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Form 8 (Opening Position Disclosure)

26th Jan 2026 14:42

RNS Number : 4102Q
Picton Property Income Limited
26 January 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:

Picton Property Income 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

Picton Property Income Limited

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

OFFEREE

(e) Date position held:

The latest practicable date prior to the disclosure

26 January 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:

 

Ordinary Shares with no par value

 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

Nil

0

Nil

0

(2) Cash-settled derivatives:

 

Nil

0

Nil

0

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

Nil

0

Nil

0

 

TOTAL:

Nil

0

Nil

0

 

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) Interests of the directors of Picton Property Income Limited ("PPI") in ordinary shares with no par value in PPI (including their close relatives and related trusts):

 

Director of PPI (and their close relatives and related trusts)

Number of PPI Ordinary Shares held

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

Michael Morris

1,378,931

0.27

Saira Johnston

35,434

0.01

Francis Salway

275,000

0.05

Helen Beck

20,371

0.00

Mark Batten

38,000

0.01

Richard Jones

53,845

0.01

 

b) Interests in ordinary shares of PPI held as awards by directors of PPI:

 

Name of director

Type of grant

Grant date

Number of PPI ordinary shares in respect of which the awards are granted

Exercise Price

Vesting Date

End of Holding Period

Michael Morris

Long-Term Incentive Plan (LTIP)

30 June 2025

604,953

Nil

Vest within 3 years of grant date.

31 March 2028

 

Long-Term Incentive Plan (LTIP)

6 June 2024

528,316

Nil

Vest within 3 years of grant date.

31 March 2027

Deferred Bonus Plan

30 June 2025

254,740

Nil

Vest 2 years after grant date.

30 June 2027

Deferred Bonus Plan

26 June 2024

241,129

Nil

Vest 2 years after grant date.

6 June 2026

Saira Johnston

Long-Term Incentive Plan (LTIP)

30 June 2025

336,011

Nil

Vest within 3 years of grant date.

31 March 2028

 

Long-Term Incentive Plan (LTIP)

30 June 2025

122,185

Nil

Vest within 3 years of grant date.

31 March 2027

Deferred Bonus Plan

30 June 2025

160,834

Nil

Vest 2 years after grant date.

30 June 2027

Deferred Bonus Plan

6 June 2024

355,713

Nil

Vest 2 years after grant date.

6 June 2026

 

 

 

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:

26 January 2026

Contact name:

Kathy Thompson, Company Secretary

Telephone number:

020 7011 9988

 

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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