UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of November, 2022
Commission File Number: 001-10086
VODAFONE GROUP
PUBLIC LIMITED COMPANY
(Translation of registrant’s name into English)
VODAFONE HOUSE, THE CONNECTION, NEWBURY, BERKSHIRE, RG14 2FN, ENGLAND
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F þ Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
| | This Report on Form 6-K contains the following:- |
| 1. | A Stock Exchange Announcement dated 1 November 2022 entitled ‘TOTAL VOTING RIGHTS AND CAPITAL’. |
| | |
| 2. | A Stock Exchange Announcement dated 8 November 2022 entitled ‘Major Shareholding Notification’. |
| | |
| 3. | A Stock Exchange Announcement dated 9 November 2022 entitled ‘BOARD COMMITTEE CHANGES’. |
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| 4. | A Stock Exchange Announcement dated 16 November 2022 entitled ‘NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR PERSONS CLOSELY ASSOCIATED’. |
| | |
| 5. | A Stock Exchange Announcement dated 22 November 2022 entitled ‘NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR PERSONS CLOSELY ASSOCIATED’. |
RNS Number : 7725E
Vodafone Group Plc
01 November 2022
VODAFONE GROUP PLC
TOTAL VOTING RIGHTS AND CAPITAL
In conformity with Disclosure Guidance and Transparency Rule 5.6.1R, Vodafone Group Plc ("Vodafone") hereby notifies the market that, as at 31 October 2022:
Vodafone's issued share capital consists of 28,818,163,278 ordinary shares of US$0.20 20/21 of which 1,254,609,472 ordinary shares are held in Treasury.
Therefore, the total number of voting rights in Vodafone is 27,563,553,806. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Vodafone under the FCA's Disclosure Guidance and Transparency Rules.
This announcement does not constitute, or form part of, an offer or any solicitation of an offer for securities in any jurisdiction.
END
RNS Number : 6954F
Vodafone Group Plc
08 November 2022
8 November 2022
VODAFONE GROUP PLC ('the Company')
Major Shareholding Notification
1. Issuer Details
ISIN
GB00BH4HKS39
Issuer Name
VODAFONE GROUP PUBLIC LIMITED COMPANY
UK or Non-UK Issuer
UK
2. Reason for Notification
An event changing the breakdown of voting rights
3. Details of person subject to the notification obligation
Name
Emirates Investment Authority
City of registered office (if applicable)
Abu Dhabi
Country of registered office (if applicable)
United Arab Emirates
4. Details of the shareholder
| | |
Name | City of registered office | Country of registered office |
Atlas 2022 Holdings Limited | Grand Cayman | Cayman Islands |
5. Date on which the threshold was crossed or reached
07-Nov-2022
6. Date on which Issuer notified
08-Nov-2022
7. Total positions of person(s) subject to the notification obligation
. | % of voting rights attached to shares (total of 8.A) | % of voting rights through financial instruments (total of 8.B 1 + 8.B 2) | Total of both in % (8.A + 8.B) | Total number of voting rights held in issuer |
Resulting situation on the date on which threshold was crossed or reached | 10.001047 | 0.000000 | 10.001047 | 2752397163 |
Position of previous notification (if applicable) | 9.813242 | 0.000000 | 9.813242 | |
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
Class/Type of shares ISIN code(if possible) | Number of direct voting rights (DTR5.1) | Number of indirect voting rights (DTR5.2.1) | % of direct voting rights (DTR5.1) | % of indirect voting rights (DTR5.2.1) |
GB00BH4HKS39 | 2752397163 | | 10.001047 | |
Sub Total 8.A | 2752397163 | 10.001047% |
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
Type of financial instrument | Expiration date | Exercise/conversion period | Number of voting rights that may be acquired if the instrument is exercised/converted | % of voting rights |
| | | | |
Sub Total 8.B1 | | | |
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
Type of financial instrument | Expiration date | Exercise/conversion period | Physical or cash settlement | Number of voting rights | % of voting rights |
| | | | | |
Sub Total 8.B2 | | | |
9. Information in relation to the person subject to the notification obligation
2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)
Ultimate controlling person | Name of controlled undertaking | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold |
Emirates Investment Authority | Emirates Investment Authority | 10.001047 | | 10.001047% |
Emirates Investment Authority | Emirates Telecommuni- cation Group Company PJSC | 10.001047 | | 10.001047% |
Emirates Investment Authority | Atlas 2022 Holdings Limited | 10.001047 | | 10.001047% |
10. In case of proxy voting
Name of the proxy holder |
|
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The number and % of voting rights held |
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|
The date until which the voting rights will be held |
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11. Additional Information
12. Date of Completion
08-Nov-2022
13. Place Of Completion
London, United Kingdom
-ends-
For more information, please contact:
Investor Relations | | Media Relations |
| | |
Investors.vodafone.com | | Vodafone.com/media/contact |
ir@vodafone.co.uk | | GroupMedia@vodafone.com |
Registered Office: Vodafone House, The Connection, Newbury, Berkshire RG14 2FN, England. Registered in England No. 1833679
RNS Number : 8451F
Vodafone Group Plc
09 November 2022
9 November 2022
VODAFONE GROUP PLC ('the Company')
Board Committee Changes
Following a review of committee membership, the Company announces the following Board Committee changes effective 8 November 2022.
| - | Stephen A. Carter CBE joined the Nominations and Governance Committee. |
| - | Delphine Ernotte Cunci joined the Remuneration Committee. |
| - | Simon Segars joined the ESG Committee. |
This announcement is made in accordance with Listing Rule 9.6.11.
-ends-
For more information, please contact:
Investor Relations | | Media Relations |
| | |
Investors.vodafone.com | | Vodafone.com/media/contact |
ir@vodafone.co.uk | | GroupMedia@vodafone.com |
| | |
RNS Number : 6356G
Vodafone Group Plc
16 November 2022
VODAFONE GROUP PLC
(the "Company")
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR PERSONS CLOSELY ASSOCIATED
1 | Details of the person discharging managerial responsibilities/person closely associated |
a) | Name | Leanne Wood |
2 | Reason for the notification |
a) | Position/status | Vodafone Group Chief Human Resources Officer |
b) | Initial notification/ Amendment | Initial notification |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) | Name | Vodafone Group Plc |
b) | LEI | 213800TB53ELEUKM7Q61 |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
a) | Description of the financial instrument, type of instrument and identification code | Ordinary shares of US$0.20 20/21 each in Vodafone Group Plc (ISIN: GB00BH4HKS39) |
b) | Nature of the transaction | Withdrawal of cash contributions made in accordance with the savings contract under the June 2019 Vodafone Group Sharesave scheme. Therefore, the options granted under the aforementioned scheme have lapsed. The exercise price for the options granted in June 2019 was £1.0258. The options became exercisable at the end of the 3-year savings plan on 1 September 2022. |
c) | Price(s) and volume(s) | | | | |
| | | Option Price(s) | Volume(s) | |
| | | GBP 1.0258 | 13,160 | |
| | | | | |
d) | Aggregated information: volume, Price | Aggregated volume: 13,160 options Aggregated price: GBP 13,499.53 |
e) | Date of the transaction | 2022-11-16 |
f) | Place of the transaction | Outside a trading venue |
RNS Number : 2578H
Vodafone Group Plc
22 November 2022
VODAFONE GROUP PLC
(the "Company")
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR PERSONS CLOSELY ASSOCIATED
Conditional Award of Shares
Conditional awards of shares were granted to the below participants on 22 November 2022 by the Company. The awards have been granted in accordance with the Vodafone Global Incentive Plan. The vesting of these awards is conditional on continued employment with the Vodafone Group and will vest on 22 November 2024. The awards also attract dividend equivalent awards.
1 | Details of the person discharging managerial responsibilities/person closely associated |
a) | Name | Ahmed Essam Aboushelbaya |
2 | Reason for the notification |
a) | Position/status | Vodafone UK Chief Executive Officer |
b) | Initial notification/ Amendment | Initial notification |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) | Name | Vodafone Group Plc |
b) | LEI | 213800TB53ELEUKM7Q61 |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
a) | Description of the financial instrument, type of instrument and identification code | Ordinary shares of US$0.20 20/21 each in Vodafone Group Plc (ISIN: GB00BH4HKS39) |
b) | Nature of the transaction | Grant of nil cost conditional award of shares under the Global Incentive Plan, subject to continued employment. |
c) | Price(s) and volume(s) | | | | |
| | | Price(s) | Volume(s) | |
| | | GBP 0.9811 | 629,905 | |
| | | | | |
d) | Aggregated information: volume, Price | Aggregated volume: 629,905 Ordinary shares Aggregated price: GBP 617,999.80 |
e) | Date of the transaction | 2022-11-22 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities/person closely associated |
a) | Name | Joakim Reiter |
2 | Reason for the notification |
a) | Position/status | Vodafone Group External and Corporate Affairs Officer |
b) | Initial notification/ Amendment | Initial notification |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) | Name | Vodafone Group Plc |
b) | LEI | 213800TB53ELEUKM7Q61 |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
a) | Description of the financial instrument, type of instrument and identification code | Ordinary shares of US$0.20 20/21 each in Vodafone Group Plc (ISIN: GB00BH4HKS39) |
b) | Nature of the transaction | Grant of nil cost conditional award of shares under the Global Incentive Plan, subject to continued employment. |
c) | Price(s) and volume(s) | | | | |
| | | Price(s) | Volume(s) | |
| | | GBP 0.9811 | 472,428 | |
| | | | | |
d) | Aggregated information: volume, Price | Aggregated volume: 472,428 Ordinary shares Aggregated price: GBP 463,499.11 |
e) | Date of the transaction | 2022-11-22 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities/person closely associated |
a) | Name | Serpil Timuray |
2 | Reason for the notification |
a) | Position/status | Vodafone Chief Executive Officer Europe Cluster |
b) | Initial notification/ Amendment | Initial notification |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) | Name | Vodafone Group Plc |
b) | LEI | 213800TB53ELEUKM7Q61 |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
a) | Description of the financial instrument, type of instrument and identification code | Ordinary shares of US$0.20 20/21 each in Vodafone Group Plc (ISIN: GB00BH4HKS39) |
b) | Nature of the transaction | Grant of nil cost conditional award of shares under the Global Incentive Plan, subject to continued employment. |
c) | Price(s) and volume(s) | | | | |
| | | Price(s) | Volume(s) | |
| | | GBP 0.9811 | 629,905 | |
| | | | | |
d) | Aggregated information: volume, Price | Aggregated volume: 629,905 Ordinary shares Aggregated price: GBP 617,999.80 |
e) | Date of the transaction | 2022-11-22 |
f) | Place of the transaction | Outside a trading venue |
1 | Details of the person discharging managerial responsibilities/person closely associated |
a) | Name | Leanne Wood |
2 | Reason for the notification |
a) | Position/status | Vodafone Group Chief Human Resources Officer |
b) | Initial notification/ Amendment | Initial notification |
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) | Name | Vodafone Group Plc |
b) | LEI | 213800TB53ELEUKM7Q61 |
4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
a) | Description of the financial instrument, type of instrument and identification code | Ordinary shares of US$0.20 20/21 each in Vodafone Group Plc (ISIN: GB00BH4HKS39) |
b) | Nature of the transaction | Grant of nil cost conditional award of shares under the Global Incentive Plan, subject to continued employment. |
c) | Price(s) and volume(s) | | | | |
| | | Price(s) | Volume(s) | |
| | | GBP 0.9811 | 577,413 | |
| | | | | |
d) | Aggregated information: volume, Price | Aggregated volume: 577,413 Ordinary shares Aggregated price: GBP 566,499.89 |
e) | Date of the transaction | 2022-11-22 |
f) | Place of the transaction | Outside a trading venue |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
| VODAFONE GROUP |
| PUBLIC LIMITED COMPANY |
| (Registrant) |
| |
Dated: December 1, 2022 | By: | /s/ R E S MARTIN |
| Name: Rosemary E S Martin |
| Title: Group General Counsel and Company Secretary |