Form 8.5 (EPT/NON-RI)VISTRY GROUP PLC

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS

(OR WHERE RI STATUS IS NOT APPLICABLE)

Rule 8.5 of the Takeover Code (the "Code")

1.

KEY INFORMATION

(a)

Name of exempt principal trader:

BARCLAYS CAPITAL SECURITIES LTD

(b)

Name of offeror/offeree in relation to whose

VISTRY GROUP PLC

relevant securities this form relates:

(c)

Name of the party to the offer with which exempt

VISTRY GROUP PLC

principal trader is connected

(d)

Date position held/dealing undertaken:

30 September 2022

(e)

In addition to the company in 1(b) above, is the exempt principal

YES:

trader making disclosures in respect of any other party to the offer?

COUNTRYSIDE PARTNERSHIPS PLC

2.

POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(a)

Interests and short positions in the relevant securities of the offeror or offeree

to which the disclosure relates following the dealing (if any)

Class of relevant security:

50p ordinary

Interests

Short Positions

Number

(%)

Number

(%)

(1)

Relevant securities owned

and/or controlled:

806,570

0.37%

1,326,492

0.61%

(2)

Cash-settled derivatives:

1,233,289

0.57%

722,414

0.33%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

2,039,859

0.93%

2,048,906

0.94%

(b)

Rights to subscribe for new securities (including directors and other executive

options)

Class of relevant security in relation to

which subscription right exists

Details, including nature of the rights

concerned and relevant percentages:

3.

DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a)

Purchases and sales

Class of relevant

Purchase/sale

Total number of

Highest price per unit

Lowest price per unit

security

securities

paid/received

paid/received

50p ordinary

Purchase

791,407

5.9525 GBP

5.8236 GBP

50p ordinary

Sale

316,907

5.9536 GBP

5.8453 GBP

(b)

Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

50p ordinary

 SWAP

Decreasing Long

17,044

5.8822 GBP

50p ordinary

 SWAP

Decreasing Long

49,633

5.8875 GBP

50p ordinary

 SWAP

Decreasing Long

58,631

5.8882 GBP

50p ordinary

 SWAP

Decreasing Long

121,795

5.8710 GBP

50p ordinary

 SWAP

Decreasing Short

194

5.8896 GBP

50p ordinary

 SWAP

Increasing Long

7

5.9193 GBP

50p ordinary

 CFD

Increasing Long

832

5.9056 GBP

50p ordinary

 SWAP

Increasing Long

1,885

5.8901 GBP

50p ordinary

 CFD

Increasing Long

4,328

5.8453 GBP

50p ordinary

 SWAP

Increasing Long

13,585

5.8915 GBP

50p ordinary

 CFD

Increasing Long

28,028

5.8900 GBP

50p ordinary

 CFD

Increasing Long

31,524

5.8900 GBP

50p ordinary

 CFD

Increasing Long

50,644

5.9029 GBP

50p ordinary

 CFD

Increasing Long

88,618

5.8895 GBP

50p ordinary

 SWAP

Increasing Short

284

5.8846 GBP

50p ordinary

 SWAP

Increasing Short

461

5.8701 GBP

50p ordinary

 SWAP

Increasing Short

2,000

5.9426 GBP

50p ordinary

 SWAP

Increasing Short

20,000

5.8524 GBP

50p ordinary

 SWAP

Increasing Short

77,541

5.8762 GBP

50p ordinary

 SWAP

Opening Short

35

5.8754 GBP

50p ordinary

 SWAP

Opening Short

42

5.8099 GBP

50p ordinary

 SWAP

Opening Short

151

5.8347 GBP

50p ordinary

 SWAP

Opening Short

1,723

5.9063 GBP

50p ordinary

 SWAP

Opening Short

3,380

5.8697 GBP

50p ordinary

 SWAP

Opening Short

10,209

5.9092 GBP

50p ordinary

 SWAP

Opening Short

12,484

5.8833 GBP

50p ordinary

 SWAP

Opening Short

18,762

5.8974 GBP

50p ordinary

 SWAP

Opening Short

19,124

5.8828 GBP

50p ordinary

 SWAP

Opening Short

20,253

5.8900 GBP

50p ordinary

 SWAP

Opening Short

29,869

5.8903 GBP

50p ordinary

 SWAP

Opening Short

44,664

5.9082 GBP

50p ordinary

 SWAP

Opening Short

47,299

5.8968 GBP

50p ordinary

 SWAP

Opening Short

56,318

5.8588 GBP

(c)

Stock-settled derivative transactions (including options)

(i)

Writing, selling, purchasing or varying

Class

Product

Writing,

Number

Exercise

Type

Expiry

Option

of

description

purchasing,

of

price

date

money

relevant

selling,

securities

per unit

paid/

security

varying etc

to which

received

option

per unit

relates

(ii)

Exercising

Class of relevant

Product description

Exercising/ exercised against

Number of

Exercise price per

security

securities

unit

(d)

Other dealings (including subscribing for new securities)

Class of relevant

Nature of Dealings

Details

Price per unit (if

security

applicable)

4.

OTHER INFORMATION

(a)

Indemnity and other dealings 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 exempt principal trader making the disclosure and any party

to the offer or any person acting in concert with a party to the offer:

NONE

(b)

Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between

the exempt principal trader 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 of future acquisition or disposal of any relevant securities to which

any derivative is referenced:

NONE

(c)

Attachments

Is a Supplemental Form 8 (Open Positions) attached?

NO

Date of disclosure:

3 Oct 2022

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213