THIS ANNOUNCEMENT ("ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, ITS STATES, TERRITORIES AND POSSESSIONS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

8 October 2025

capAI plc

(the "Company" or "capAI")

Director/PDMR and PCA Shareholdings

capAI (LSE: CPAI) announces that it was notified on 8 October 2025 of the following transactions:

1.   In order to effect a 'Bed and Individual Savings Account ("ISA")' transaction, Richard Andrew Edwards, Executive Chairman, and a person discharging managerial responsibility ("PDMR") of the Company, sold 2,580,000 ordinary shares of nominal value £0.0001 each in the Company ("Ordinary Shares") at a price of £0.03 per Ordinary Share from his share dealing account and then purchased 2,580,000 Ordinary Shares at a price of £0.030011 per Ordinary Share in his flexible ISA account.

2.   An outright gift of 7,500,000 Ordinary Shares by Richard Andrew Edwards to Charlotte Anna Edwards, his spouse and a person closely associated ("PCA") with him.

3.   In order to effect a 'Bed and ISA' transaction, Charlotte Anna Edwards sold 7,050,000 Ordinary Shares at a price of £0.03 per Ordinary Share from her share dealing account and then purchased 7,050,000 Ordinary shares at a price of £0.03001 per Ordinary Share in her flexible ISA account.

All the above transactions took place on 8 October 2025, and are part of normalised tax planning.

Following approval of the share consolidation at the General Meeting, Richard and Charlotte Anna Edwards own 75,579,365 Ordinary Shares (in aggregate) and following the above transactions, there has been no change in the total number of Ordinary Shares in which Richard Andrew Edwards and Charlotte Anna Edwards own in the Company. 

They continue to hold 75,579,365 Ordinary Shares comprising: 35,320,000 Ordinary Shares held in Richard Andrew Edwards' trading accounts; 2,580,000 Ordinary Shares held in Richard Andrew Edwards' ISA; 14,850,000 Ordinary Shares held in Richard Andrew Edwards' self-invested pension plan ("SIPP"); 450,000 Ordinary Shares held in Charlotte Anna Edwards' trading account; 10,400,000 Shares held in Charlotte Anna Edwards' ISA; 6,900,000 Shares held in Charlotte Anna Edwards' SIPP; 5,079,365 Ordinary Shares held via Coat Capital Ltd, of which Richard Andrew Edwards and Charlotte Anna Edwards are the ultimate controlling persons on a 50%:50% basis.

Enquiries

Company:

capAI plc [email protected]

Broker Enquiries:

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

The information set out below is provided in accordance with the requirements of Article 19(3) of Regulation 2014/596/EU, which is part of the domestic law of the United Kingdom of Great Britain and Northern Ireland pursuant to the Market Abuse Amendment (EU Exit) Regulations (SI 2019/310).