FORM 8.3 Public Opening Position Disclosure / Dealing Disclosure by a Person with Interests in Relevant Securities Representing 1% or More
Rule 8.3 of the Takeover Code (the “Code”)
1. Key Information
(a) Full name of discloser: AXA Investment Managers S.A.
(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.
(c) Name of offeror/offeree in relation to whose relevant securities this form relates: NCC Group plc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree: (None provided)
(e) Date position held/dealing undertaken: For an opening position disclosure, state the latest practicable date prior to the disclosure.
07 November 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”.
N/A
2. Positions of the Person Making the Disclosure
If there are positions or rights to:
(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 | Interests | Short positions |
|---|---|---|
| 1p ordinary | 6,746,050 (2.14%) | 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).
(b) Rights to subscribe for new securities (including directors’ and other employee options):
Class of relevant security in relation to which subscription right exists: (None reported)
Details, including nature of the rights concerned and relevant percentages: (None reported)
3. Dealings (If Any) by the Person Making the Disclosure
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.
The currency of all prices and other monetary amounts is GBP.
(a) Purchases and sales
| Class of relevant security | Purchase/Sale | Number of securities | Price per unit |
|---|---|---|---|
| 1p ordinary | Sale | 52,500 | GBP 1.43 |
(b) Cash-settled derivative transactions
No transactions reported.
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
No transactions reported.
(ii) Exercise
No transactions reported.
(d) Other dealings (including subscribing for new securities)
No transactions reported.
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 person 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 person 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 or 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: 10 November 2025
Contact name: Fanny Brunel de Bonneville
Telephone number: +33 7 81 92 06 32
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.
If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel’s Market Surveillance Unit.
The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.