PPHC (NASDAQ: PPHC) adds 342,500 shares after IPO over-allotment

Rhea-AI Filing Summary

Public Policy Holding Company, Inc. issued 342,500 new common shares following the partial exercise of the over-allotment option granted to underwriters in connection with its January 2026 initial public offering on the Nasdaq Global Market.

After this issue, the Company’s total issued and voting share capital consists of 28,923,571 common shares, which shareholders can use when calculating disclosure thresholds for their holdings. The new shares will rank equally with existing shares and are expected to be admitted to trading on AIM on or around 5 March 2026.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 27, 2026

Public Policy Holding Company, Inc.

(Exact name of registrant as specified in its charter)

Delaware			001-43077			87-3557229
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S Employer Identification No.)

800 North Capitol St. NW, Suite 800, Washington, D.C.			20002
(Address of principal executive offices)			(Zip Code)

(202) 688–0020

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock ($0.001 par value)			PPHC			Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 8.01. Other Events.

On February 27, 2026, Public Policy Holding Company, Inc. (the “Company”) issued 342,500 new shares of common stock, par value $0.001, of the Company (“Common Shares”) pursuant to the partial exercise of the over-allotment option granted to the underwriters in connection with the Company's initial public offering and admission to the Nasdaq Global Market in January 2026.

In connection with the above, on March 2, 2026, the Company issued a regulatory news service announcement, a copy of which is filed as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

EXHIBIT INDEX

Exhibit No.						Description
99.1						RNS Announcement of Public Policy Holding Company, Inc., dated March 2, 2026.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Public Policy Holding Company, Inc.
Date: March 2, 2026			By:			/s/ George Stewart Hall
			Name:			George Stewart Hall
			Title:			Chief Executive Officer

Exhibit 99.1

Public Policy Holding Company, Inc.

("PPHC", the "Group" or the "Company")

Issue of Shares and Total Voting Rights

Public Policy Holding Company, Inc., (NASDAQ: PPHC) (AIM: PPHC) a leading global strategic communications provider offering a comprehensive range of advisory services in the areas of Government Relations, Public Affairs and Corporate Communications, announces the issue of 342,500 new Common Shares of $0.001 each (the "New Shares"), pursuant to the partial exercise of the over-allotment option granted to the underwriters in connection with the Company's initial public offering and admission to the Nasdaq Global Market in January 2026.

Application will be made for the New Shares, which will rank pari passu with the existing Common Shares in issue, to be admitted to trading on AIM. Dealings are expected to commence on or around 5 March 2026.

Following the issue of shares, the Company's total issued and voting share capital will consist of 28,923,571 Common Shares. This figure may be used by shareholders 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, securities of the Company.

Enquiries

Public Policy Holding Company, Inc. Stewart Hall, CEO Roel Smits, CFO			+1 (202) 688 0020
Stifel (Nominated Adviser & Joint Broker) Fred Walsh, Brough Ransom, Ben Good, Daniel Dearden Williams			+44 (0) 20 7710 7600
Canaccord Genuity (Joint Broker) Simon Bridges, Andrew Potts			+44 (0) 20 7523 8000
Burson Buchanan (Media Enquiries) Helen Tarbet, Toto Berger, Jesse McNab			+44 (0) 20 7466 5000 pphc@buchanan.uk.com

About PPHC

Incorporated in 2014, PPHC is a global strategic communications platform that supports clients in enhancing and defending their reputations, advancing policy objectives, managing regulatory risk, and engaging with federal and state-level policymakers, stakeholders, media, and the public.

Engaged by approximately 1,400 clients, including companies, trade associations and non-governmental organizations, PPHC is active in all major sectors of the economy, including healthcare and pharmaceuticals, financial services, energy, technology, telecoms and transportation.

With operations across 18 offices in the United States and internationally, PPHC's services include government relations, public affairs and corporate communications, research and analytics, digital advocacy campaigning, and compliance support. The Company's shares are

admitted to trading on the Nasdaq Global Market and on AIM, a market operated by the London Stock Exchange, under the ticker symbol “PPHC”.

For more information, visit www.pphcompany.com.

FAQ

What did Public Policy Holding Company (PPHC) announce in this 8-K filing?

Public Policy Holding Company announced the issue of 342,500 new common shares after a partial exercise of the underwriters’ over-allotment option linked to its January 2026 Nasdaq IPO, increasing its total issued and voting share capital to 28,923,571 shares.

Why did PPHC issue 342,500 new common shares?

PPHC issued 342,500 new common shares pursuant to a partial exercise of the over-allotment option granted to underwriters in connection with its January 2026 initial public offering and admission to the Nasdaq Global Market, a standard mechanism used to stabilize and size the offering.

What is PPHC’s total issued and voting share capital after the new share issue?

Following the issue of 342,500 new shares, PPHC’s total issued and voting share capital consists of 28,923,571 common shares. Shareholders can use this figure as the denominator when determining whether they must notify changes in their interests under applicable disclosure rules.

Will the new PPHC shares rank equally with existing shares?

Yes, the 342,500 new common shares will rank pari passu with existing PPHC common shares. This means they have the same rights to dividends, voting, and capital as the current shares already admitted to trading on Nasdaq and AIM.

When are PPHC’s new shares expected to start trading on AIM?

The new 342,500 PPHC common shares are expected to be admitted to trading on AIM on or around 5 March 2026. Once admitted, they will trade alongside the existing common shares under the same ticker symbol, PPHC.

How does the new share issue relate to PPHC’s January 2026 IPO?

The 342,500 new shares arise from a partial exercise of the underwriters’ over-allotment option tied to PPHC’s January 2026 initial public offering and Nasdaq listing, extending the IPO-related issuance beyond the original base share amount.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 10.7 KB