Lewis Group Ltd
Reg. No. 2004/009817/06
JSE Share Code : LEW
ISIN : ZAE 000058236
Bond Code: LEWI
(“Lewis” or the “Company”)


Directors Dealings in Securities


In compliance with the paragraphs 3.63 to 3.74 of the JSE Listings
Requirements, the following should be noted:


1.    The Lewis 2019 Executive Performance Scheme – Vesting of Awards


The 3 year short term share awards granted to the directors on 28 August 2020
(refer to SENS announcement dated 3 September 2020) vested on 5 June
2023. In terms of the rules of the Lewis 2019 Executive Performance Scheme,
the Remuneration Committee (“the committee”) resolved to accelerate the
vesting due to the exceptional circumstances surrounding the granting of the
awards as a consequence of the pandemic and the fact that the accelerated
vesting has no impact on the measurement of the performance targets as the
audited results for the financial year ended 31 March 2023 were released on 25
May 2023.


The awards referred to above that vested are as follows:


                                                      Share        Total
 Executive        Designation                         Awards       Value
                                                      Vested
 J. Enslin        Executive Director, Lewis Group Ltd 438 977      R 17 295 694
 J. Bestbier      Executive Director, Lewis Group Ltd 270 771      R 10 668 377
 W. Achmat        Director, Lewis Stores (Pty) Ltd    146 357      R 5 766 466
 D.M. Oliphant Director, Lewis Stores (Pty) Ltd       142 740      R 5 623 956
The awards were acquired for no consideration and are in respect of ordinary
shares. The implied value was calculated using the share price of R 39.40,
being the closing price on 2 June 2023.


2.     Sale of Shares


The executive directors have sold ordinary shares on the open market between
5 June 2023 and 8 June 2023, at a volume weighted average price of R 39.7579
with the highest and the lowest prices being R 39.53 and R 39.94 respectively,
in order to settle their tax liability on the awards vested above and to rebalance
their portfolios:


                                                            No.    of Total
 Executive          Designation                             Shares     Value

 J. Enslin          Executive Director, Lewis Group Ltd     398 977    R 15 862 476

 J. Bestbier        Executive Director, Lewis Group Ltd     196 309    R 7 804 828

 W. Achmat          Director, Lewis Stores (Pty) Ltd        70 251     R 2 793 030

 D.M. Oliphant Director, Lewis Stores (Pty) Ltd             104 914    R 4 171 157




3.     Transfer of Shares


The following executive directors have elected to take transfer of shares arising
from share awards under the Lewis 2019 Executive Performance Scheme.


                                                          No.of       Implied
 Executive          Designation
                                                          Shares      Value


 J. Enslin          Executive Director, Lewis Group Ltd 40 000        R 1 576 000



 J. Bestbier        Executive Director, Lewis Group Ltd 74 462        R 2 933 803
 W. Achmat          Director, Lewis Stores (Pty) Ltd   76 106       R 2 998 576



 D.M. Oliphant Director, Lewis Stores (Pty) Ltd        37 826       R 1 490 344



The implied values were calculated using the closing share price of R39.40, on
2 June 2023. The transfer will be made off- market.


4.        Lewis 2021 Executive Performance Scheme and Lewis 2019 Executive
          Performance Scheme – Short Term Awards


In terms of the Lewis 2021 Executive Performance Scheme and the 2019
Executive Performance Scheme, executives have been offered the right to
acquire shares of the Company for no consideration, subject to the
achievement of performance targets. The share awards under this scheme will
lapse, should the executive terminate his or her employment before the
completion of the period of the award, other than in the event of death, ill-
health, retirement or retrenchment.


The committee has agreed to grant the executives a three-year award (short-
term award as defined in the various scheme rules) under this scheme, details
which are set out below.


The performance targets are set by the committee at the beginning of the each
of the three years and are based on a weighting set for each executive
depending on their daily employment responsibilities, of the following:


     -   Headline earnings per share;
     -   Quality of the debtors book;
     -   Gross margin.
The following executive directors have been granted awards on 5 June 2023
under the Lewis 2021 Executive Performance Scheme and the 2019 Executive
Performance Schemes:
                                                Maximum No.         Implied
 Executive      Designation                      of Shares for      Value
                                                 no
                                                 consideration
 J. Enslin      Executive Director, Lewis             301 339          R 11 881 797
                Group Limited
 J. Bestbier    Executive Director, Lewis             131 180          R 5 172 427
                Group Ltd
 W. Achmat      Director,                             69 525          R 2 741 371
                Lewis Stores (Pty) Ltd
D.M. Oliphant Director,                               74 335           R 2 931 029
                Lewis Stores (Pty) Ltd


The above values are implied values based on a market price of R39.43,
determined as an average of the last three trading day’s closing price before the
award date, calculated in terms of the rules of the scheme.


All the transactions as set out in 1 to 4 above were for the direct benefit of the
directors. The requisite clearances have been obtained.


Cape Town
9 June 2023
Sponsor: The Standard Bank of South Africa Limited


Debt Sponsor: Absa Bank Limited, acting through its Corporate and Investment
Banking Division