REG - Kistos Holdings PLC - Director/PDMR Shareholding

Kistos HoldingsAnnouncement

08/05/2026 07:00

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RNS Number : 5056D  Kistos Holdings PLC  08 May 2026

8(th) May 2026

Kistos Holdings plc

("Kistos" or the "Company")

 

PDMR Shareholding

 

The Company announces the below transfer of ordinary shares in the Company
which are currently held by Mr Andrew Austin, Executive Chairman.

 

As part of the property division arrangements in relation to Mr Andrew
Austin's divorce from Mrs Kulie Austin, Mr Andrew Austin has been directed
pursuant to the High Court Order to transfer legal rights to 50% of the
6,000,000 ordinary shares in Kistos held directly by him at the time of
separation and 50% of the 8,295,162 ordinary shares in Kistos currently held
in his small self-administered pension scheme (SASS) to Mrs Kulie Austin (and
any pension arrangement of her choosing under an associated pension sharing
order).

 

No ordinary shares in the Company currently held by Mr Andrew Austin have
been, or will be, sold as part of these arrangements and the transfer of these
shares will be made at nil consideration.

 

As part of the property division arrangements, Mrs Kulie Austin has given an
undertaking to the High Court that:

1.         she will not pledge or borrow against her shareholding in
Kistos;

2.        she will not sell or transfer any of the ordinary shares in
Kistos received under these arrangements unless required by law, subject to
the following exception:

a.   In the event that Mr Andrew Austin sells or transfers any ordinary
shares in Kistos, Mrs Kulie Austin is permitted (but is not obliged) to sell
an equal number of shares within 60 days of any sale by Mr Andrew Austin;

3.        she will accept, vote to accept, or provide an irrevocable
undertaking to accept, any takeover offer for Kistos (in the event that one is
made), where such offer is accepted by Mr Andrew Austin; and

4.       she will vote, or procure the voting, of all of the ordinary
shares in Kistos received under these arrangements in accordance with the
instructions of Mr Andrew Austin.

 

These undertakings will remain in place for as long as Mr Andrew Austin
remains a shareholder in the Company.

 

Following the transfers, which will take place in the coming weeks, the
resultant shareholdings will be:

 

 Mr Andrew Austin ordinary shares held directly                                  3,025,517
 Mr Andrew Austin ordinary shares held in his SASS                               4,147,581
 Mrs Kulie Austin ordinary shares held directly                                  3,000,000
 Mrs Kulie Austin ordinary shares held in a pension arrangement of her choosing  4,147,581

 

Given the undertakings in place as a result of the property division
arrangements, Mr Andrew Austin retains the voting rights of the aggregate
14,320,679 ordinary shares in the Company, as set out above, which represents
approximately 17.25% of the Company's voting rights.

 

Ends

 

 

 

 

Enquiries

 

 Kistos Holdings plc                                             via Hawthorn Advisors

 Andrew Austin / Peter Mann

 Panmure Liberum (NOMAD, Joint Broker)                           Tel: 0207 886 2500

 Amrit Mahbubani / Freddie Wooding / Mark Murphy / Sam Elder

 Berenberg (Joint Broker)                                        Tel: 0203 207 7800

 Matthew Armitt / Ciaran Walsh

 Hawthorn Advisors (Public Relations Advisor)                    Tel: 0203 745 4960

 Henry Lerwill / Simon Woods

 Camarco (Public Relations Advisor)

 Billy Clegg

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them:

 1        Details of the person discharging managerial responsibilities/person closely

        associated
  
 a)       Name                                          Andrew Philip Austin

  
 2        Reason for the notification                       PDMR

           
 a)       Position/status                               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                                          Kistos Holdings plc

  
 b)       LEI                                           213800L2ET5KEP3OMV07

           
 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,      Ordinary shares of 10p each

          type of instrument
          Identification code                           GB00BP7NQJ77

 

           
 b)       Nature of the transaction                     Transfers for no consideration pursuant to court order and associated pension

                                             sharing order
           
 c)       Price(s) and volume(s)                        Price         Volume

                                                      a)   n/a      3,000,000
  

                                                        b)   n/a      4,147,581
  d)      Aggregated information

          ·      Aggregated volume                      7,147,581

           

          ·      Price                                  n/a 

           
 e)       Date of the transaction                       Notified 8(th) May 2026

  
 f)       Place of the transaction                      XOFF

           

 d)

Aggregated information

·      Aggregated volume

 

·      Price

 

 

7,147,581

 

n/a 

e)

 

Date of the transaction  

Notified 8(th) May 2026

f)

 

Place of the transaction  

 

XOFF

 

 

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