REG - Wells Fargo & Co GXO Logistics, Inc. - Form 8.3 - GXO Logistics, Inc
24/05/2022 15:45
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RNS Number : 6516M Wells Fargo & Company 24 May 2022
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: Wells Fargo & Co.
(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 GXO Logistics, Inc
relates:
Use a separate form for each offeror/offeree
(d) If an exempt fund manager connected with an offeror/offeree, state this
and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken: 23/05/2022
For an opening position disclosure, state the latest practicable date
prior to the disclosure
(f) In addition to the company in 1(c) above, is the discloser making NO
disclosures in respect of any other party to the offer?
If YES, specify which:
If it is a cash offer or possible cash offer, state "N/A"
2. POSITIONS OF THE PERSON 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 following the dealing
(if any)
Class of relevant security: USD 0.01 common stock
Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 1,262,551 1.10 0 0
(2) Cash-settled derivatives: 0 0 0 0
(3) Stock-settled derivatives (including options) and agreements to 0 0 1,500 0.00
purchase/sell:
*1,262,551 1.10 1,500 0.00
TOTAL:
*The change in the holding of -245 shares since the last disclosure of 20 May
is due to the transfer of 150 shares of discretionary holdings and a total of
95 shares delivered out.
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:
Details, including nature of the rights concerned and relevant percentages:
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 should be stated.
(a) Purchases and sales
Class of relevant security Purchase/sale Number of securities Price per unit
USD
USD 0.01 common Purchase 46 51.68
USD 0.01 common Purchase 14 52.17
USD 0.01 common Purchase 64 52.27
USD 0.01 common Purchase 37 52.28
USD 0.01 common Purchase 50 52.3
USD 0.01 common Purchase 13 52.34
USD 0.01 common Purchase 23 52.38
USD 0.01 common Purchase 95 52.46
USD 0.01 common Purchase 140 52.61
USD 0.01 common Purchase 18 52.87
USD 0.01 common Purchase 31 53.03
Total 531
USD 0.01 common Sale 500 51.19
USD 0.01 common Sale 172 51.76
USD 0.01 common Sale 35 51.77
USD 0.01 common Sale 100 51.83
USD 0.01 common Sale 84 52.13
USD 0.01 common Sale 16 52.33
USD 0.01 common Sale 200 52.36
USD 0.01 common Sale 394 52.47
USD 0.01 common Sale 100 52.53
USD 0.01 common Sale 7 52.58
USD 0.01 common Sale 45 52.63
USD 0.01 common Sale 271 52.65
USD 0.01 common Sale 1 52.71
USD 0.01 common Sale 17 53
USD 0.01 common Sale 200 53.06
USD 0.01 common Sale 488 53.13
Total 2630
(b) Cash-settled derivative transactions
Class of relevant security Product description Nature of dealing Number of reference securities Price per unit
e.g. CFD e.g. opening/closing a long/short position, increasing/reducing a long/short
position
N/A N/A N/A N/A N/A
(c) Stock-settled derivative transactions (including options)
(i) Writing, selling, purchasing or varying
Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type Expiry date Option money paid/ received per unit
USD e.g. American, European etc. USD
N/A N/A N/A N/A N/A N/A N/A N/A
(ii) Exercise
Class of relevant security Product description Exercising/ exercised against Number of securities Exercise price per unit
e.g. call option
N/A N/A N/A N/A N/A
(d) Other dealings (including subscribing for new securities)
Class of relevant security Nature of dealing Details Price per unit (if applicable)
e.g. subscription, conversion
N/A N/A N/A N/A
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:
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 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:
If there are no such agreements, arrangements or understandings, state "none"
None
(c) Attachments
Is a Supplemental Form 8 (Open Positions) attached? Yes
Date of disclosure: 24/05/2022
Contact name: Stacy Otieno
Telephone number*: 07880261735
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
(http://www.thetakeoverpanel.org.uk) .
SUPPLEMENTAL FORM 8 (OPEN POSITIONS)
DETAILS OF OPEN STOCK-SETTLED DERIVATIVE (INCLUDING OPTION) POSITIONS,
AGREEMENTS TO PURCHASE OR SELL ETC.
Note 5(i) on Rule 8 of the Takeover Code (the "Code")
1. KEY INFORMATION
Full name of person making disclosure: Wells Fargo & Co.
Name of offeror/offeree in relation to whose relevant securities the GXO LOGISTICS INC
disclosure relates:
2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)
Class of relevant security Product description e.g. call option Written or purchased Number of securities to which option or derivative relates Exercise price per unit Type Expiry date
e.g. American, European etc.
USD
USD 0.01 common Call Option Written 600 75.00 American 15/07/22
USD 0.01 common Call Option Written 400 105.00 American 21/10/22
USD 0.01 common Call Option Written 100 115.00 American 21/10/22
USD 0.01 common Call Option Written 400 80.00 American 15/07/22
3. AGREEMENTS TO PURCHASE OR SELL ETC.
Full details should be given so that the nature of the interest or position
can be fully understood:
None
It is not necessary to provide details on a Supplemental Form (Open Positions)
with regard to cash-settled derivatives.
The currency of all prices and other monetary amounts should be stated.
The Panel's Market Surveillance Unit is available for consultation in relation
to the Code's disclosure requirements on +44 (0)20 7638 0129.
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk
(http://www.thetakeoverpanel.org.uk) .
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