Half-Yearly Report
Octopus Future Generations VCT plc
Half-Yearly Report
Octopus Future Generations VCT plc (‘Future Generations VCT’ or the ‘Company’) is supporting businesses that address the most significant challenges shaping the markets of the future.
The Company is managed by Octopus AIF Management Limited (the ‘Manager’), which has delegated investment management to Octopus Investments Limited (‘Octopus’ or the ‘Portfolio Manager’) via its investment team Octopus Ventures.
The Company today announces the half-yearly report for the six months to 30 June 2026.
Key Financials
Chair’s statement
Key financials
I am pleased to present the unaudited half-yearly report and accounts for the Company for the six months ended 30 June 2026.
The NAV per share at 30 June 2026 was 84.4p, representing an increase of 3.4p per share since 31 December 2025 and a total return of 4.2% for the six-month period. Net assets at the period end were £53.4 million.
The increase in NAV during the period is encouraging and reflects positive net valuation movements across parts of the portfolio, with a number of companies delivering strong commercial and technical progress or completing funding rounds during the period. Other companies continue to navigate more challenging operating and fundraising conditions.
As a relatively young VCT, many of the Company’s investments remain at an early stage of development, where progress can be uneven and valuations can fluctuate between reporting periods. The Board therefore continues to take a long-term view of performance as the portfolio develops and matures.
In the six months ended 30 June 2026, the Company invested £2.7 million in five new and follow-on opportunities. The cash balance of £14.3 million as at 30 June 2026 represents 26.7% of net assets at that date.
Fundraise
The Company’s offer for subscription, launched in February 2026, raised £2.9 million. We would like to welcome new shareholders to the Company and thank all shareholders for their continued support.
Since the period end, the Board has reopened the offer for subscription to provide existing and new investors with a further opportunity to invest in the Company.
The Board continues to consider the appropriate level of fundraising alongside the Company’s investment pipeline and liquidity requirements. The reduction in upfront income tax relief available on new VCT subscriptions from 30% to 20% took effect from 6 April 2026, and the Board will continue to monitor the impact of this change on investor demand across the VCT market.
Dividend
I am pleased to confirm that the Board has decided to declare the Company’s first interim dividend of 0.9p per share, equivalent to approximately 1.1% of the Company’s opening NAV per share at 31 December 2025. The dividend will be payable on 7 December 2026 to shareholders on the register on 20 November 2026.
This represents an important milestone in the Company’s development and the first regular distribution under the dividend policy adopted by the Board and announced on 7 September 2026. As set out in that policy, the Board’s long-term ambition is to target a regular annual dividend equivalent to approximately 5% of opening NAV per share as the Company’s portfolio matures, with distributions expected to build progressively over time.
The Board currently intends to declare a further interim dividend alongside the publication of the Company’s NAV as at 31 December 2026, expected in March 2027. This interim dividend and any further dividend will remain subject to the Board’s assessment at that time of the Company’s available cash resources, distributable reserves, investment opportunities and the long-term interests of shareholders. The level and timing of any dividend will remain entirely at the discretion of the Board.
Shareholders who have elected to participate in the Dividend Reinvestment Scheme will receive their dividend in the form of new Future Generations VCT shares in accordance with the terms of the scheme.
VCT qualification
Shoosmiths LLP provides the Board and Portfolio Manager with advice concerning ongoing compliance with His Majesty’s Revenue & Customs (HMRC) rules and regulations concerning VCTs. The Board has been advised that Future Generations VCT is complying with the conditions set by HMRC for maintaining approval as a VCT. A key requirement is to maintain at least an 80% qualifying investment level. As at 30 June 2026, 91% of the portfolio, as measured by HMRC rules, was invested in VCT qualifying investments.
Principal risks and uncertainties
The Board continues to review the risk environment in which the Company operates on a regular basis. There have been no significant changes to the principal risks and uncertainties described on pages 33 to 36 of the Annual Report for the year ended 31 December 2025.
The factors underpinning a number of these risks remain relevant. Geopolitical and economic uncertainty continued during the period, while conditions for private company fundraising and exits remained selective. These factors can affect the availability and cost of capital for portfolio companies, the timing of potential realisations and the valuations applied to early-stage investments.
The Board and Portfolio Manager continue to monitor these risks closely, together with company-specific trading performance and cash requirements across the portfolio.
Portfolio Manager and team
As set out in the Annual Report, the appointment of Luke Edis as Lead Fund Manager and the establishment of a dedicated Future Generations VCT investment team marked an important step in the Company’s development. The team are focused on building a distinctive pipeline of new opportunities for the Company, alongside strengthening portfolio oversight and maintaining discipline around capital allocation.
During the period, the Company completed new investments in Greenpixie and geoSurge. These were the first new investments made specifically for Future Generations VCT without co-investment from another Octopus-managed fund, marking an important milestone in the development of the Company’s dedicated investment pipeline.
This builds on the approach outlined in the Annual Report. In its early years, Future Generations VCT benefited from co-investing alongside other Octopus-managed funds, helping it to establish a diversified portfolio efficiently. As the Company has developed, the dedicated investment team has increasingly been able to originate and execute investments independently and make investment decisions tailored specifically to the objectives of Future Generations VCT.
This does not mean that the Company will invest only on a standalone basis. Future Generations VCT continues to benefit from being part of the wider Octopus Ventures platform and may invest alongside other Octopus-managed funds where an opportunity is suitable for the Company. This provides the dedicated team with access to a broad pipeline of potential investments, specialist expertise and networks, as well as the ability to support companies through multiple funding rounds where appropriate.
Outlook
The increase in NAV over the six-month period is encouraging, particularly against a market environment which remains challenging for early-stage businesses. The Board remains mindful that short-term fluctuations are an inherent feature of venture capital investing and that many of the companies within the portfolio remain at an early stage of their development.
Looking ahead, the Board is also encouraged by the progress being made across the portfolio and by the development of an independent investment pipeline under the dedicated Future Generations VCT team. The focus for the remainder of the year will remain on disciplined capital allocation, supporting the existing portfolio and selectively pursuing new investment opportunities with the potential to create long-term value for shareholders.
I would like to conclude by thanking my Board colleagues and the Octopus team on behalf of all shareholders for their continued hard work. The Board’s long-term view of the opportunities within early-stage venture capital remains positive, and we look forward to seeing the Company continue to develop.
Helen Sinclair
Chair
22 September 2026
Portfolio Manager’s review
Portfolio composition at 30 June 2026
Focus on performance
The NAV per share at 30 June 2026 was 84.4p, compared with 81.0p at 31 December 2025, representing a total return of 4.2% for the six-month period.
The increase in NAV was principally driven by positive net valuation movements across the investment portfolio. During the period, 17 companies delivered a collective increase in value of £5.0 million. The largest positive contributors were Manual (trading as Voy), RemoFirst and Intrinsic. These businesses continued to make good progress through revenue growth, commercial and technical development, and the achievement of important milestones.
These gains were partially offset by downward valuation movements across 13 companies, which collectively reduced the value of the portfolio by £2.4 million. The largest negative contributors included Cerebral, Kita and Swiipr. The reasons for these movements varied by company, reflecting company-specific performance, funding requirements and the valuation methodologies applied at the period end.
Overall, these movements resulted in a net valuation increase of £2.6 million across the portfolio during the six-month period. Positive valuation movements were seen across a greater number of companies than negative movements, while several of the strongest performers were also among the Company’s larger holdings and therefore had a greater influence on overall portfolio performance.
The portfolio continued to operate against a mixed market backdrop during the period. While venture investment showed signs of improvement, fundraising conditions remained selective, with capital increasingly concentrated in companies demonstrating strong growth and clear differentiation. This continued to create a varied environment for early-stage businesses seeking further funding.
Performance across an early-stage portfolio will inevitably vary between individual companies and reporting periods. While the overall increase in value during the period is encouraging, we continue to take a long-term view of performance and focus on the underlying progress and prospects of each business. As the portfolio develops, a number of the Company’s more established holdings are beginning to demonstrate stronger commercial progress. While it remains too early to draw conclusions from any single reporting period, this provides some encouraging evidence of the potential for value creation as portfolio companies mature.
At 30 June 2026, the investment portfolio was valued at £38.8 million, with cash and cash equivalents of £14.3 million.
The return on Future Generations VCT’s uninvested cash reserves was £0.3 million in the six months to 30 June 2026 (twelve months to 31 December 2025: £0.8 million), driven by returns on money market funds. The Board’s objective for these investments is to generate sufficient returns through the cycle to cover costs, with limited risk to capital.
Disposals
During the six months to 30 June 2026, the Company completed two portfolio disposals and received further deferred proceeds from a previous exit.
In March, Inflow was acquired by Cerebral, a US-based mental healthcare provider. The transaction was completed through an exchange of shares, meaning the Company received shares in Cerebral in place of its holding in Inflow. Cerebral’s scale and US distribution infrastructure provide an opportunity for the combined business to reach a broader customer base. Also in March, the Company exited its investment in Elo Health, with no capital returned.
During the period, the Company also received deferred proceeds relating to the 2024 sale of Cobee. Since the period end, the Company has also received consideration relating to the disposals of Correcto and Pivotal.
Overview of investments
During the six months to 30 June 2026, the Company invested £2.7 million, comprising £2.0 million across two new investments and £0.7 million across three follow-on investments.
The development of a dedicated investment team and independent pipeline for Future Generations VCT has broadened the opportunity set available to the Company as the portfolio matures. During the period, the Company completed its first two new investments without co-investment from another Octopus-managed fund.
Future Generations VCT invested £1.0 million in Greenpixie’s £4.7 million Pre-Series A round and invested £1.0 million in geoSurge’s £9.5m Series A round.
These investments demonstrate the progress being made in building a pipeline specifically for Future Generations VCT. The team will continue to assess new opportunities alongside selective follow-on investment into existing portfolio companies where there is a compelling case for further capital.
Greenpixie
Helping the world’s largest organisations reduce cloud costs and carbon emissions.
What it does
Greenpixie helps large organisations make their cloud infrastructure more efficient, identifying opportunities to reduce energy use, carbon emissions and unnecessary spend. Already working with global enterprises including Mastercard, it is expanding through partnerships with major industry participants within financial operations (FinOps).
Why we invested
As AI drives greater cloud usage, businesses face increasing pressure to manage both the cost and environmental impact of their computing infrastructure. Greenpixie operates in a growing market and its proprietary technology and FinOps partnerships provide a scalable route to serving large global organisations.
geoSurge
Helping businesses become discoverable in the age of AI search.
What it does
geoSurge helps businesses understand and improve how their brands appear across leading AI models. Its platform combines analytics, AI-optimised content and proprietary technology to increase the likelihood of brands being recommended in AI-generated answers.
Why we invested
AI is changing how customers discover products and services, creating a new category of business software. Despite being founded in 2025, geoSurge has already attracted external investment alongside Future Generations VCT. One of its founders previously helped build Zilch, providing relevant experience of building and scaling a high-growth technology business.
Valuations
Future Generations VCT’s unquoted portfolio companies are valued in accordance with UK GAAP accounting standards and the International Private Equity and Venture Capital (IPEV) valuation guidelines.
This means we value the portfolio at fair value, which is the price we expect people would be willing to buy or sell an asset for, assuming they had all the information available that we do, are knowledgeable parties with no pre-existing relationship, and that the transaction is carried out under the normal course of business.
‘External price’ includes valuations based on funding rounds that are typically completed by, or shortly after, the period end, and exits of companies where terms have been issued with an acquirer. ‘Multiples’ is predominantly used for valuations that are based on a multiple of revenues for portfolio companies. Where there is uncertainty around the potential outcomes available to a company, a probability-weighted ‘scenario analysis’ is considered.
‘Milestone analysis’ is used for very early-stage investments that are not yet generating revenue. The initial value is estimated by starting with the price from the most recent funding round. This is then adjusted based on the company’s progress against qualitative milestones, such as product development, customer growth, or regulatory approvals, to reflect any increase or decrease in value.
Top ten investments
Here, we set out the cost and valuation of the top ten holdings, which account for over 64% of the value of the portfolio.
1. Menwell Limited (trading as Voy, formerly Manual)
Outlook
The progress made across parts of the portfolio during the first half of the year is encouraging, although the environment for early-stage companies remains selective. Capital continues to be available for businesses demonstrating strong growth and clear differentiation, but fundraising conditions remain challenging for companies that are not meeting their commercial milestones.
Against this backdrop, we will continue to take a disciplined approach to deploying the Company’s capital. Our focus is on supporting existing portfolio companies where we believe further investment can create long-term value, while continuing to build the independent pipeline of new opportunities for Future Generations VCT.
AI is increasingly influencing both the opportunities we are seeing and the markets in which our portfolio companies operate. This includes businesses where AI sits at the heart of the product, as well as companies benefiting from the broader second-order effects of AI adoption, including in areas such as energy and infrastructure, search and discovery, data, cyber security and more. Greenpixie and geoSurge demonstrate the breadth of opportunities emerging from these changes, while rapid technological development also creates competitive and execution risks that we consider carefully when assessing investments.
Our priority for the remainder of the year is to remain selective in how we deploy capital, work closely with portfolio companies to support their development, and continue to identify businesses that we believe have the potential to generate long-term value for shareholders.
Luke Edis
Lead Fund Manager
Octopus Future Generations VCT
22 September 2026
Directors’ responsibilities statement
The Directors confirm that to the best of their knowledge:
By Order of the Board
Helen Sinclair
Chair
22 September 2026
Income statement
The accompanying notes form an integral part of the financial statements.
Balance sheet
The accompanying notes form an integral part of the financial statements.
The statements were approved by the Directors and authorised for issue on 22 September 2026 and are signed on their behalf by:
Helen Sinclair
Chair
Company Number: 13750143
Statement of changes in equity
1. Included within these reserves is an amount of £43,919,000 which is considered distributable to shareholders under Companies Act rules. The Income Taxes Act 2007 restricts distribution of capital from reserves created by the conversion of the share premium account into a special distributable reserve until the third anniversary of the share allotment that led to the creation of that part of the share premium account. As at 30 June 2026, £43,301,000 of the special reserve is distributable under this restriction.
The accompanying notes form an integral part of the financial statements.
1. Reserves are available for distribution.
The accompanying notes form an integral part of the financial statements.
1. Included within these reserves is an amount of £43,184,000 (2024: £nil) which is considered distributable to shareholders under Companies Act rules. The Income Taxes Act 2007 restricts distribution of capital from reserves created by the conversion of the share premium account into a special distributable reserve until the third anniversary of the share allotment that led to the creation of that part of the share premium account. As at 31 December 2025, £28,430,000 (2024: £nil) of the special reserve is distributable under this restriction.
The accompanying notes form an integral part of the financial statements.
Cash flow statement
The accompanying notes form an integral part of the financial statements.
Condensed notes to the financial report
1. Basis of preparation
The unaudited results which cover the six months to 30 June 2026 have been prepared in accordance with the Financial Reporting Council’s (FRC) Financial Reporting Standard 104 Interim Financial Reporting (January 2022) and the Statement of Recommended Practice (SORP) for Investment Companies re-issued by the Association of Investment Companies in July 2022.
The Directors consider it appropriate to adopt the going concern basis of accounting. The Directors have not identified any material uncertainties to the Company’s ability to continue to adopt the going concern basis over a period of at least twelve months from the date of approval of the financial statements. In reaching this conclusion, the Directors have taken into account the potential impact on the economy including inflation and the recession.
The principal accounting policies have remained unchanged from those set out in the Company’s 2025 Annual Report and Accounts.
2. Publication of non-statutory accounts
The unaudited financial report for the six months ended 30 June 2026 does not constitute statutory accounts within the meaning of s.415 of the Companies Act 2006 and has not been delivered to the Registrar of Companies. The comparative figures for the period ended 31 December 2025 have been extracted from the audited financial statements for that period, which have been delivered to the Registrar of Companies. The independent auditor’s report on those financial statements, in accordance with Chapter 3, Part 16 of the Companies Act 2006, was unqualified. This financial report has not been reviewed by the Company’s auditor.
3. Earnings per share
The earnings per share is based on 61,425,870 Ordinary shares (30 June 2025: 56,631,830, 31 December 2025: 58,147,725) being the weighted average number of shares in issue during the period. There are no potentially dilutive capital instruments in issue and so no diluted returns per share figures are relevant. The basic and diluted earnings per share are therefore identical.
4. Net asset value per share
5. Allotments
During the six months to 30 June 2026, 3,544,452 shares were issued at a weighted average price of 83.6p per share (30 June 2025: 5,567,019 shares at a weighted average price of 91.6p per share, 31 December 2025: 5,797,100 shares at a weighted average price of 91.3p per share).
6. Transactions with the Manager and Portfolio Manager
Future Generations VCT is classified as a full-scope Alternative Investment Fund (AIF) under the Alternative Investment Fund Management Directive (AIFMD). Future Generations VCT has appointed Octopus AIF Management Limited to provide the services of an Alternative Investment Fund Manager (AIFM) of a full scope AIF. In accordance with its power to do so under AIFMD, Octopus AIF Management Limited has delegated portfolio management to Octopus Investments Limited, whilst retaining the obligations of a risk manager.
Future Generations VCT paid Octopus AIF Management Limited £494,000 in the period as a management fee (30 June 2025: £500,000, 31 December 2025: £964,000). The annual management charge (AMC) is based on 2% of Future Generations VCT’s NAV. The AMC is payable quarterly in advance and calculated using the latest published NAV of Future Generations VCT and the number of shares in issue at each quarter end. Once the quarter has ended, an adjustment will be made if the NAV at the end of the current quarter is calculated and which differs from the NAV as at the end of the previous quarter.
Octopus also provides Non-Investment Services to Future Generations VCT, payable quarterly in advance. The fee is 0.3% of Future Generations VCT’s NAV, calculated at quarterly intervals. The Non-Investment Services Agreement (NISA) fee is calculated using the latest published NAV of Future Generations VCT and the number of shares in issue at each quarter end. As with the AMC, an adjustment will be made if the NAV calculated at the end of the current quarter differs from the NAV at the end of the previous quarter. During the period, £74,000 was paid to Octopus for Non-Investment Services (30 June 2025: £75,000, 31 December 2025: £152,000).
In addition, Octopus is entitled to performance-related incentive fees, subject to Future Generations VCT’s total return at year end exceeding the total return at the previous year end when an incentive fee was paid or 97p if the first incentive fee has not yet been paid (the ‘Excess’), equal to 20% of the Excess. No performance fee will become payable until cumulative dividends (paid or declared) are equal to or greater than 10p per Ordinary share and the total return exceeds 120p per Ordinary share. An amendment to the performance incentive scheme was agreed in April 2026, whereby any performance incentive fee, once triggered by the conditions referred to above, is payable over three years and is subject to recalculation and partial cancellation if the Company’s NAV declines in the second and/or third years. No performance fee was payable during the period.
The cap relating to Future Generations VCT’s total expense ratio, that is the regular, recurring costs of Future Generations VCT expressed as a percentage of its NAV, above which Octopus has agreed to pay, is 3.0%, and is calculated in accordance with the AIC Guidelines.
7. Related party transactions
Several members of the Octopus investment team hold non-executive directorships as part of their monitoring roles in Future Generations VCT’s portfolio companies, but they have no controlling interests in those companies.
The Directors received the following dividends from Future Generations VCT:
8. Voting rights and equity management
The following table shows the percentage voting rights held by Future Generations VCT in each of the top ten investments, on a fully diluted basis.
9. Post balance sheet events
The following events occurred between the balance sheet date and the signing of this financial report:
10. Half-Yearly Report
The unaudited half-yearly report for the six months ended 30 June 2026 will shortly be available to view at https://octopusinvestments.com/our-products/venture-capital-trusts/octopus-future-generations-vct/
A copy of the half-yearly report will be submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
For further information please contact:
Ronan Goggin
Octopus Company Secretarial Services Limited
Tel: +44 (0)80 0316 2067
LEI: 213800AL71Z7N2O58N66