B HODL Plc Completes Repurchase of 107,000 Shares at 5.25 Pence Per Share

B HODL Plc’s Role in the UK Bitcoin Investment Landscape

B HODL Plc stands as the first British entity established explicitly to buy, hold, deploy, and compound Bitcoin, offering a unique cryptocurrency investment model within the UK's financial markets. The Company’s shares are traded on multiple platforms including AQSE (formerly NEX Exchange), OTCQB in the US, and the Frankfurt Stock Exchange under ticker F5S, providing investors with diverse access points and enhancing its presence across various geographic and investor segments.

By focusing strategically on Bitcoin as a core asset, B HODL Plc taps into the rising institutional and retail demand for cryptocurrency exposure within diversified portfolios. Acting as a dedicated vehicle for Bitcoin accumulation and management, the Company offers shareholders direct exposure to Bitcoin price fluctuations and potential compound growth through asset deployment. The initiation of this buyback programme signals management’s confidence in the Company's current valuation and their intent to enhance shareholder value through effective capital structure management.

Details of the 27 July 2026 Share Repurchase

On 27 July 2026, B HODL Plc purchased 107,000 ordinary shares at a consistent price of 5.25 pence per share. The volume weighted average price, highest price, and lowest price were all 5.25 pence, indicating the entire acquisition occurred at a single price point. Canaccord Genuity Limited acted as the broker for this Buyback Programme transaction, which was executed on the AQSG trading venue at 08:33:24 with transaction reference 00111163336TRLO1.

The uniform pricing suggests the shares were acquired in one block rather than across multiple trades at varying prices. This likely reflects either the available liquidity structure or a strategic execution by Canaccord Genuity to efficiently secure shares within a narrow timeframe. Disclosure of these details complies with Article 5(1)(b) of Regulation (EU) No 596/2014, as applied in the UK under the Market Abuse Regulation, ensuring market transparency regarding the buyback execution.

Share Cancellation and Voting Rights Impact

Following the repurchase, B HODL Plc has confirmed the cancellation of the 107,000 shares instead of holding them in treasury. This cancellation permanently reduces the total shares outstanding and increases the voting power of remaining shareholders. Post-cancellation, the total voting rights will be 139,687,691, which will serve as the basis for shareholders’ calculations under the FCA’s Disclosure Guidance and Transparency Rules for notification thresholds.

This cancellation enhances existing shareholders’ proportional ownership and voting influence without requiring additional investment, unlike treasury shares which remain issued but non-voting. Shareholders should use the updated voting rights figure when assessing their notification obligations under FCA rules to determine if they have crossed relevant disclosure thresholds.

Context of the Buyback Programme and Regulatory Compliance

The 27 July 2026 share purchase forms part of the broader Buyback Programme announced on 9 July 2026, designed to return capital to shareholders and manage the Company’s share capital structure. Share buybacks are a common corporate finance practice in the UK, subject to stringent regulatory oversight to ensure transparency and prevent market abuse.

This announcement complies with Article 5(1)(b) of Regulation (EU) No 596/2014 (Market Abuse Regulation), mandating prompt and standardized disclosure of transactions involving a company’s own shares. The detailed reporting of the aggregate and individual trade data reflects B HODL Plc’s commitment to transparency and regulatory adherence, fostering market confidence and equal access to material information.

Broker Execution and Market Timing

Canaccord Genuity Limited, a key broker for B HODL Plc, executed the share purchase early in the trading session at 08:33:24, possibly to leverage liquidity available at market open. As a major UK capital markets participant, Canaccord’s involvement underscores B HODL Plc’s engagement with established financial institutions for executing corporate actions.

The buyback price of 5.25 pence per share offers investors insight into management’s valuation of the Company’s shares. While immediate price impact data is unavailable, the single-transaction execution suggests favorable market conditions or a deliberate strategy to efficiently complete the purchase at a stable price.

Capital Management Strategy and Shareholder Benefits

B HODL Plc’s buyback programme highlights its capital management approach focused on maximizing shareholder value. Repurchasing and cancelling shares concentrates the Company’s assets, including Bitcoin holdings, among fewer shares, potentially increasing earnings per share and voting power for remaining shareholders. This strategy is particularly pertinent for investment companies where net asset value per share is a critical metric.

The programme signals management and board confidence in the Company’s outlook, opting to return capital to shareholders rather than retain excess cash or pursue dilutive acquisitions. This shareholder-centric capital allocation aligns with best practices and may lead to further buyback tranches depending on market conditions and strategic priorities.

Regulatory Adherence and Market Abuse Regulation

The transaction disclosure complies fully with Market Abuse Regulation requirements, detailing purchase date, share quantity, volume weighted average price, highest and lowest prices, and trading venue. Such comprehensive transparency is vital to prevent market abuse and maintain investor trust.

Compliance also supports B HODL Plc’s continued listings on AQSE, OTCQB, and Frankfurt Stock Exchange, each governed by distinct regulatory frameworks. The involvement of First Sentinel as AQSE Corporate Adviser further ensures adherence to governance standards and regulatory protocols.

Shareholder Implications and FCA Disclosure Thresholds

The cancellation of 107,000 shares reduces total voting rights to 139,687,691, affecting shareholders’ notification obligations under FCA Disclosure Guidance and Transparency Rules. Shareholders must use this updated figure to assess if their holdings cross notification thresholds, which start at 3% and increase in 1% increments.

While the cancellation is accretive to existing shareholders’ proportional ownership, the buyback’s effect on share price is uncertain and depends on market dynamics. Shareholders should monitor their positions to ensure compliance with disclosure requirements in light of the adjusted voting rights.

Sector Dynamics and Investor Outlook in Bitcoin Investment

B HODL Plc operates within the expanding cryptocurrency investment sector, catering to growing institutional and retail demand for Bitcoin exposure. Its distinctive approach involves buying, holding, deploying, and compounding Bitcoin to generate long-term shareholder value. The buyback programme reflects a strategic choice to concentrate assets among fewer shares rather than acquiring additional Bitcoin or other investments.

Investment companies in this sector vary in strategy, with some focusing solely on Bitcoin accumulation and others adopting broader or more dynamic portfolios. B HODL Plc’s disciplined approach positions it uniquely, and investors should watch for developments in its Bitcoin holdings and future buyback activity, which will influence performance and shareholder returns.