REG - Defence Holdings PLC - Appointment of CEO, update on ATM, and PDMR

Defence HoldingsAnnouncement

05/02/2026 08:15

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RNS Number : 8630R  Defence Holdings PLC   05 February 2026

FOR IMMEDIATE RELEASE
 5 February 2026
 London, UK

Defence Holdings PLC

("Defence Holdings" or the "Company")

Appointment of Chief Executive Officer, Update on ATM Facility and PDMR

Defence Holdings PLC (LSE: ALRT), the UK-listed defence technology group, announces the appointment of Andrew Roughan as Chief Executive Officer of the Company, effective 30 March 2026.

As previously announced on 24 December 2025, the Board conducted a
comprehensive and targeted search process for a Chief Executive Officer.
Following completion of contractual arrangements and customary regulatory and
background checks, Andrew Roughan will formally assume the role at the end of
Q1 2026.

Background and experience

Andrew Roughan is a senior executive with extensive experience across the UK
Government's science and technology priority agenda, including deep experience
in defence, national security, and critical national infrastructure.

Since 2018, he has served as Chief Executive Officer of Plexal, a UK-based
innovation company working closely with government, defence and national
security stakeholders. In this role, he led multi-disciplinary teams
delivering technology and innovation programmes within regulated and
security-sensitive environments and oversaw the organisation's growth and
operational development.

Andrew was part of the founding team of Here East, a major technology and
innovation campus developed as part of the UK Government's Olympic legacy
programme, where he held senior operational and commercial leadership
responsibilities.

Earlier in his career, Andrew held senior management roles within the telecoms
and data centre sectors, including positions at Cable & Wireless and
international data centre operators, with responsibilities spanning commercial
strategy, operations and large-scale infrastructure delivery.

There are no other matters to be disclosed in respect of Andrew Roughan
pursuant to UK Listing Rule 6.4.8R.

Strategic relevance of appointment

Andrew Roughan's experience reinforces Defence Holdings' leadership capacity
as the Company enters a phase focused on programme delivery and scale. His
background leading government-aligned technology organisations through periods
of growth and organisational scaling, and delivering complex initiatives
within regulated and security-sensitive environments, aligns closely with the
operational and commercial demands of Defence Holdings' strategy.

The Board believes Andrew's leadership, institutional relationships and
experience negotiating within complex stakeholder environments will strengthen
the Company's ability to engage with government, defence and industry partners
and to execute its strategy with discipline and credibility.

 

Board comment

Andy McCartney, Chief Technology Officer of Defence Holdings, commented:

"The Board is delighted to appoint Andrew as Chief Executive Officer. He
brings a rare combination of defence credibility, operational leadership and
proven commercial execution across government-aligned technology environments.

Andrew's experience leading complex organisations through delivery and scale
will be instrumental as Defence Holdings enters its next phase of execution
and growth, and we look forward to working closely with him."

Grant of Warrants

 

Andrew Roughan has entered into a service agreement with the Company. In
addition to his remuneration package, and as approved by the Board, the
Company will grant warrants over a total of 142,907,576 ordinary shares,
representing 6 per cent of the Company's issued share capital at the time the
warrant terms were agreed between the Company and Andrew Roughan.

 

The warrants have been allocated in three tranches on the following terms:

 

●    71,453,788 warrants (representing 3 per cent of the issued share
capital), exercisable at 1.38 pence per ordinary share;

●    35,726,894 warrants (representing 1.5 per cent of the issued share
capital), exercisable at 3.45 pence per ordinary share; and

●    35,726,894 warrants (representing 1.5 per cent of the issued share
capital), exercisable at 6.9 pence per ordinary share.

 

Update on ATM facility

Further to the announcement dated 18 December 2025, Fortified Securities has
successfully raised additional gross proceeds of £92,800 (the "ATM Proceeds")
for the period ending 16 January 2026. Settlement of the ATM Proceeds has now
been completed.

Following these ATM-related sales, Fortified Securities' shareholding has
decreased from 116,000,000 shares (4.78% of the issued share capital) to
111,500,000 shares (4.59% of the issued share capital).

Taking into account the ATM Proceeds announced on 31 October 2025, 14 November
2025, 18 December 2025 and those announced today, the Company has now raised
total gross proceeds of £713,117.49 under the ATM facility.

 

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         Andrew Vincent Roughan
 2.  Reason for the Notification
 a)  Position/status                                              Director of Defence Holdings Plc, effective on 30 March 2026
 b)  Initial notification / Amendment                             Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         DEFENCE HOLDINGS PLC
 b)  LEI                                                          213800IE96YMHXDJ7H92
 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  Warrants over ordinary shares
     Identification Code                                          GB00BMWVF760
 b)  Nature of the transaction                                    Issue of Warrants over 142,907,576 Ordinary Shares
 c)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                                  £0.0138   71,453,788
                                                                  £0.0345   35,726,894
                                                                  £0.069    35,726,894
 d)  Aggregated information:

     · Aggregated volume                                          Warrants over 142,907,576 Ordinary Shares

     · Price                                                      £4,683,796
 e)  Date of the transaction                                      30 March 2026
 f)  Place of the Transaction                                     Outside of a trading venue

d)

Aggregated information:

· Aggregated volume

· Price

 

Warrants over 142,907,576 Ordinary Shares

£4,683,796

e)

Date of the transaction

30 March 2026

f)

Place of the Transaction

Outside of a trading venue

 

 

 

 

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