REG - Software Circle PLC - Employee Share Scheme & Director/PDMR Shareholding

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RNS Number : 9852V  Software Circle PLC  20 August 2025

20 August 2025

Software Circle plc

("Software Circle", the "Company" or the "Group")

 

Employee Share Scheme

Director/PDMR Shareholding

 

Software Circle (AIM: SFT) announces that it has granted share options
("Options") over ordinary shares of 1 penny each in the Company ("Ordinary
Shares") under the Company's Save as You Earn share scheme (the "Scheme") to
certain employees and persons discharging managerial responsibilities
("PDMRs") and a Person Closely Associated to them ("PCA") who is also an
employee.

 

A total of 58 employees elected to participate in the Scheme and, pursuant to
this, a grant of 1,611,547 options over Ordinary Shares was made on 19 August
2025, equating to 0.41% per cent of the current total voting rights in the
Company.

 

The figure set out above includes 206,032 Options granted pursuant to the
Scheme to PDMRs and the PCA as set out in the FCA notification table, appended
further below.

 

The Scheme was launched in January 2017 and offers employees the opportunity
to participate in the future growth of the Company through the granting of
share options.

 

The Scheme requires employees to commit to making a fixed regular payment of
between £5 and £500 for 36 months. These instalments are paid into a savings
account, operated by Lloyds Bank plc, held independently from the Company.

 

Eligible employees were invited to subscribe for options over Ordinary Shares
with an exercise price of 28.5 pence per share, representing the closing
mid‐market price of the Ordinary Shares on the day prior to the invitation
to participate, which was made on 24 July 2025. The options have a savings
contract start date of 1 October 2025 and are exercisable when all 36 payments
have been made, between 1 October 2028 and 31 March 2029.

 

Following the above grant and including 2,666,664 options granted under the
Company Share Option Plan ("CSOP") announced on 6 October 2023 and 16,151,332
options granted under the Share Option Plan ("SOP") announced on 22 December
2023, the total number of shares now under option is 20,429,543 equating to
5.24 per cent of the current total voting rights in the Company.

 

Gavin Cockerill, CEO, commented: "We are pleased that a good proportion of
eligible employees have elected to participate in the Company's 2025 SAYE
scheme. Employee share ownership is an important element of our culture,
aligning the interests of colleagues with those of shareholders. We believe
that broadening participation in ownership supports employee engagement and
helps drive the Group's long-term growth."

 

 

For further information:

 

Software Circle plc

Gavin Cockerill
(CEO)
via investors@softwarecircle.com

 

Allenby Capital Limited (Nominated Adviser and broker)
           0203 328 5656

David Hart / Piers Shimwell (Corporate Finance)

Joscelin Pinnington (Sales and Corporate Broking)

 

Notes to editors:

 

Software Circle plc (AIM: SFT) has a mission: to be a leading serial acquirer
and operator of Vertical Market Software businesses in the UK and Ireland - a
permanent home for software leaders, teams, and customers. These are
mission-critical systems, deeply embedded in the day-to-day workflows of
users.

 

We help founders find the right exit strategy, acquiring businesses at
appropriate valuations, supporting their organic growth over time, and
reinvesting the free cash flow they generate into further value-accretive
opportunities. We are building a group that gives shareholders diversified
exposure to these software businesses, with discipline, alignment, and
operational know-how.

 

Software Circle continues operations in an independent, decentralised way, and
maintains the entrepreneurial spirit and culture that exists in the businesses
acquired, enabling organic growth to be driven. Our goal is to create an
environment where motivated teams can do their best work for the benefit of
the most important stakeholder: the end customer.

 

For more information visit (http://www.softwarecircle.com)
www.softwarecircle.com (http://www.softwarecircle.com) .

 

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                                                         1.   Gavin Cockerill

                                                                  2.   Iain Brown

                                                                  3.   Richard Lightfoot

                                                                  4.   Ashley Cockerill
 2.  Reason for the Notification
 a)  Position/status                                              1.   PDMR (Chief Executive Officer)

                                                                  2.   PDMR (Chief Financial Officer)

                                                                  3.   PDMR (Director & Company Secretary)

                                                                  4.   Person Closely Associated with Gavin Cockerill (PDMR)
 b)  Initial notification/Amendment                               Initial Notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Software Circle plc
 b)  LEI                                                          213800OKTI2518K5KM22
 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 of 1p each
     Identification code                                          ISIN: GB0009638130
 b)  Nature of the transaction                                    Grant of options
 b)  Price(s) and volume(s)                                       Price(s)       Volume(s)
                                                                  1.   28.5p     1.   64,385

                                                                  2.   28.5p     2.   64,385

                                                                  3.   28.5p     3.   64,385

                                                                  4.   28.5p     4.   12,877
 d)  Aggregated information:

     - Aggregated volume                                          N/A (single transactions)

     - Price                                                      N/A (single transactions)
 e)  Date of the transaction                                      19 August 2025
 f)  Place of the transaction                                     Outside a trading venue

d)

Aggregated information:

- Aggregated volume

- Price

 

N/A (single transactions)

N/A (single transactions)

e)

Date of the transaction

19 August 2025

f)

Place of the transaction

Outside a trading venue

 

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