RNS Number : 0166O

Ocado Group PLC

13 September 2013

For filings with the FCA include the annex
For filings with issuer exclude the annex
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: ii				Ocado Group plc
2 Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights					X
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments
An event changing the breakdown of voting rights
Other (please specify):
3. Full name of person(s) subject to the notification obligation: iii		The Capital Group Companies, Inc.
4. Full name of shareholder(s)  (if different from 3.):iv		See Schedule A
5. Date of the transaction and date on which the threshold is crossed or reached: v		11 September 2013
6. Date on which issuer notified:		12 September 2013
7. Threshold(s) that is/are crossed or reached: vi, vii		Above 3%

8. Notified details:

A: Voting rights attached to shares viii, ix

Class/type of shares if possible using the ISIN CODE

Situation previous to the triggering transaction

Resulting situation after the triggering transaction

Number of Shares

Number of Voting Rights

Number of shares

Number of voting rights

% of  voting rights x

Direct

Direct xi

Indirect xii

Direct

Indirect

Ordinary (GB00B3MBS747)

15,816,154

15,816,154

19,699,078

3.1903%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financial instrument

Expiration date xiii

Exercise/ Conversion Period xiv

Number of voting rights that may be acquired if the instrument is exercised/ converted.

% of voting rights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi

Resulting situation after the triggering transaction

Type of financial instrument

Exercise price

Expiration date xvii

Exercise/ Conversion period xviii

Number of voting rights instrument refers to

% of voting rights xix, xx

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

19,699,078

3.1903%

9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable: ^xxi

See Schedule A

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will cease
to hold:

12. Date on which proxy holder will cease to hold
voting rights:

13. Additional information:

14. Contact name:

15. Contact telephone number:

As of 11 September 2013

  Ocado Group plc

                                                                                                                                               Number of       Percent of

                                                                                                                                                    Shares    Outstanding

The Capital Group Companies, Inc. ("CG") holdings                                                          19,699,078       3.190%

Holdings by CG Management Companies and Funds:

• Capital Guardian Trust Company                                                                                           10,677,846        1.729%

• Capital International Limited                                                                                                        35,911        0.006%

• Capital International SÁrl                                                                                                            47,200        0.008%

• Capital Research and Management Company                                                                          8,938,121        1.448%

Schedule A

This information is provided by RNS

The company news service from the London Stock Exchange

END HOLBRGDCUGBBGXX