 July 2026

N/A

 

Interests held as options or awards by directors of MTML in Mitie ordinary shares

 

Katherine Heseltine-Brown

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Conditional share plan

43,021

7 February 2025

14 June 2027

N/A

Long term incentive plan

86,042

14 June 2024

14 June 2027

N/A

Save as you earn plan

4,732

1 February 2024

1 February 2027

N/A

Retention share plan

59,332

3 July 2023

3 July 2026

N/A

 

 

Katherine Woods

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Conditional share plan

51,453

7 February 2025

14 June 2027

N/A

Long term incentive plan

102,906

14 June 2024

14 June 2027

N/A

Retention share plan

77,132

3 July 2023

3 July 2026

N/A

75,499

17 June 2022

17 June 2025

N/A

 

 

Matthew Peacock

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Conditional share plan

49,474

7 February 2025

14 June 2027

N/A

Long term incentive plan

98,948

14 June 2024

14 June 2027

N/A

Save as you earn plan

23,660

1 February 2024

1 February 2027

N/A

Retention share plan

74,165

3 July 2023

3 July 2026

N/A

72,595

17 June 2022

17 June 2025

N/A

 

 

Peter Dickinson

 

Share Plan

Number of relevant securities

Grant Date

Vesting Date

Exercise Price

Long term incentive plan

681,116

14 June 2024

14 June 2027

N/A

880,716

29 June 2023

29 June 2026

N/A

1,293,103

17 June 2022

17 June 2025

N/A

Enhanced Delivery Plan

2,854,985

27 July 2021

27 July 2026

N/A

 

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:

17 June 2025

Contact name:

Peter Dickinson

Telephone number:

+44 (0) 7768 215 013

 

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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