Rotork Regulatory News (ROR)

Rotork plc

Share buy-back programme - Tranche 3

27 June 2024

As announced at the preliminary results on 5 March 2024, Rotork plc ('Rotork' or the 'Company') commenced a share buyback programme (the 'Programme') to repurchase ordinary shares of 0.5 pence each in the capital of the Company ('Ordinary Shares') of up to £50 million (excluding stamp duty and expenses). Our financial flexibility enables us to pursue strategic investments and we remain active in looking for suitable opportunities, consistent with our Growth+ strategy.

The third tranche will be carried out through an irrevocable non-discretionary agreement with Morgan Stanley & Co. International Plc ('MS'), pursuant to which MS shall purchase Ordinary Shares as riskless principal (and not as agent of Rotork) for the subsequent sale on to, and purchase by, Rotork. The third tranche of the Programme will commence on the later of 8 July 2024 and the day following the completion of the second tranche and end no later than 6 September 2024. The aggregate purchase price of all Ordinary Shares acquired under the third tranche of the Programme will be no greater than £10 million (excluding stamp duty and expenses). Any purchases under the Programme will take place in accordance with (and subject to the limits prescribed by) the Company's general authority to repurchase Ordinary Shares granted by its shareholders at the Company's 2024 Annual General Meeting (the '2024 Authority'). The maximum number of Ordinary Shares that the Company is authorised to purchase under the 2024 Authority is 86,125,908 Ordinary Shares. MS will make its trading decisions in relation to the Ordinary Shares independently of, and uninfluenced by, the Company. Any Ordinary Shares purchased by the Company will be cancelled.

Any purchase of Ordinary Shares in relation to the Programme will be carried out on the London Stock Exchange and any other UK recognised investment exchange which may be agreed, in accordance with pre-set parameters and in accordance with (and subject to limits prescribed by) the Company's 2024 Authority, Chapter 12 of the Financial Conduct Authority's Listing Rules, Article 5(1) of Regulation (EU) No. 596/2014 (as incorporated into UK domestic law by the European Union (Withdrawal) Act 2018) and Commission Delegated Regulation (EU) 2016/1052 (as incorporated into UK domestic law by the European Union (Withdrawal) Act 2018). Rotork will announce any market repurchases of Ordinary Shares no later than 7.30 a.m. on the business day following the calendar day on which the repurchase occurred.

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Legal Entity Identifier: 213800AH5RZIHGWRJ718