Director/PDMR Shareholding

XP Factory PLC

20 February 2026

 

20 February 2026

XP Factory plc (AIM: XPF)

("XP Factory" or the "Company")

Director/PDMR Shareholding - The XP Factory plc Share Incentive Plan (the "SIP")

As previously announced on 5 February 2021, the SIP is a tax-advantaged all-employee share scheme under which eligible participating employees of XP Factory can elect to purchase ordinary shares of 1.25p each in the Company ("Ordinary Shares") via the SIP trustee using monthly salary deductions. Ordinary Shares acquired in this manner are referred to as "Partnership Shares" and, for each Partnership Share purchased, participants are awarded one further Ordinary Share, known as a "Matching Share", at nil cost.

On 12 February 2026, XP Factory received notification from MUFG Group, the trustee of the SIP, that, on 12 February 2026, it purchased an aggregate of 4,851 Partnership Shares in the market at a price of 12.375 pence per share on behalf of those Directors / PDMRs set out in the table below.  At the same time, these individuals were also awarded (for no consideration) their corresponding Matching Shares.

Director / PDMR	Number of Partnership Shares acquired under the SIP on 12 February 2026	Number of Matching Shares acquired under the SIP on 12 February 2026	Total beneficial holding of Ordinary Shares following these acquisitions
			No. of Ordinary Shares	Approximate % of Company's issued share capital
Richard Harpham	1,213	1,213	979,756	0.56%
Andrew Jacobs	1,213	1,213	1,377,939	0.79%
Sarah Lloyd-Baker	1,213	1,213	209,857	0.12%
Joanne Briscoe Brown	1,212	1,212	83,772	0.05%

The following notifications are intended to satisfy the Company's obligations under Article 19(3) of EU Regulation No 596/2014 (the Market Abuse Regulation).

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Richard Harpham
2	Reason for the notification
a)	Position/status	Director, Chief Executive Officer
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	XP Factory plc
b)	LEI	213800CMIYV5Q38P2487
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares purchased under the "Partnership Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.12375 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange
5	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares awarded under the "Matching Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Andrew Jacobs
2	Reason for the notification
a)	Position/status	PDMR, Chief Operating Officer
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	XP Factory plc
b)	LEI	213800CMIYV5Q38P2487
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares purchased under the "Partnership Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.12375 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares awarded under the "Matching Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Sarah Lloyd-Baker
2	Reason for the notification
a)	Position/status	PDMR, Chief Marketing and Content Officer
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	XP Factory plc
b)	LEI	213800CMIYV5Q38P2487
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares purchased under the "Partnership Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.12375 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares awarded under the "Matching Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 1,213
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Joanne Briscoe Brown
2	Reason for the notification
a)	Position/status	PDMR, Chief Legal and People Officer, Company Secretary
b)	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	XP Factory plc
b)	LEI	213800CMIYV5Q38P2487
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares purchased under the "Partnership Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.12375 1,212
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument	Ordinary shares of 1.25 pence ("Shares")
	Identification code	GB00BDB79J29
b)	Nature of the transaction	Shares awarded under the "Matching Share" element of the Company's all-employee Share Incentive Plan.
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.00 1,212
d)	Aggregated information -   Aggregated volume -   Price	Not applicable
e)	Date of the transaction	12 February 2026
f)	Place of the transaction	London Stock Exchange

Enquiries:

XP Factory Plc https://www.xpfactory.com/ Richard Harpham (Chief Executive Officer) Graham Bird (Chief Financial Officer)	[phone]
Singer Capital Markets, NOMAD and Broker https://www.singercm.com/ Peter Steel James Todd	[phone]
IFC Advisory - Financial PR     https://www.investor-focus.co.uk/ Graham Herring Florence Chandler	[phone]

 

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