TR-1: Standard form for notification of major holdings
| NOTIFICATION OF MAJOR HOLDINGS | ||||||
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| 1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: | Somero Enterprises, Inc. (the "Issuer") | |||||
| 1b. Please indicate if the issuer is a non-UK issuer | ||||||
| Non-UK issuer | X | |||||
| 2. Reason for the notification | ||||||
| An acquisition or disposal of voting rights | X | |||||
| An acquisition or disposal of financial instruments | | |||||
| An event changing the breakdown of voting rights | | |||||
| Other (please specify): | | |||||
| 3. Details of person subject to the notification obligation | ||||||
| Name | Brian Kelly | |||||
| City and country of registered office (if applicable) | N/A | |||||
| 4. Full name of shareholder(s) (if different from 3.) | ||||||
| Name | See Additional Information Section at item 11. | |||||
| City and country of registered office (if applicable) | N/A | |||||
| 5. Date on which the threshold was crossed or reached: | 24 February 2025 | |||||
| 6. Date on which issuer notified (DD/MM/YYYY): | 26 February 2025 | |||||
| 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 both in % (8.A + 8.B) | Total number of voting rights held in issuer (8.A + 8.B) | ||
| Resulting situation on the date on which threshold was crossed or reached | 3.4% | 0 | 3.4% | 1,867,359 | ||
| Position of previous notification (if applicable) | N/A | N/A | N/A | | ||
| 8. Notified details of the resulting situation on the date on which the threshold was crossed or reached | |||||||||
| A: Voting rights attached to shares | |||||||||
| Class/type of ISIN code (if possible) | Number of voting rights | % of voting rights | |||||||
| Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) | ||||||
| Ordinary Shares (ISIN: USU834501038) | 1,867,359 | 0 | 3.4% | 0 | |||||
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| SUBTOTAL 8. A | 1,867,359 | 3.4% | |||||||
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| B 1: Financial Instruments according to DTR5.3.1R (1) (a) | |||||||||
| Type of financial instrument | Expiration | Exercise/ | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
| | | | | | |||||
| | | | | | |||||
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| | | SUBTOTAL 8. B 1 | | | |||||
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| B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b) | |||||||||
| Type of financial instrument | Expiration | Exercise/ | Physical or cash Settlement | Number of voting rights | % of voting rights | ||||
| | | | | | | ||||
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| SUBTOTAL 8.B.2 | | | ||||
| 9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") | ||||
| Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer | | |||
| Full chain of controlled undertakings through which the voting rights and/or the | X | |||
| Name | % 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 | |
| See Additional Information Section at item 11 | | | | |
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| 10. In case of proxy voting, please identify: | ||||
| Name of the proxy holder | | |||
| The number and % of voting rights held | | |||
| The date until which the voting rights will be held | | |||
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| 11. Additional information | ||||
| The Ordinary Shares in the Issuer described in this form are held by two separate entities that are directly or indirectly owned by two family trusts and a family foundation, in each of which Mr. Kelly is the grantor or trustee and as to which Mr. Kelly disclaims beneficial ownership. Mr. Kelly solely controls, and has sole discretion over, the exercise of all voting rights attributable to the Ordinary Shares of the Issuer described in this form. | ||||
| Place of completion | New York, New York, United States of America |
| Date of completion | 26 February 2025 |
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