UK Public M&A Monthly Activity Update: August 2026

August 2026 Updates:

FCA guidance for UK listed companies on inside information and disclosures

The FCA's latest Primary Market Bulletin sets out its expectations on regulatory announcement language, inside information classification and delayed disclosure notifications

The Financial Conduct Authority (FCA) has published guidance for listed companies in its Primary Market Bulletin (PMB 65). Its main focus is on listed company disclosures and inside information.

Review of delayed disclosure of inside information (DDII) notifications

The FCA has continued to review DDII notifications where there is an unusually long period of delayed disclosure or where the circumstances around the delay are not immediately clear from a DDII notification. It says that it has not identified widespread or systemic failures by issuers when delaying disclosure of inside information.

Issues mainly arise where:

• information is incorrectly classified as inside information, particularly where an issuer automatically classifies periodic financial reporting information as being inside information while it is being prepared for publication; or
• where issuers fail to reassess whether information continues to be inside information for the period of the delay, for example if it has ceased to be price sensitive.

The FCA also says that a DDII notification is not required where, in the event of an unexpected development, an issuer needs a short period of time to clarify the position before announcing inside information.

New inside information declaration form for FCA submissions

From Monday 21 September 2026, when documents (including guidance requests) are submitted to the FCA for review through the Electronic Submission System (ESS) portal, a new form will have to be included with the first submission, stating whether the submission contains inside information and, if so, giving details of what the inside information is.

Other areas covered by PMB 65 include the approach taken by sponsors to specialist due diligence in connection with admissions to listing in the Equity Shares (Commercial Companies) category and the FCA's emergency powers under the Short Selling Regulations 2025.