2 September 2025

This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014, which forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Gateley (Holdings) Plc

("Gateley" or the "Group")

(AIM:GTLY) 

Grant of share awards to senior leaders

Issue of shares and TVR

Gateley, the professional services group, is pleased to announce its latest grant of share awards to senior employees, subsidiary company directors and PDMRs (as set out in the tables below).

Issue of new Ordinary Shares and total voting rights

The Board has agreed to allot and issue 2,013,213 Ordinary Shares to the Gateley Employee Benefit Trust ("EBT") for onward allocation in share scheme awards.

Application has been made to the London Stock Exchange for the 2,013,213 new Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will take place at 8.00am on 4 September 2025.

The new Ordinary Shares will rank pari passu with the existing Ordinary Shares in issue. Following Admission, Gateley's total issued share capital will comprise 135,714,839 Ordinary Shares, with no shares held in treasury. This number may be used by shareholders in Gateley as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of Gateley under the FCA's Disclosure Guidance and Transparency Rules.

Restricted Share Awards ("RSAs") are reserved for senior leaders as part of the Group's progressive incentivisation and equity recirculation plan, which differentiates the position of senior employees at Gateley from that of a partner in a traditionally structured professional services business.

In total, 5,693,491 shares have been awarded to senior leaders, as follows:

·      RSAs over 5,386,567 Ordinary Shares of 10 pence each in the Company ("Ordinary Shares") have been awarded. These awards have all been satisfied from Ordinary Shares held by the EBT.  They vest on receipt, are subject to a five-year non-dealing restriction and are forfeited should employment be terminated within that period;

·      The EBT has also made a share award to a member of Gateley's Strategic Board for outstanding contribution over an extended period, which will also be satisfied from already held shares within the EBT; 

·      Awards over shares from Gateley (Holdings) Plc have also been made to two senior partners in the Group's Dubai office.

Prior to today's announcement, 3,680,278 shares were held by the EBT including 1,416,808 Ordinary Shares purchased on 20 August 2025 at an average price of 125.00 pence per Ordinary Share from certain employees and former employees of the Company.  This purchase did not include any PDMRs.

The EBT is a discretionary trust for the benefit of the Company's employees, including the Directors of the Company. The purchase of Ordinary Shares by the EBT was funded by the Company using its revolving credit facility.

Rod Waldie, Gateley Chief Executive Officer, said:

"The board firmly believes that the use of equity as an incentive and means of extending share ownership through all levels of the Group is a material point of positive differentiation for Gateley in an intensely competitive staffing environment. It therefore remains an important component for our future growth ambitions. I'm delighted that we have made these awards, which are part-satisfied by recirculation of existing internally held shares in line with our previously announced strategy of minimising the external impact of share scheme awards."

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