Vodafone Group Public Ltd Co 6-K, filed Feb 11, 2022

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

Dated February 11, 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  x     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): ¨

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨      No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-____.

This Report on Form 6-K contains a Stock Exchange Announcement dated 10 February 2022 entitled ‘ANNOUNCEMENT REGARDING VODAFONE ITALY’.

RNS Number : 3387B

Vodafone Group Plc

10 February 2022

ANNOUNCEMENT REGARDING VODAFONE ITALY

Vodafone Group Plc ("Vodafone") confirms it recently received a highly preliminary, non-binding indication of interest from Iliad S.A. ("Iliad") and Apax Partners LLP ("Apax") to acquire 100% of Vodafone Italy (the "Preliminary Indication of Interest").

Vodafone confirms it has rejected the Preliminary Indication of Interest, as it is not in the best interests of shareholders.

The Board and management of Vodafone remain focused on delivering shareholder value through a combination of its organic growth strategy over the medium-term and ongoing portfolio optimisation. Vodafone continues to pragmatically pursue several value accretive in-market consolidation opportunities to deliver sustainable market structures in its major European markets, including Italy.

For more information, please contact:

Registered Office: Vodafone House, The Connection, Newbury, Berkshire RG14 2FN, England. Registered in England No. 1833679

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.