Form 8 (OPD) Bellway

Bellway PLC

25 June 2024

 

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:	Bellway p.l.c.
(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	Bellway p.l.c.
(d) Is the discloser the offeror or the offeree?	Offeror
(e) Date position held:      The latest practicable date prior to the disclosure	24 June 2024
(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"	Yes - Crest Nicholson Holdings plc

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
	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 directors of Bellway p.l.c. and their close relatives and related trusts Name No. of ordinary shares† Percentage of total issued share capital* Ian McHoul 2,000 0.00 Jason Honeyman 38,1861 0.03 Jill Caseberry 470 0.00 John Tutte 20,0002 0.01 Keith Adey 80,2183 0.06 Sarah Whitney 1,131 0.00 *  Figures are truncated at two decimal places. †  Unless stated otherwise, ordinary shares are held legally and beneficially by the relevant director. 1  1,000 ordinary shares are legally and beneficially held by Jason Honeyman. The remaining 37,186 ordinary shares are legally and beneficially held by Joanne Honeyman (spouse of Jason Honeyman). 2  All 20,000 ordinary shares are legally and beneficially held by Mary Tutte (spouse of John Tutte). 3  1,439 ordinary shares are legally and beneficially held by Keith Adey. The remaining 78,779 ordinary shares are legally and beneficially held by Jayne Adey (spouse of Keith Adey). (b) Interests held as options or awards under the share plans of Bellway p.l.c. by the directors of Bellway p.l.c. and their close relatives and related trusts who are not exempt principal traders for the purposes of Rule 8 of the Code Name Share Plan under which option or award was granted No. of ordinary shares in Bellway plc under option or subject to award Date of grant Exercise price Vesting date Expiry date Jason Honeyman Long-Term Incentive Plan1 33,216 26 October 2021 Nil 26 October 2024 26 October 2031 64,901 11 November 2022 Nil 11 November 2025 11 November 2032 75,036 24 October 2023 Nil 24 October 2026 24 October 2033 Savings Related Share Option Schemes 1,935 7 December 2022 1,550p 1 February 2028 1 August 2028 Keith Adey Long-Term Incentive Plan1 19,304 26 October 2021 Nil 26 October 2024 26 October 2031 39,604 11 November 2022 Nil 11 November 2025 11 November 2032 45,789 24 October 2023 Nil 24 October 2026 24 October 2033 Savings Related Share Option Schemes 1,161 7 December 2022 1,550p 1 February 2026 1 August 2026 1  The degree to which these Long-Term Incentive Plan awards vest depends on performance targets measured over a three-year period.  Further details are set out in Bellway p.l.c.'s annual report and accounts for the year ended 31 July 2023 (https://www.bellwayplc.co.uk/media/2643/bellway_ar23_web.pdf)

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:	25 June 2024
Contact name:	Simon Scougall, Group General Counsel and Company Secretary
Telephone number:	0191 217 0717

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 [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

END