REG - B HODL PLC - TR-1: Notification of major holdings

RNS Number : 1318S B HODL PLC 25 August 2026  25 August 2026B HODL Plc("B HODL" or the "Company")Holding(s) in Company / Changes to ShareholdingB HODL Plc (AQUIS: HODL | OTCQB: HODLF | FRA: F5S), the first British company founded to Buy, Hold, Deploy and Compound Bitcoin, is pleased to announce the following changes to its shareholdings, the details of which are set out in the notifications below.Summary of changes•  Rise Investments Ltd - aggregate  increase from 7.633% to 9.678%TR-1: Standard form for notification of major holdingsNOTIFICATION OF MAJOR HOLDINGS1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:B HODL Plc1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)Non-UK issuer2. Reason for the notification (please mark the appropriate box or boxes with an "X")An acquisition or disposal of voting rightsXAn acquisition or disposal of financial instrumentsAn event changing the breakdown of voting rightsOther (please specify) iii:3. Details of person subject to the notification obligation ivNameRise Investments LtdCity and country of registered office (if applicable)Guernsey4. Full name of shareholder(s) (if different from 3.)      Vidacos Nominees Limited (nominee)NameCity and country of registered office (if applicable)5. Date on which the threshold was crossed or reached vi:21 August 20266. Date on which issuer notified (DD/MM/YYYY):24 August 20267. Total positions of person(s) subject to the notification obligation% of voting rights attached to shares (total of 8. A)% of voting rights through financial instruments(total of 8.B 1 + 8.B 2)Total of both in % (8.A + 8.B)Total number of voting rights held in issuer (8.A + 8.B) viiResulting situation on the date on which threshold was crossed or reached8.243%0.000%8.243%11,489,285Position of previous notification (ifapplicable)7.633%0.000%7.633%10,639,2858. Notified details of the resulting situation on the date on which the threshold was crossed or reached viiiA: Voting rights attached to sharesClass/type ofsharesISIN code (if possible)Number of voting rights ix% of voting rightsDirect(DTR5.1)Indirect(DTR5.2.1)Direct(DTR5.1)Indirect(DTR5.2.1)Ordinary SharesIM00BV6P5N3011,489,28508.243%0.000%SUBTOTAL 8. A11,489,2858.243%B 1: Financial Instruments according to DTR5.3.1R (1) (a)Type of financial instrumentExpirationdate xExercise/Conversion Period xiNumber of voting rights that may be acquired if the instrument isexercised/converted.% of voting rightsSUBTOTAL 8. B 1B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)Type of financial instrumentExpirationdate xExercise/Conversion Period xiPhysical or cashSettlement xiiNumber of voting rights% of voting rightsSUBTOTAL 8.B.29. Information in relation to the person subject to the notification obligation (please mark theapplicable box with an "X")Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiiiFull chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xivName xv% of voting rights if it equals or is higher than the notifiable threshold% of voting rights through financial instruments if it equals or is higher than the notifiable thresholdTotal of both if it equals or is higher than the notifiable thresholdRichard Mark Oliver Skelhorn8.243%0.000%8.243%Rise Investments Ltd8.243%0.000%8.243%B HODL Plc10. In case of proxy voting, please identify:Name of the proxy holderThe number and % of voting rights heldThe date until which the voting rights will be held11. Additional information xviRichard Mark Oliver Skelhorn is the ultimate owner and controller of Rise Investments Ltd. Rise Investments Ltd directly holds the voting rights stated above.Rise Investments Ltd acquired 850,000 ordinary shares in B HODL Plc on 21 August 2026, increasing its holding to 11,489,285 voting rights (8.243%) and crossing the 8% threshold. The threshold-crossing trade was executed at approximately 15:55 BST.Place of completionUnited KingdomDate of completion24 August 2026TR-1: Standard form for notification of major holdingsNOTIFICATION OF MAJOR HOLDINGS1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii:B HODL Plc1b. Please indicate if the issuer is a non-UK issuer  (please mark with an "X" if appropriate)Non-UK issuer2. Reason for the notification (please mark the appropriate box or boxes with an "X")An acquisition or disposal of voting rightsXAn acquisition or disposal of financial instrumentsAn event changing the breakdown of voting rightsOther (please specify) iii:3. Details of person subject to the notification obligation ivNameRise Investments LtdCity and country of registered office (if applicable)Guernsey4. Full name of shareholder(s) (if different from 3.)       Vidacos Nominees Limited (nominee)NameCity and country of registered office (if applicable)5. Date on which the threshold was crossed or reached vi:24 August 20266. Date on which issuer notified (DD/MM/YYYY):24 August 20267. Total positions of person(s) subject to the notification obligation% of voting rights attached to shares (total of 8. A)% of voting rights through financial instruments(total of 8.B 1 + 8.B 2)Total of both in % (8.A + 8.B)Total number of voting rights held in issuer (8.A + 8.B) viiResulting situation on the date on which threshold was crossed or reached9.678%0.000%9.678%13,489,285Position of previous notification (ifapplicable)8.243%0.000%8.243%11,489,2858. Notified details of the resulting situation on the date on which the threshold was crossed or reached viiiA: Voting rights attached to sharesClass/type ofsharesISIN code (if possible)Number of voting rights ix% of voting rightsDirect(DTR5.1)Indirect(DTR5.2.1)Direct(DTR5.1)Indirect(DTR5.2.1)Ordinary SharesIM00BV6P5N3013,489,28509.678%0.000%SUBTOTAL 8. A13,489,2859.678%B 1: Financial Instruments according to DTR5.3.1R (1) (a)Type of financial instrumentExpirationdate xExercise/Conversion Period xiNumber of voting rights that may be acquired if the instrument isexercised/converted.% of voting rightsSUBTOTAL 8. B 1B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b)Type of financial instrumentExpirationdate xExercise/Conversion Period xiPhysical or cashSettlement xiiNumber of voting rights% of voting rightsSUBTOTAL 8.B.29. Information in relation to the person subject to the notification obligation (please mark theapplicable box with an "X")Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiiiFull chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entity (please add additional rows as necessary) xivName xv% of voting rights if it equals or is higher than the notifiable threshold% of voting rights through financial instruments if it equals or is higher than the notifiable thresholdTotal of both if it equals or is higher than the notifiable thresholdRichard Mark Oliver Skelhorn9.678%0.000%9.678%Rise Investments Ltd9.678%0.000%9.678%B HODL Plc10. In case of proxy voting, please identify:Name of the proxy holderThe number and % of voting rights heldThe date until which the voting rights will be held11. Additional information xviRichard Mark Oliver Skelhorn is the ultimate owner and controller of Rise Investments Ltd. Rise Investments Ltd directly holds the voting rights stated above.Rise Investments Ltd acquired a further 2,000,000 ordinary shares in B HODL Plc on 24 August 2026, increasing its holding to 13,489,285 voting rights (9.678%) and crossing the 9% threshold.Place of completionUnited KingdomDate of completion24 August 2026The Directors of B HODL Plc take responsibility for this announcement.For further information, please contact:B [email protected] New, Chief ExecutiveDanny Scott, Chief Bitcoin OfficerCommunications TeamCanaccord Genuity (Broker)Stuart AndrewsGeorge Grainger+44 (0)20 7523 8000AlbR Capital Limited (Joint Broker)Jon BellissColin RowburyGavin Burnell+44 (0)20 7399 9400First Sentinel (AQSE Corporate Adviser)Paul ShackletonBeatriz Iribarren+44 (0)20 3855 5551About B HODLB HODL is the first UK-listed company founded for Bitcoin accumulation and revenue generation. The Company operates a treasury-led strategy, deploying its Bitcoin holdings to power the Lightning Network and generate sustainable revenues from routing fees and liquidity provision. With a world-class team and a Bitcoin-only focus, B HODL aims to become the leading British Bitcoin company, giving investors transparent exposure to the growth of Bitcoin as both a strategic asset and a global financial standard.Important NoticeThe Company intends to hold treasury reserves and surplus cash in Bitcoin. This is a type of cryptocurrency or cryptoassets. Whilst the Board of Directors of the Company considers holding cryptocurrencies to be in the best interests of the Company, the Board remains aware that the financial regulator in the UK (the Financial Conduct Authority or FCA) considers investment in cryptocurrencies to be high risk. At the outset, it is important to note that an investment in the Company is not an investment in cryptocurrencies, either directly or by proxy and shareholders will have no direct access to the Company's holdings. However, the Board of Directors consider cryptocurrencies to be an appropriate store of value and potential growth and therefore appropriate for the Company's reserves. Accordingly, the Company is and intends to continue to be materially exposed to cryptocurrencies. Such an approach is innovative, and the Board of Directors wish to be clear and transparent with prospective and actual investors in the Company on the Company's position in this regard.The Company is neither authorised nor regulated by the FCA, and the purchase of certain cryptocurrencies are generally unregulated in the UK. As with most other investments, the value of cryptocurrencies can go down as well as up, and therefore the value of the Company's cryptocurrencies holdings can fluctuate. The Company may not be able to realise its cryptocurrencies holdings for the same as it paid to acquire them or even for the value the Company currently ascribes to its cryptocurrencies positions due to market movements. Neither the Company nor investors in the Company's shares are protected by the UK's Financial Ombudsman Service or the Financial Services Compensation Scheme.Nevertheless, the Board has taken the decision to invest in cryptocurrencies, and in doing so is mindful of the special risks cryptocurrencies present to the Company's financial position. These risks include (but are not limited to): (i) the value of cryptocurrencies can be highly volatile, with value dropping as quickly as it can rise. Investors in cryptocurrencies must be prepared to lose all money invested in cryptocurrencies; (ii) the cryptocurrencies market is largely unregulated. There is a risk of losing money due to risks such as cyber-attacks, financial crime and counterparty failure; (iii) the Company may not be able to sell its cryptocurrencies at will. The ability to sell cryptocurrencies depends on various factors, including the supply and demand in the market at the relevant time. Operational failings such as technology outages, cyber-attacks and comingling of funds could cause unwanted delay; and (iv) cryptoassets are characterised in some quarters by high degrees of fraud, money laundering and financial crime. In addition, there is a perception in some quarters that cyber-attacks are prominent which can lead to theft of holdings or ransom demands. Prospective investors in the Company are encouraged to do your own research before investing.This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. 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