Key Highlights

• The Berkeley Group Holdings plc (LSE:BKG) has received a TR-1 notification from BlackRock, Inc. confirming a total interest of 6.14% across shares and financial instruments as at 29 May 2026.

• BlackRock's position breaks down as 4.87% (4,513,502 shares, held indirectly) in voting rights attached to shares, and 1.27% through financial instruments — comprising ADRs (0.19%), securities lending (0.86%) and a cash-settled CFD (0.22%).

• BlackRock's previous notified position was 5.02% in shares and 0.74% through financial instruments, for a prior total of 5.76% — the new notification records an increase to 6.14% overall.

• The threshold crossed on 29 May 2026 was a crossing event that triggered the disclosure obligation; the notification was received by Berkeley on 1 June 2026.

• This is a mandatory transparency filing under FCA DTR 5 and involves a complex chain of BlackRock-controlled entities across multiple jurisdictions holding the interest on behalf of client funds.

Company and RNS Summary

Introduction — Why This RNS Matters

On 1 June 2026, The Berkeley Group Holdings plc (LSE:BKG) published a Holding(s) in Company announcement — a TR-1 notification — from BlackRock, Inc. The filing disclosed that BlackRock's total interest in Berkeley Group as at 29 May 2026 amounted to 6.14% of the company's voting rights and share capital, combining a direct shareholding interest of 4.87% with financial instrument interests totalling 1.27%.

This notification represents an increase from BlackRock's previously disclosed position of 5.76% in total (5.02% in shares, 0.74% through financial instruments), making this a disclosure of an upward move in one of the world's largest asset managers' exposure to The Berkeley Group Holdings plc.

TR-1 major shareholding notifications from large institutions like BlackRock are a standard feature of the UK listed company regulatory landscape. However, this particular filing is more complex than a simple share purchase notification. BlackRock's interest is held across an extensive web of controlled subsidiaries and funds operating in multiple jurisdictions, and includes not just direct voting shares but also American Depositary Receipts, securities lending positions and a cash-settled contract for difference. Each of these financial instrument categories represents a different type of economic or voting exposure to Berkeley Group, with different implications for the company and for other investors.

Understanding this notification fully requires appreciating who Berkeley Group is as an issuer, how BlackRock's multi-instrument position is structured, and what the specific categories of financial instrument disclosed mean in practice.

Company Background: The Berkeley Group Holdings (LSE:BKG)

The Berkeley Group Holdings plc is one of the United Kingdom's most distinctive and premium-positioned residential property developers. Listed on the London Stock Exchange under the ticker BKG and a constituent of the FTSE 100 index, Berkeley Group has built a reputation for high-quality urban regeneration projects and luxury residential developments, particularly in London and the South East of England.

Berkeley's business model differs significantly from the volume housebuilders such as Barratt Redrow or Taylor Wimpey. Rather than focusing on high-volume delivery of standardised homes across a broad national footprint, Berkeley concentrates on complex, large-scale regeneration schemes — often in urban environments, on brownfield land, and targeting higher price points. The company's brands include Berkeley, St George, St William and St Edward, each positioned to serve different market segments within the premium residential space.

The company operates under ISIN GB00BP0RGD03 and its LEI is 2138009OQSSLVVHQAL78. The Company Secretary is Victoria Mee. Berkeley Group's financial model is distinctive in the housebuilding sector — it has historically returned significant capital to shareholders through multi-year cash return programmes, and has maintained a reputation for financial discipline and balance sheet strength.

Berkeley's concentration in London and the premium segment makes it particularly sensitive to prime London property market dynamics, planning conditions in the capital, interest rate effects on high-value property buyers, and the availability of mortgage and equity finance for premium residential purchasers. It is also exposed to the regulatory regime around building safety and the fire safety remediation requirements that affect the wider sector.

What the RNS Said — Plain-English Summary

The 1 June 2026 TR-1 notification from BlackRock to The Berkeley Group Holdings plc covers a triggering event that occurred on 29 May 2026. The notification was received by Berkeley on 1 June 2026, within the required disclosure window.

BlackRock's total position as at the threshold-crossing date is 6.14% of Berkeley's voting rights and capital. This is split between two main categories.

First, the direct share interest: BlackRock holds 4,513,502 ordinary shares in Berkeley Group indirectly (through its chain of controlled subsidiaries), representing 4.87% of the total voting rights. These shares carry actual voting rights exercisable by BlackRock's managed funds in respect of Berkeley Group shareholder meetings.

Second, financial instruments: BlackRock's additional 1.27% interest is held through three types of financial instrument. These do not themselves confer direct voting rights in the same way as the underlying shares, but they represent economic exposure to Berkeley Group's share price. The breakdown is: American Depositary Receipts (ADRs) representing 182,270 shares or 0.19%; securities lending arrangements covering 802,699 shares or 0.86%; and a cash-settled CFD (contract for difference) referencing 206,441 shares or 0.22%.

BlackRock's previous notified position was 5.02% in shares and 0.74% through financial instruments, totalling 5.76%. The new total of 6.14% represents an increase of 0.38 percentage points across the combined position, with both the share element and the financial instrument element rising.

The Most Important Details

The precise figures from The Berkeley Group Holdings plc's 1 June 2026 TR-1 notification are as follows:

• Issuer: The Berkeley Group Holdings plc (ISIN: GB00BP0RGD03, LSE:BKG)

• Notifying party: BlackRock, Inc. (Wilmington, USA)

• Date threshold crossed: 29 May 2026; date issuer notified: 1 June 2026

• Shares (Section 8A): 4,513,502 ordinary shares held indirectly = 4.87% of voting rights

• Financial instruments — ADRs (Section 8B1): 182,270 shares equivalent = 0.19%

• Financial instruments — Securities Lending (Section 8B1): 802,699 shares equivalent = 0.86%

• Financial instruments — Cash CFD (Section 8B2): 206,441 shares equivalent = 0.22%

• Total financial instruments: 1,191,410 share equivalents = 1.27% (Sub-Total 8B1: 1.05%; Sub-Total 8B2: 0.22%)

• Total combined interest (shares + financial instruments): 5,704,912 share equivalents = 6.14%

• Previous notified position: 5.02% shares + 0.74% instruments = 5.76% total

• Direction: UPWARD — BlackRock's total interest has INCREASED from 5.76% to 6.14%

Understanding BlackRock's Multi-Instrument Position in BKG

The complexity of BlackRock's TR-1 disclosure reflects the nature of a global asset management behemoth with hundreds of different investment strategies and fund vehicles operating simultaneously. BlackRock, Inc. is the world's largest asset manager, with assets under management running into the trillions of dollars across equity funds, bond funds, ETFs, alternative investment vehicles and managed accounts. When BlackRock files a TR-1, the position described is the aggregate of interests held across all of these structures, not a single portfolio decision by one fund.

The 4.87% share interest held indirectly through BlackRock's chain of controlled entities most likely reflects the combined holdings of BlackRock's index-tracking funds (such as iShares ETFs benchmarked against the FTSE 100), actively managed equity funds with a UK focus, and any other BlackRock vehicles that hold Berkeley Group ordinary shares. These are voting shares — BlackRock's fund entities are entitled to vote them at Berkeley Group shareholder meetings.

The American Depositary Receipt (ADR) element of 0.19% represents Berkeley Group ordinary shares that are held in ADR form. ADRs are depositary receipts that allow US investors to hold economic exposure to non-US listed companies through the US financial system. The underlying ordinary shares representing the ADRs are included in BlackRock's aggregate position count.

The securities lending element of 0.86% is particularly interesting and often misunderstood. Securities lending is a practice where a fund lends its shares temporarily to counterparties (often in exchange for a fee and collateral), typically to facilitate short selling. The TR-1 includes these lent shares in BlackRock's position because, under DTR rules, the lender retains an economic interest and the right to recall the shares. However, while on loan, the voting rights on those shares typically cannot be exercised by BlackRock.

The cash-settled CFD (contract for difference) of 0.22% represents a derivative instrument that gives BlackRock economic exposure to Berkeley Group's share price movement — if the BKG share price rises, the CFD has a positive value; if it falls, there is a loss. However, CFDs settled in cash do not confer direct voting rights on the underlying shares. Under DTR 5.3.1R(1)(b), such instruments with 'similar economic effect' to shareholding are required to be included in the TR-1 disclosure.

Why Investors May Be Watching BKG

The Berkeley Group Holdings plc (LSE:BKG) is one of the most closely followed names in the UK housebuilding sector, both because of its distinctive premium positioning and because of its track record of significant capital returns to shareholders. The disclosure of a 6.14% combined interest from BlackRock — one of the world's most widely watched institutional investors — is a relevant data point for investors tracking the ownership evolution of BKG shares.

It is important not to overinterpret a BlackRock TR-1 as a directional market signal. BlackRock's aggregate position across its many funds changes continuously as underlying funds take in or return investor capital, as index compositions change and as active fund managers adjust their positions independently. An increase in BlackRock's declared total interest from 5.76% to 6.14% could reflect any combination of new investor subscriptions into BlackRock funds that hold BKG, changes in Berkeley Group's index weighting, active buying decisions by one or more BlackRock portfolio managers, or mechanical changes in the securities lending book.

That said, the disclosure confirms that BlackRock — through its managed funds — maintains a significant aggregate interest in Berkeley Group. For a company of Berkeley's market capitalisation in the premium UK housebuilding sector, a 6.14% combined position from a single institutional group is substantial.

Investors monitoring BKG shares will be focused on Berkeley Group's operational performance — particularly the pace of London and South East residential completions, reservation rates in the prime market, the progress of its development pipeline, and any updates on capital return commitments to shareholders — rather than on the mechanics of any individual TR-1 notification.

Market Context

The UK's Disclosure Guidance and Transparency Rules require that TR-1 notifications be made in respect of aggregate interests that combine direct share holdings with certain categories of financial instrument. This comprehensive approach to disclosure — capturing not just shares but also ADRs, securities lending and derivative positions — is designed to give the market a complete picture of an investor's economic exposure to a listed company, not just the voting rights they hold directly.

The inclusion of securities lending positions in DTR 5 disclosures has been a subject of regulatory debate. When shares are out on loan, the voting rights temporarily pass to the borrower. This means that a large holder like BlackRock, which has a significant proportion of its position in securities lending, may have less effective voting influence than its aggregate 6.14% position might suggest. The 0.86% in securities lending — equivalent to 802,699 shares — represents shares whose votes BlackRock cannot exercise while they remain on loan, unless it recalls them before a shareholder meeting record date.

Cash-settled CFD positions, similarly, do not confer voting rights at all. BlackRock's 0.22% CFD position in Berkeley Group gives it economic exposure to the BKG share price but no formal governance influence through voting. This is why the DTR framework disaggregates the position into its component parts rather than treating the total as a simple voting interest.

From a market context perspective, The Berkeley Group Holdings plc is a FTSE 100 company, which means it is automatically included in a wide range of passive funds and ETFs benchmarked against that index. BlackRock is the largest provider of FTSE-tracking products through its iShares range, which naturally creates a baseline mechanical interest in every FTSE 100 constituent — including BKG.

Industry Context

The premium residential property development sector in which Berkeley Group operates has its own distinct dynamics relative to the broader UK housebuilding market. Prime London and South East property demand is influenced by a different set of factors from volume housing markets in other parts of the country, including global wealth flows, the attractiveness of London as an international city, tax treatment of residential property for non-domiciled buyers, and the availability of financing for high-value transactions.

Berkeley Group's strategy of focusing on complex urban regeneration projects — converting former industrial or public sector sites into high-quality mixed-use residential developments — is a capital-intensive but potentially high-return approach. These projects have long lead times from land acquisition through planning, remediation and construction to completion and sales, meaning that Berkeley's financial results can be lumpy and investors need to take a long view when assessing the company's earnings trajectory.

The broader UK housebuilding sector continues to be shaped by persistent planning constraints, building safety regulations, construction cost pressures and the cyclical dynamics of the mortgage market. Berkeley's premium positioning provides some insulation from the most acute pressures of volume housing affordability, but also exposes the company to risks specific to the prime end of the market.

For institutional investors like those managed by BlackRock's various fund structures, UK housebuilders represent an interesting investment category — combining operational business exposure with elements of a real estate play. The choice between different housebuilder names within that category reflects a combination of valuation, business model quality, balance sheet strength and specific market positioning.

Potential Opportunities

For investors assessing The Berkeley Group Holdings plc, the BlackRock TR-1 notification offers a confirmation that a major institutional group maintains a significant combined interest of 6.14% in the company's equity and related instruments. This reflects the standing of Berkeley Group within the universe of UK listed companies that institutional asset managers hold across their fund families.

Berkeley Group has historically differentiated itself through a disciplined approach to capital returns, often operating a multi-year shareholder return programme alongside its development activities. Investors who are attracted to premium housebuilders with strong balance sheets and a track record of consistent capital return may find BKG's positioning of interest.

The increasing total position from 5.76% to 6.14% — driven by a combination of share interest rising from 5.02% to 4.87% and instrument interest rising from 0.74% to 1.27% — suggests that across BlackRock's managed fund universe, the net exposure to Berkeley Group has increased. While this is not a single concentrated buying decision, it does indicate that the combined weight of BlackRock-managed exposure has grown.

For governance observers, the 4.87% direct share interest means BlackRock's managed funds collectively hold nearly 5% of Berkeley Group's voting shares, making BlackRock a significant participant in any shareholder vote on resolutions at Berkeley Group's annual and extraordinary general meetings. Institutional investors of this scale often engage with companies on governance, remuneration and ESG matters through their stewardship teams.

Key Risks and Uncertainties

Investors in The Berkeley Group Holdings plc (LSE:BKG) face a range of risks specific to the company's premium, London-weighted development model and to the broader UK property and housebuilding environment.

Prime London residential property demand can be highly sensitive to macroeconomic and geopolitical developments, changes in UK tax treatment for non-domiciled buyers, and shifts in the attractiveness of London relative to other global cities as a destination for high-net-worth residential investment. Any significant deterioration in prime London property market sentiment would directly affect Berkeley Group's sales rates and revenue visibility.

Planning risk is acute for a developer that relies on complex regeneration schemes. These projects require extensive engagement with local planning authorities, often face objections and delays, and can involve significant upfront investment before any revenue-generating construction begins. A planning setback on a major scheme could have material consequences for Berkeley's development pipeline.

The building safety agenda continues to evolve, with ongoing requirements for housebuilders to remediate fire safety defects in existing buildings and to meet enhanced safety standards in new construction. The financial and management resource implications of these obligations remain a relevant risk.

From a financial instrument perspective, the BlackRock TR-1 illustrates the complex web of financial exposures that large institutions manage simultaneously. Changes in BlackRock's aggregate position — whether driven by fund flows, index rebalancing or active management decisions — are not predictable from outside, and investors should not assume that the current 6.14% position will be maintained at this level.

What Could Move the BKG Share Price Next

A TR-1 notification from BlackRock is generally not a primary share price catalyst in itself. The market understands that BlackRock's aggregate positions reflect aggregated fund activity rather than a single directional investment decision, and large institutional TR-1 filings are typically absorbed without significant share price reaction unless they reveal a genuinely surprising change in a major concentrated holding.

The catalysts more likely to influence The Berkeley Group Holdings plc share price in the near term include the company's own operational announcements. Berkeley Group's trading updates and results announcements — covering reservation rates, forward sales, completions and financial metrics — would attract the most attention from analysts and investors tracking BKG.

London prime residential property market data, including house price indices, transaction volumes and mortgage market conditions at the higher end of the price spectrum, would also be relevant. Any policy announcements from the UK government affecting stamp duty, planning rules in London, or the treatment of high-value residential property for tax purposes could move sector sentiment.

Changes in the UK interest rate environment remain a significant factor for all housebuilders, including Berkeley. Lower interest rates generally improve affordability across the housing market and support transaction volumes, while higher rates have the opposite effect — even at the premium end where buyers may have greater financial resources.

Investors are encouraged to monitor all BKG RNS announcements and to supplement this with the company's annual report, half-year reports and any interim management statements before forming a view on Berkeley Group shares.

Long-Term Outlook

The Berkeley Group Holdings plc has built a distinctive and strategically coherent position in the UK property development market over several decades. Its focus on premium urban regeneration in London and the South East — complex, long-duration projects that many competitors do not have the capability or risk appetite to undertake — provides a degree of structural differentiation that insulates Berkeley to some extent from pure commodity housebuilding competition.

The long-term demand outlook for premium London residential property is underpinned by the continuing attractiveness of London as a global city, ongoing constraints on new supply in Central and Inner London, and the structural dynamics of a planning system that makes it inherently difficult to bring new homes to market quickly. These factors collectively support a degree of pricing power for well-located, high-quality developments.

BlackRock's disclosed 6.14% combined interest — spanning multiple fund types and instrument categories — reflects the institutional investment community's ongoing engagement with Berkeley Group as a significant constituent of UK equity indices and a notable name in the FTSE listed property development sector. As a passive fund provider and active manager simultaneously, BlackRock's aggregate position is likely to remain significant as long as Berkeley Group maintains its FTSE 100 membership.

For individual investors, the long-term case for BKG shares is built on the quality of the development pipeline, the company's balance sheet strength and capital discipline, the trajectory of the London residential market, and management's track record of delivering returns to shareholders through a well-structured capital return programme. All of these are best assessed through the company's own detailed financial disclosures rather than through institutional ownership filings.

Conclusion

The Berkeley Group Holdings plc (LSE:BKG) has received and published a TR-1 major shareholding notification from BlackRock, Inc. disclosing a total combined interest of 6.14% as at 29 May 2026. The position breaks down as 4.87% in voting rights through ordinary shares held indirectly (4,513,502 shares), plus 1.27% through financial instruments — comprising ADRs (0.19%), securities lending (0.86%) and a cash-settled CFD (0.22%). The previous notified position was 5.76% in total.

This notification is more complex than a simple share purchase disclosure — it encompasses multiple instrument types across an extensive BlackRock controlled-entity chain spanning more than 30 named subsidiaries in multiple jurisdictions. Each element of the position carries different voting and economic characteristics, as explained in detail above.

Investors following The Berkeley Group Holdings plc should focus primarily on the company's operational and financial disclosures for material investment insights. The BlackRock TR-1 is an important transparency filing that confirms the scale of one major institutional group's aggregate exposure, but it does not, in isolation, provide a definitive signal about the direction of BKG shares. Readers are encouraged to read the full RNS and all other relevant Berkeley Group announcements before making any investment decisions.