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Dealing in Securities by Executive Directors, the Group Company Secretary and Directors of Major Subsidiaries

Published: 2023-09-18 18:08:46 ET
<<<  go to JSE:SPG company page
Super Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1943/016107/06)
Share code: SPG
ISIN: ZAE000161832
LEI: 378900A8FDADE26AD654
Debt Company Code: BISGL
(“Super Group”)

DEALING IN SECURITIES BY EXECUTIVE DIRECTORS, THE GROUP COMPANY SECRETARY
AND DIRECTORS OF MAJOR SUBSIDIARIES

  In compliance with paragraphs 3.63 to 3.66 and 6.42 to 6.44 of the JSE
  Limited Listings and Debt Listings Requirements (collectively, the
  “Listings Requirements”), shareholders and noteholders are advised that
  the executive directors, the company secretary and directors of major
  subsidiaries have, in terms of the Share Appreciation Right Scheme 2005
  (the “Scheme”), been granted share appreciation rights (“SARS”) to
  receive shares which grants have been accepted.

  Shareholder approval of the Scheme was obtained at the 2005 Annual
  General Meeting. All SARS have conditions attached and are subject to
  the rules of the Scheme. The Remuneration Committee approved the grants
  and the required clearance in terms of the Listings Requirements was
  obtained.

  The Scheme supports the principle of aligning management and shareholder
  interests. Performance conditions governing the vesting of these SARS
  are intended to be stretching but achievable. The performance conditions
  are related to headline earnings per share increasing by 2% per annum
  above the Consumer Price Inflation Index over the three-year performance
  period ending June 2026. The grants are conditional upon the participant
  remaining employed during the performance period.

  The SARS granted to and accepted by the following Directors and the
  Company Secretary vest upon confirmation that the performance conditions
  have been fulfilled.

   Name of               Number of         Nature of           Total Deemed
   director                   SARS          interest               Value
   P Mountford             350 000     Direct, beneficial     R11 436 345.00
   (1)
   C Brown (1)             170   000   Direct,   beneficial   R5 554 796.00
   J Mackay (2)             90   000   Direct,   beneficial   R2 940 774.00
   P Smith (3)             170   000   Direct,   beneficial   R5 554 796.00
   B Makubalo (3)          170   000   Direct,   beneficial   R5 554 796.00
   J Matlakala(4)           40   000   Direct,   beneficial   R1 307 011.00
   R Nannen (4)             40   000   Direct,   beneficial   R1 307 011.00
   H Makhoba (4)            40   000   Direct,   beneficial   R1 307 011.00
   G Watson (5)            170   000   Direct,   beneficial   R5 554 796.00
   Total                 1 240   000                          R40 517 336.00

   Date of acceptance    14 September 2023
   Nature of transaction Off market grant and acceptance of SARS
   Class of securities    Ordinary shares
   Strike Price           R32.68
   Vesting date           Following approval by the Remuneration
                          Committee based on the audited results for the
                          financial year ending 30 June 2026

(1)P Mountford and C Brown are Executive Directors of Super Group
(2)J Mackay is the Group Company Secretary of Super Group
(3)P Smith, R Nannen and B Makubalo are Directors of Super Group Trading
Proprietary Limited, a major subsidiary of Super Group
(4)J Matlakala, H Makhoba and R Nannen are directors of Super Group Holdings
Proprietary Limited, a major subsidiary of Super Group
(5)G Watson is a Director of Alan Ford UK Limited, a major subsidiary of
Super Group



Sandton
18 September 2023

Equity Sponsor: Investec Bank Limited

Debt Sponsor: Rand Merchant Bank (a division of FirstRand Bank Limited)