REG - Renishaw PLC - Shareholdings update

RenishawAnnouncement

26/11/2025 08:30

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251126:nRSZ0777Ja&default-theme=true

RNS Number : 0777J  Renishaw PLC  26 November 2025

Renishaw plc

 

Shareholdings update

 

Renishaw plc ("Renishaw" or the "Company") announces that the families of the
Company's founders, the late Sir David McMurtry and current Non-executive
Director, John Deer, have established a joint family holding company, Deltam
Holdings Limited ("Deltam"), to hold 50.25% of the issued share capital of
Renishaw.

 

Establishing Deltam facilitates a generational transfer of the business within
the families, reaffirming their commitment to Renishaw and their intention to
be long term shareholders in the Company.

 

The Company has been informed that the families have entered into arrangements
to govern the operation of Deltam that, amongst other things, are intended to
replicate as closely as possible the terms of the voting arrangement announced
on 21 October 2025, which has been terminated as part of this process.

 

As such, the Deer family representatives on the Deltam board of directors can
require all of the Renishaw shares held by Deltam to be voted against a
special resolution of the Company and the McMurtry family representatives on
the Deltam board of directors can require all of the Renishaw shares held by
Deltam to be voted in favour of an ordinary resolution of the Company. In
other circumstances, if the Deltam board of directors cannot agree on how to
vote the Renishaw shares held by Deltam, then the Deltam board shall cast the
votes as it sees fit.  This may include casting some votes in favour and some
votes against the relevant resolution.

 

The Renishaw shares held by Deltam at the date of this announcement are
primarily made up of those Renishaw shares previously held by the trustees of
the will trust established for the benefit of Lady Teresa McMurtry (the
"Trustees") (the "David McMurtry Will Trust"), details of which were announced
on 21 October 2025, and certain shares previously held by (i) John Deer in his
own name (ii) John Deer and Eileen Deer held jointly, and (iii) a bare trust
established for the benefit of Philip Deer (the "Deer Parties"). Each of these
transferors received shares in Deltam in exchange for the shares that they
held in Renishaw.

 

In addition, certain members of the McMurtry and Deer families have retained
personal holdings of Renishaw shares representing, in aggregate, 2.64% of the
issued shares and these shares are not subject to the above arrangements.

 

The Company has been informed that following the acquisition of Renishaw
shares by Deltam, the Trustees gifted the shares in Deltam held by the David
McMurtry Will Trust into discretionary trusts established for the benefit of
Richard McMurtry, Ben McMurtry and Yvette Pridmore in substantially equal
proportions. The trustees of these discretionary trusts are the same
individuals who are Trustees of the David McMurtry Will Trust. The Deltam
governance and voting arrangements described above apply following these
transfers.

 

As at the date of this announcement, the discretionary trusts established for
the benefit of Richard McMurtry, Ben McMurtry and Yvette Pridmore have a
72.12% interest in Deltam and the Deer Parties 27.88% in aggregate.

 

The UK Panel on Takeovers and Mergers (the "Panel") has been consulted in
relation to the transactions in Renishaw shares outlined above and has
confirmed to the families, with the agreement of the Company, that members of
the families and Deltam will be presumed to be acting in concert (the "Concert
Party") for the purposes of the City Code on Takeovers and Mergers (the
"Code"). It has also been confirmed that, with the agreement of the Company,
Deltam is not obliged to make a mandatory offer under Rule 9.1 of the Code
having acquired the Renishaw shares described above. For so long as Deltam
continues to hold shares carrying more than 50% of the voting rights of
Renishaw, further acquisitions of Renishaw shares by Deltam will not carry any
consequences under Rule 9.1 of the Code. Acquisitions of Renishaw shares by
any other member of the Concert Party will be subject to Note 4 on Rule 9.1 of
the Code.

 

Kasim Hussain

Group General Counsel & Company Secretary

26 November 2025

 

 Renishaw plc
 Registered office:  New Mills, Wotton-under-Edge, Gloucestershire, GL12 8JR
 Registered number:  01106260, England and Wales
 Telephone:          +44 (0)1453 524524
 Website:            www.renishaw.com (http://www.renishaw.com)

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCPKABDFBDKCDB



            Copyright 2019 Regulatory News Service, all rights reserved