REG - Defence Holdings PLC - Appointment of Non-Executive Chairman

Defence HoldingsAnnouncement

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RNS Number : 3813Y  Defence Holdings PLC   08 September 2025

The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014, as retained as part of the law of England and Wales. Upon
the publication of this announcement via the Regulatory Information Service,
this inside information is now considered to be in the public domain.

FOR IMMEDIATE RELEASE

8 September 2025

London, UK

Defence Holdings PLC

("Defence Holdings" or the "Company")

Defence Holdings Appoints Former Chief of the Defence Staff, Field Marshal
Lord Houghton of Richmond, as Non-Executive Chairman

Defence Holdings PLC (LSE: ALRT), the UK's first listed software-led defence
company, is pleased to announce the appointment of Field Marshal Lord (Nick)
Houghton of Richmond, GCB, CBE, DL as Non-Executive Chairman of the Board,
effective 1st October 2025.

 

Career Highlights:

●    Former Chief of the Defence Staff (2013 - 2016) and one of the UK's
most senior military leaders of modern times.

●    Promoted to Field Marshal in June 2025,  the highest rank in the
British Army, underscoring his unmatched standing in UK defence.

●    Led UK and allied forces through Northern Ireland, Iraq,
Afghanistan, and strategic crises from 9/11 to the 2015 SDSR.

●    Awarded Knight Grand Cross of the Order of the Bath, CBE, and the US
Legion of Merit.

●    Crossbench peer in the House of Lords and member of the
International Relations and Defence Committee.

 

Lord Houghton is one of the United Kingdom's most distinguished and senior
military leaders of modern times. His career in the British Army spanned over
four decades, culminating in his appointment as Chief of the Defence Staff
(2013 - 2016), the professional head of the Armed Forces and principal
military adviser to the Prime Minister and Secretary of State for Defence. In
June 2025, he was promoted to the honorary rank of Field Marshal, the highest
rank in the British Army.

Over his career, Lord Houghton held command at every level and led UK and
allied forces through some of the most complex and consequential operations of
the past half-century. As Chief of the Defence Staff, he oversaw the
successful conclusion of combat operations in Afghanistan, steered the UK's
strategic defence posture during an era of global instability, and was the
prime military architect of the 2015 Strategic Defence and Security Review,
securing the 2% GDP financial settlement for UK defence.

His earlier leadership roles included:

●    Vice Chief of the Defence Staff (2009-2013) - where he was central
to reforming the Ministry of Defence and shaping Joint Forces Command.

●    Chief of Joint Operations (2006-2009) - responsible for simultaneous
deployments in Iraq and Afghanistan, including planning and executing the UK
withdrawal from Basra.

●    Deputy Commanding General of Multi-National Force-Iraq (2005-2006) -
during one of the most volatile phases of the conflict.

●    Director of Military Operations (1999-2002) - overseeing the UK's
initial response to 9/11, the first deployments to Afghanistan, the successful
Sierra Leone campaign, and the military response to the UK's Foot and Mouth
Disease crisis.

●    Commander, 39 Infantry Brigade, Northern Ireland - during the peace
process that led to the Good Friday Agreement.

For his service, Lord Houghton has been awarded some of the UK's highest
honours, including Knight Grand Cross of the Order of the Bath (GCB) and
Commander of the Order of the British Empire (CBE), as well as international
recognition such as the United States Legion of Merit. He was elevated to the
House of Lords as a life peer in 2017, where he continues to serve as a
crossbencher on the International Relations and Defence Committee.

Strategic Significance

Lord Houghton's appointment as Non-Executive Chairman brings unparalleled
leadership, credibility, and access to Defence Holdings at a pivotal stage in
its growth. His experience at the very top of the UK Armed Forces, combined
with his ongoing role in shaping defence and security policy, strengthens the
Company's ability to align with national priorities and international defence
partners.

Board Transition

As part of this appointment, James Norwood, who has served as Chairman of
Defence Holdings, will transition to the role Deputy Chairman. Mr. Norwood
will continue to provide strategic guidance and board-level oversight, with a
focus on governance, shareholder engagement, and the Company's long-term
growth agenda.

 

Leadership Commentary

Lord Houghton, Non-Executive Chairman of Defence Holdings, commented:

"I am delighted and excited to be joining Defence Holdings PLC. Delighted
because they are the first Defence Company to have been conceived, by design,
to help deliver the outcomes of the emerging Defence Industrial Strategy:
agile, sovereign and wholly focused on exploiting the digital revolution to
the UK's national advantage. Excited because I know that the people running
Defence Holdings have the mindset, culture and expertise to actually deliver
the most significant capability aspiration of the recent Strategic Defence
Review: lethal advantage to the UK's Armed Forces."

James Norwood, Deputy Chairman of Defence Holdings, commented:

"Lord Houghton is one of the most senior and respected figures in UK defence
history. His leadership experience, strategic acumen, and credibility at the
highest levels of government and military command will be transformational for
Defence Holdings. His appointment underlines our commitment to building not
just another defence company, but the next-generation platform for sovereign
capability."

Information notified pursuant to UKLR 6.4.8.

·      Lord Houghton was a Director and Non-Executive Chairman of ByzGen
Limited. The company was placed into administration in July 2025.

·      Lord Houghton was also a director of De Vinculis Limited, a
personal services company, which was placed into members' voluntary
liquidation in August 2024 in order to return cash to shareholders.

There is no other information concerning Lord Houghton which requires
disclosure under UKLR 6.4.8.

Grant of Warrants

The Company also announces the grant of 48,663,062 warrants over ordinary
shares of £0.001 each ("Ordinary Shares") to Lord Houghton, in connection
with his appointment as Non-Executive Chairman. The warrants are exercisable
at £0.0145 per share, being the closing price on the most recent trading day
and will remain valid for five years from the date of grant (the "Warrants").
All Warrants will vest in accordance with the Company's standard vesting
schedule.

About Defence Holdings PLC

Defence Holdings PLC (LSE: ALRT) is the UK's first listed software-led defence
company. Its five-year strategic plan focuses on delivering sovereign digital
capabilities across national security, resilience, and defence readiness.

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         John Nicholas Reynolds Houghton
 2.  Reason for the Notification
 a)  Position/status                                              Director of Defence Holdings Plc effective 1st October 2025
 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  Ordinary Shares
     Identification Code                                          GB00BMWVF760
 b)  Nature of the transaction                                    Grant of Warrants over 48,663,062 Ordinary Shares with the exercise price
                                                                  of £0.0145
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  £0.00     48,663,062
 d)  Aggregated information:

     · Aggregated volume                                          N/A Single Transaction

     · Price
 e)  Date of the transaction                                      8 September 2025
 f)  Place of the Transaction                                     Outside of a trading venue

d)

Aggregated information:

· Aggregated volume

· Price

 

N/A Single Transaction

e)

Date of the transaction

8 September 2025

f)

Place of the Transaction

Outside of a trading venue

 

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