RNS Number : 6168C
capAI PLC
08 October 2025
THIS ANNOUNCEMENT ("ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, ITS STATES, TERRITORIES AND POSSESSIONS ("UNITED STATES" OR "US"), AUSTRALIA, CANADA, JAPAN, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE PROHIBITED BY ANY APPLICABLE LAW.
8 October 2025
capAI plc
(the "Company" or "capAI")
Director/PDMR and PCA Shareholdings
capAI (LSE: CPAI) announces that it was notified on 8 October 2025 of the following transactions:
1. In order to effect a 'Bed and Individual Savings Account ("ISA")' transaction, Richard Andrew Edwards, Executive Chairman, and a person discharging managerial responsibility ("PDMR") of the Company, sold 2,580,000 ordinary shares of nominal value £0.0001 each in the Company ("Ordinary Shares") at a price of £0.03 per Ordinary Share from his share dealing account and then purchased 2,580,000 Ordinary Shares at a price of £0.030011 per Ordinary Share in his flexible ISA account.
2. An outright gift of 7,500,000 Ordinary Shares by Richard Andrew Edwards to Charlotte Anna Edwards, his spouse and a person closely associated ("PCA") with him.
3. In order to effect a 'Bed and ISA' transaction, Charlotte Anna Edwards sold 7,050,000 Ordinary Shares at a price of £0.03 per Ordinary Share from her share dealing account and then purchased 7,050,000 Ordinary shares at a price of £0.03001 per Ordinary Share in her flexible ISA account.
All the above transactions took place on 8 October 2025, and are part of normalised tax planning.
Following approval of the share consolidation at the General Meeting, Richard and Charlotte Anna Edwards own 75,579,365 Ordinary Shares (in aggregate) and following the above transactions, there has been no change in the total number of Ordinary Shares in which Richard Andrew Edwards and Charlotte Anna Edwards own in the Company.
They continue to hold 75,579,365 Ordinary Shares comprising: 35,320,000 Ordinary Shares held in Richard Andrew Edwards' trading accounts; 2,580,000 Ordinary Shares held in Richard Andrew Edwards' ISA; 14,850,000 Ordinary Shares held in Richard Andrew Edwards' self-invested pension plan ("SIPP"); 450,000 Ordinary Shares held in Charlotte Anna Edwards' trading account; 10,400,000 Shares held in Charlotte Anna Edwards' ISA; 6,900,000 Shares held in Charlotte Anna Edwards' SIPP; 5,079,365 Ordinary Shares held via Coat Capital Ltd, of which Richard Andrew Edwards and Charlotte Anna Edwards are the ultimate controlling persons on a 50%:50% basis.
Enquiries
Company:
capAI plc hello@capaiplc.com
Broker Enquiries:
Peterhouse Capital Limited Tel: +44 (0) 207 469 0930
The information set out below is provided in accordance with the requirements of Article 19(3) of Regulation 2014/596/EU, which is part of the domestic law of the United Kingdom of Great Britain and Northern Ireland pursuant to the Market Abuse Amendment (EU Exit) Regulations (SI 2019/310).
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Richard Andrew Edwards
2
Reason for Notification
a)
Position/status
Executive Chairman, PDMR
b)
Initial notification/amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
capAI plc
b)
LEI
213800IVPZ932NP24O44
4
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
Ordinary Shares
Identification code
GB00BV2FG348
b)
Nature of the transaction
In order to effect a 'Bed and ISA' transaction, a sale of Ordinary Shares from a trading account and a purchase of Ordinary Shares in a flexible ISA account.
c)
Price(s) and volume(s)
Price
Volume
Total
Sale
£0.03
2,580,000
£77,400.00
Purchase
£0.030011
2,580,000
£77,428.38
d)
Aggregated information
- Aggregated volume
N/A
- Price
N/A
e)
Date of the transaction
8 October 2025
f)
Place of the transaction
London Stock Exchange
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Richard Andrew Edwards
2
Reason for Notification
a)
Position/status
Executive Chairman, PDMR
b)
Initial notification/amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
capAI plc
b)
LEI
213800IVPZ932NP24O44
4
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
Ordinary Shares
Identification code
GB00BV2FG348
b)
Nature of the transaction
An outright gift to Charlotte Anna Edwards, his spouse and a PCA with him.
c)
Price(s) and volume(s)
Price
Volume
Total
£ Nil
7,500,000
£ Nil
d)
Aggregated information
- Aggregated volume
N/A
- Price
N/A
e)
Date of the transaction
8 October 2025
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Charlotte Anna Edwards
2
Reason for Notification
a)
Position/status
PCA of Richard Andrew Edwards, Executive Chairman
b)
Initial notification/amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
capAI plc
b)
LEI
213800IVPZ932NP24O44
4
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
Ordinary Shares
Identification code
GB00BV2FG348
b)
Nature of the transaction
An outright gift of Ordinary Shares from Richard Andrew Edwards, her spouse and PDMR.
c)
Price(s) and volume(s)
Price
Volume
Total
£ Nil
7,500,000
£ Nil
d)
Aggregated information
- Aggregated volume
N/A
- Price
N/A
e)
Date of the transaction
8 October 2025
f)
Place of the transaction
Outside a trading venue
1
Details of the person discharging managerial responsibilities / person closely associated
a)
Name
Charlotte Anna Edwards
2
Reason for Notification
a)
Position/status
PCA of Richard Andrew Edwards, Executive Chairman
b)
Initial notification/amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
capAI plc
b)
LEI
213800IVPZ932NP24O44
4
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
Ordinary Shares
Identification code
GB00BV2FG348
b)
Nature of the transaction
In order to effect a 'Bed and ISA' transaction, a sale of Ordinary Shares from a trading account and a purchase of Ordinary Shares in a flexible ISA account.
c)
Price(s) and volume(s)
Price
Volume
Total
Sale
£0.03
7,050,000
£211,500.00
Purchase
£0.03001
7,050,000
£211,570.50
d)
Aggregated information
- Aggregated volume
N/A
- Price
N/A
e)
Date of the transaction
8 October 2025
f)
Place of the transaction
London Stock Exchange
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