THIS ANNOUNCEMENT ("ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, ITS STATES, TERRITORIES AND POSSESSIONS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.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU, WHICH IS PART OF THE DOMESTIC LAW OF THE UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND ("UK") PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

7 October 2025

capAI plc

(the "Company" and, together with its subsidiaries and subsidiary undertakings, the "Group" or "capAI")

Incorporation of capMedical Inc, Renaming of UK Subsidiaries

and Submission of Prospectus

capAI (LSE: CPAI) is pleased to announce the incorporation of capMedical Inc, a wholly owned US subsidiary established to advance the Group's artificial intelligence ("AI")-driven medical and longevity initiatives in the United States.

The incorporation of capMedical Inc in the State of Delaware marks a new operational milestone as the Company initiates its capMedical division, which forms part of capAI's broader Identify, Incubate and Invent strategy.

This new structure mirrors the model established for capMedia Inc, the Group's US subsidiary supporting its media activities, and represents a further step in the structured build-out of the Company's transatlantic operating framework.

Together, these entities provide the foundation for collaboration, development, and future commercialisation of AI applications in media, medicine, and longevity.

capAI continues to assess opportunities consistent with its AI in medicine and longevity strategy. Any such initiatives will be pursued selectively and responsibly, with a focus on long-term value creation.

The Company intends to apply for an operational licence for capMedical Inc to conduct business in the State of California at the appropriate time. Once licensed, capMedical Inc will serve as the Group's principal US operating vehicle for medical, scientific, and longevity-focused initiatives, collaborations, and technology partnerships. Further US state registrations will be pursued as required.

Renaming of UK subsidiaries

The Company has also renamed its two UK subsidiaries: capMedia (UK) Ltd and capMedical (UK) Ltd. Any UK-based activities within these respective divisions will be undertaken through these vehicles.

Prospectus Submission

The Company also confirms that it has submitted a Prospectus to the Financial Conduct Authority and that the review process is well underway.

The Prospectus is designed to address current headroom restrictions and establish a framework that provides the Company with greater operational flexibility to support its strategic objectives. The Company shall make a further statement regarding the Prospectus as and when appropriate.

The Board remains committed to building long-term shareholder value through the disciplined execution of its AI-led operating strategy. capAI's approach continues to emphasise high efficiency, capital discipline, and responsible growth, with both Professor Ronjon Nag and Richard Edwards holding substantial shareholdings that align the interests of the Board with those of all shareholders.

For the purposes of UK MAR, the person responsible for arranging release of this Announcement on behalf of capAI is Richard Edwards, Executive Chairman.

Enquiries

Company:

capAI plc [email protected]

Broker Enquiries:

Peterhouse Capital Limited Tel: +44 (0) 207 469 0930

Important legal Information

The information contained in this Announcement is for background purposes only and does not purport to be full or complete, nor does this Announcement constitute or form part of any invitation or inducement to engage in investment activity. No reliance may be placed by any person for any purpose on the information contained in this Announcement or its accuracy, fairness or completeness. The contents of this Announcement are not to be construed as legal, financial or tax advice.

This Announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor.

This Announcement may include forward-looking statements, which are based on current expectations and projections about future events, including about the Group's operations, strategy, financial performance, development milestones, and the future prospects of its business divisions, including capMedia Inc, capMedical Inc, capMedia (UK) Ltd and capMedical (UK) Ltd. These statements may include, without limitation, any statements preceded by, followed by or including words such as "target", "believe", "expect", "aim", "intend", "may", "anticipate", "estimate", "plan", "project", "will", "can have", "likely", "should", "would", "could" and any other words and terms of similar meaning or the negative thereof.

Forward-looking statements are based on current expectations and are subject to various risks and uncertainties that could cause actual outcomes to differ materially. These risks include, but are not limited to: successful execution of definitive agreements; regulatory approvals; development timelines; market acceptance; technological shifts; and broader economic conditions. No representation or warranty is made or will be made that any forward-looking statement will come to pass, and no assurance can be given that any forward-looking statement will prove accurate. Except as required by law, capAI undertakes no obligation to revise or update any forward-looking statement. The forward-looking statements in this Announcement speak only as at the date of this Announcement.