FOS Capital Ltd (ASX:FOS) has disclosed a change in the relevant interests of director Michael Koutsakis following his participation in a share placement on 3 November 2026, with 416,667 ordinary shares issued directly to Mr Koutsakis and a further 416,667 shares issued to SKM Investment Group Pty Ltd, in which he holds a 37.5% equity interest.

Key Points

  • Director Michael Koutsakis acquired 416,667 ordinary shares directly on 3 November 2026 via participation in a share placement, paying $50,000 consideration.
  • SKM Investment Group Pty Ltd, in which Mr Koutsakis holds a 37.5% equity interest, acquired 416,667 shares for $50,000, attributing 156,250 shares and $18,750 consideration to Mr Koutsakis indirectly.
  • The placement was approved by shareholders on 28 October 2026.
  • Following the change, Mr Koutsakis holds 416,667 direct shares, 116,560 shares via Koutsi Funds Management, and an indirect interest of 12,197,634 shares through SKM Investment Group Pty Ltd.

Placement Participation and Consideration Paid

According to the filing, Mr Koutsakis paid $50,000 for 416,667 ordinary shares issued directly in his name as part of a director participation in a share placement. Separately, SKM Investment Group Pty Ltd paid $50,000 for a further 416,667 ordinary shares under the same placement. Mr Koutsakis is a director of SKM Investment Group Pty Ltd and holds a 37.5% equity interest in that entity, attributing consideration of $18,750 and an indirect interest of 156,250 shares to him through the SKM placement. No securities were disposed of as part of the transaction.

Securities Held Before and After the Change

Prior to the 3 November 2026 change, Mr Koutsakis held no direct shares, 116,560 shares through Koutsi Funds Management, and an indirect interest of 12,041,384 ordinary shares representing 37.5% of the 32,110,357 shares then held by SKM Investment Group Pty Ltd. Following the placement, his direct holding stands at 416,667 ordinary shares, while his indirect holding through SKM Investment Group Pty Ltd increased to 12,197,634 shares, reflecting 37.5% of the 32,527,084 shares now held by that entity. His Koutsi Funds Management holding of 116,560 shares remained unchanged.

Shareholder Approval and Closed Period Disclosure

The filing states that the director's participation in the placement was approved by shareholders on 28 October 2026. The interests were not traded during a closed period requiring prior written clearance, according to the Part 3 disclosure in the filing. No changes to director interests in contracts were reported, with all fields under Part 2 of the notice recorded as not applicable. The previous director's interest notice for Mr Koutsakis was dated 25 February 2026, as stated in the filing. FOS Capital Ltd holds ABN 76 637 156 275.