Form 8 (OPD) - Good Energy

Good Energy Group PLC

06 November 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:	Good Energy Group 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	Good Energy Group PLC
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:      The latest practicable date prior to the disclosure	6 November 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"	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:	5 p 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:

Interests in Good Energy Group PLC shares held by the Good Energy Group PLC directors (together with their close relatives and the related trusts of any of them): Name Shares % of ISC[1] Nigel David Pocklington 22,500 0.12% Rupert Douglas Sanderson 35,382 0.19% Fran Woodward 5,229 0.02% William Elliot Whitehorn 60,000 0.32% Emma Natalie Tinker 1,626 0.00% Nemone Louisa Wynn-Evans 13,140 0.07% Timothy Jones 9,489 0.05% Total 147,366 0.79%  [1] Percentages are based on the issued share capital of 18,506,399 as at the latest practicable date prior to the disclosure. Share options in Good Energy Group PLC held by the Good Energy Group PLC directors (together with their close relatives and the related trusts of any of them): Name  Scheme Options Exercise Price Grant Date  Vesting Date Lapse Date  Francoise Woodward  2015 Plan           50,000 £2.25 07/07/2015 07/07/2018 N/A  Francoise Woodward  LTIP           40,746 £2.51 22/10/2021 22/06/2024 22/06/2025  Rupert Sanderson  LTIP           44,610 £2.51 22/10/2021 22/06/2024 22/06/2025  Nigel Pocklington  LTIP           70,509 £2.51 22/10/2021 22/06/2024 22/06/2025  Francoise Woodward  LTIP           56,168 £2.27 11/04/2022 12/04/2025 12/04/2026  Rupert Sanderson  LTIP           69,159 £2.27 11/04/2022 12/04/2025 12/04/2026  Nigel Pocklington  LTIP           97,196 £2.27 11/04/2022 12/04/2025 12/04/2026  Francoise Woodward  LTIP        166,107 £1.49 23/06/2023 23/06/2026 23/06/2027  Rupert Sanderson  LTIP        186,241 £1.49 23/06/2023 23/06/2026 23/06/2027  Nigel Pocklington  LTIP        274,832 £1.49 23/06/2023 23/06/2026 23/06/2027  Francoise Woodward  LTIP 81,214 £2.23 19/06/2024 19/06/2027 19/06/2028  Rupert Sanderson  LTIP           81,214 £2.23 19/06/2024 19/06/2027 19/06/2028  Nigel Pocklington  LTIP        119,545 £2.23 19/06/2024 19/06/2027 19/06/2028 Total 1,337,541 Detailed performance conditions are in plan for all LTIP awards.

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:	6 November 2024
Contact name:	Clare Cullen
Telephone number:	[phone]

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.

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