Cadeler: Deadline blocks 87,410-share exchange

The receiving agent did not receive the acceptance form before the offer period expired, so the tendered shares were not exchanged.

Available on EDGAR 11/04/2026 - 03:55 PM EST Accepted by SEC EDGAR 11/04/2026 - 03:55 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Cadeler A/S reported an amendment concerning Niki Invest ApS, a person closely associated with Ditlev Wedell-Wedellsborg, a member of its Board of Directors. On November 2, 2026, Niki Invest ApS reported tendering 87,410 Cadeler A/S shares in Cadeler plc’s voluntary offer, but the exchange was not completed because the receiving agent did not receive the acceptance form before the offer period expired. The offer provided for one Cadeler plc share for each Cadeler A/S share.

Key Figures

Shares tendered: 87,410 Cadeler A/S shares Exchange ratio: 1 Cadeler plc share for each 1 Cadeler A/S share Nominal value per Cadeler A/S share: DKK 1 per share +1 more

4 metrics

Shares tendered 87,410 Cadeler A/S shares Tendering in Cadeler plc’s voluntary offer; not completed

Exchange ratio 1 Cadeler plc share for each 1 Cadeler A/S share Terms of the voluntary offer

Nominal value per Cadeler A/S share DKK 1 per share Shares covered by the voluntary offer

Nominal value per Cadeler plc share USD 1 per share Shares offered in exchange

Key Terms

persons closely associated, voluntary offer, nominal value

3 terms

persons closely associated regulatory

"person closely associated with Ditlev Wedell-Wedellsborg"

Persons closely associated are the people and legal entities that act or have close personal or financial ties with an insider — for example a spouse, dependent children, members of the same household, companies they control, or close business partners. Investors care because transactions by these associates can reveal the true movement of shares and potential conflicts of interest or insider activity, much like watching a chef’s assistant to understand what the chef is cooking when the chef can’t be seen directly.

voluntary offer regulatory

"voluntary offer by Cadeler plc to all holders"

nominal value financial

"shares in Cadeler A/S, nominal value of DKK 1 each"

Nominal value is the stated or face amount assigned to a financial instrument — for shares it’s the par value printed on the stock certificate, and for money or returns it can mean the number not adjusted for inflation. Think of it like a price tag on an item versus its buying power: the tag tells you the label, but not how much you can actually buy. Investors care because nominal values affect accounting, legal capital, dividend calculations and comparisons over time when inflation may distort real worth.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CDLR shares were involved in Niki Invest ApS’s amended transaction?

Niki Invest ApS reported tendering 87,410 Cadeler A/S shares on November 2, 2026, but the exchange was not completed. The receiving agent did not receive the acceptance form before the offer period expired.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of November 2026

Commission File Number: 001-41889

CADELER A/S

(Translation of registrant's name into English)

Kalvebod Brygge 43

DK-1560 Copenhagen V, Denmark

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or

Form 40-F.

Form 20-F x Form 40-F o

CADELER A/S: REPORTING ON TRANSACTIONS IN CADELER A/S SHARES BY PERSONS DISCHARGING

MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

Copenhagen, 4 November 2026: Cadeler A/S (“Cadeler”) has received a notification pursuant to article 19 of

the Market Abuse Regulation (EU) no. 596/2014 of the below transaction related to shares in Cadeler A/S

made by persons discharging managerial responsibilities in Cadeler A/S and/or persons closely associated

with them.

Niki Invest ApS, a person closely associated with Ditlev Wedell-Wedellsborg, a member of the Board of

Directors, has made an amendment to a transaction announced on 2 November 2026, as further described in

the attached notification on the date set out therein.

Please see the attached file for further details.

For further information, please contact:

Cadeler Press Office: press@cadeler.com

Mikkel Gleerup

CEO, Cadeler

+45 3246 3102

mikkel.gleerup@cadeler.com

Alexander Simmonds

EVP & CLO, Cadeler

+44 7376 174172

alexander.simmonds@cadeler.com

About Cadeler

Cadeler A/S (Cadeler) is a global leader in offshore wind turbine transport and installation. The company

owns and operates the industry’s largest fleet of jack-up offshore wind installation vessels and is expanding

its capabilities into full-scope foundation transport and installation, as well as operations & maintenance.

With its modern fleet and depth of expertise across onshore and offshore operations, Cadeler supports the

safe, efficient and reliable delivery of offshore wind projects worldwide. Cadeler is listed on the New York

Stock Exchange (ticker: CDLR) and the Oslo Stock Exchange (ticker: CADLR). For more information, please

visit www.cadeler.com.

Reporting of transactions made by persons discharging managerial responsibilities

and persons closely associated with them in Cadeler A/S’ shares

1	Details of the Reporting Person and their Closely Associated Persons
a)	Name		Niki Invest ApS
2	Reason for the notification
a)	Position/status		Closely associated person to Ditlev Wedell-Wedellsborg, member of the Board of Directors
b)	Initial notification / Amendment		Amendment
c)	Reason for amendment		In connection with Cadeler plc’s voluntary share exchange offer, the receiving agent did not receive Niki Invest ApS’ acceptance form before the expiry of the offer period contrary to the previous understanding. Accordingly, the tendered shares were therefore not completed under the offer.
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name		Cadeler A/S
b)	LEI		9845008439EUED140282
4.1		Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)		Description of the financial instrument, type of instrument and identification code		Shares ISIN DK0061412772
b)		Nature of the transaction		Tendering of 87,410 Cadeler A/S shares in voluntary offer by Cadeler plc to all holders of shares in Cadeler A/S, nominal value of DKK 1 each, to exchange each Cadeler A/S share for 1 share in Cadeler plc, nominal value of USD 1 each, not completed.
c)		Price(s) and volume(s)		Price(s)	V o
				N/A	8 7
d)		Aggregated information -Aggregated volume -Price		Average price per share: N/A -Total number of shares: 87,410 shares -Total price: N/A
e)		Date of the transaction		2 November 2026
f)		Place of the transaction		XOFF – Outside a trading venue

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 authorized.

Date: November 4, 2026 CADELER A/S

(Registrant)

By:  /s/ Mikkel Gleerup

Name: Mikkel Gleerup

Title: Chief Executive Officer