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Form 8 (DD) - ARM Holdings Plc - AMENDMENT

26 Jul 2016 12:03

FORM 8 (DD) - Amendment to 2(a) - (1) (2) and (3)

PUBLIC DEALING DISCLOSURE BY A PARTY TO AN OFFER OR PERSON ACTING IN CONCERT (INCLUDING DEALINGS FOR THE ACCOUNT OF DISCRETIONARY INVESTMENT CLIENTS)

Rules 8.1, 8.2 and 8.4 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Barclays PLC.
(b) Owner or controller of interest and short
positions disclosed, if different from 1(a):
(c) Name of offeror/offeree in relation to whose ARM HOLDINGS PLC
relevant securities this form relates:
(d) Status of person making the disclosure: Connected to ARM HOLDINGS PLC
(e) Date position held/dealing undertaken: 18 July 2016
(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?

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

Class of relevant security: ORD
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 145,089 0.01% 369,300 0.03%
(2) Cash-settled derivatives:
299,100 0.02% 0 0.00%
(3) Stock-settled derivatives (including options)
and agreements to purchase/sell: 176,100 0.01% 157,500 0.01%
(4)
TOTAL: 620,289 0.04% 526,800 0.04%

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 (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 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

(i) Party to an offer or person acting in concert (except for a principal trader in the same group as a connected adviser)

Class of relevant security Purchase/sale Number of securities Price per unit

(ii) Principal trader where the sole reason for the connection is that the principal trader is in the same group as a connected adviser

Class of relevant security Purchases/ sales Total number of securities Highest price per unit paid/received Lowest price per unit paid/received

(b) Cash-settled derivative transactions

Class of relevant security Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities Price per unit

(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

e.g. American, European etc.

Expiry date Option money paid/ received per unit

(ii) Exercise

Class of relevant security Product description

e.g. call option

Exercising/ exercised against Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion

Details Price per unit (if applicable)

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 or person acting in concert making the disclosure and any other person:

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 or person acting in concert 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

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions) YES
Supplemental Form 8 (SBL) NO
Date of disclosure: 26 Jul 2016
Contact name: Pinar Coktas
Telephone number: 020 7116 1165

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at 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

Identity of the person whose positions/dealings Barclays PLC.
are being disclosed:
Name of offeror/offeree in relation to whose ARM HOLDINGS PLC
relevant securities this from relates:

2. STOCK-SETTLED DERIVATIVES (INCLUDING OPTIONS)

Class Product Writing, Number Exercise Type Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
relates
ADR Put Options Purchased -400 47.0000 American 20 Jan 2017
ADR Put Options Purchased -1,000 38.0000 American 20 Jan 2017
ADR Call Options Purchased 100 36.0000 American 21 Oct 2016
ADR Put Options Purchased -1,200 25.0000 American 20 Jan 2017
ADR Put Options Purchased -4,000 50.0000 American 20 Jan 2017
ADR Put Options Written 1,100 33.0000 American 19 Jan 2018
ADR Call Options Purchased 100 47.0000 American 20 Jan 2017
ADR Call Options Purchased 100 47.0000 American 21 Oct 2016
ADR Call Options Purchased 100 43.0000 American 21 Oct 2016
ADR Put Options Purchased -700 39.0000 American 19 Aug 2016
ADR Put Options Purchased -1,900 40.0000 American 20 Jan 2017
ADR Put Options Written 39,700 45.0000 American 21 Oct 2016
ADR Call Options Purchased 3,800 50.0000 American 20 Jan 2017
ADR Call Options Purchased 1,300 49.0000 American 19 Aug 2016
ADR Put Options Written 1,000 50.0000 American 19 Jan 2018
ADR Call Options Purchased 900 43.0000 American 19 Aug 2016
ADR Put Options Purchased -700 55.0000 American 21 Oct 2016
ADR Call Options Written -1,300 50.0000 American 19 Aug 2016
ADR Call Options Purchased 6,100 50.0000 American 21 Oct 2016
ADR Call Options Purchased 1,000 43.0000 American 20 Jan 2017
ADR Put Options Purchased -1,000 40.0000 American 19 Jan 2018
ADR Call Options Written -3,100 48.0000 American 20 Jan 2017
ADR Put Options Purchased -4,100 44.0000 American 19 Aug 2016
ADR Call Options Written -700 55.0000 American 20 Jan 2017
ADR Put Options Purchased -1,800 55.0000 American 20 Jan 2017
ADR Call Options Written -30,500 45.0000 American 21 Oct 2016
ADR Put Options Written 3,100 47.0000 American 19 Aug 2016
ADR Call Options Purchased 200 60.0000 American 20 Jan 2017
ADR Call Options Purchased 100 48.0000 American 21 Oct 2016
ADR Put Options Purchased -100 45.0000 American 19 Aug 2016

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:

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.

View source version on businesswire.com: http://www.businesswire.com/news/home/20160726005773/en/

Copyright Business Wire 2016

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