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Exercise And Related Settlement Of Share Options In Terms Of The Stadio Holdings Limited Share Incentive Trust

Published: 2022-10-18 17:30:20 ET
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STADIO HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2016/371398/06)
Share code: SDO
ISIN: ZAE000248662
LEI: 3789007C8FB26515D966
(“STADIO Holdings” or “the Company”)


EXERCISE AND RELATED SETTLEMENT OF SHARE OPTIONS IN TERMS OF THE
STADIO HOLDINGS LIMITED SHARE INCENTIVE TRUST


In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information regarding the exercise of share options by directors and a prescribed
officer of STADIO Holdings and a director of one of its major subsidiaries are disclosed to
shareholders.

Upon the exercise of the share options referred to below, in the instances where the
beneficiaries elected to have their options settled on a net-equity basis, STADIO Holdings
elected to settle same on an after-tax equity settlement basis, through the award of ordinary
shares as detailed below:

1.
 NAME OF DIRECTOR                           Dr Divya Singh

 COMPANY OF WHICH A DIRECTOR                STADIO Holdings Limited

 STATUS: EXECUTIVE/NON-                     Executive
 EXECUTIVE

 TYPE AND CLASS OF SECURITIES               Options in relation to ordinary shares

 OPTION STRIKE PRICE                        R2.96

 NUMBER OF OPTIONS EXERCISED                439 189

 VESTING DATE OF OPTIONS                    3 October 2022

 EXERCISE DATE OF OPTIONS                   After close of business on 17 October 2022

 PERIOD OF EXERCISE                         Participants have a 30-day period from the
                                            vesting date during which options can be
                                            exercised
 NATURE OF TRANSACTION                      Exercise of options by the director at the last
                                            traded share price of R4.16 on 17 October 2022,
                                            and related after-tax net-equity settlement by
                                            way of the award of 69 679 shares to the director
                                            (off-market transaction)
 NATURE AND EXTENT OF                       Direct, beneficial
 INTEREST IN THE TRANSACTION
2.
 NAME OF DIRECTOR              Ms Samara Totaram

COMPANY OF WHICH A DIRECTOR    STADIO Holdings Limited

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R2.96

NUMBER OF OPTIONS EXERCISED    431 210

VESTING DATE OF OPTIONS        3 October 2022

EXERCISE DATE OF OPTIONS       After close of business on 17 October 2022

PERIOD OF EXERCISE             Participants have a 30-day period from the
                               vesting date during which options can be
                               exercised
NATURE OF TRANSACTION          Exercise of options by the director at the last
                               traded share price of R4.16 on 17 October 2022,
                               and related after-tax net-equity settlement by
                               way of the award of 68 413 shares to the director
                               (off-market transaction)
NATURE AND EXTENT OF           Direct, beneficial
INTEREST IN THE TRANSACTION


3.
 NAME OF DIRECTOR              Dr Christiaan Rudolph van der Merwe

COMPANY OF WHICH A DIRECTOR    STADIO Holdings Limited

STATUS: EXECUTIVE/NON-         Non-Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R2.96

NUMBER OF OPTIONS EXERCISED    1 013 514

VESTING DATE OF OPTIONS        3 October 2022

EXERCISE DATE OF OPTIONS       After close of business on 17 October 2022

PERIOD OF EXERCISE             Participants have a 30-day period from the
                               vesting date during which options can be
                               exercised
NATURE OF TRANSACTION          Acquisition of 1 013 514 shares by the director
                               through the exercise of options (off-market
                               transaction)
NAME OF ASSOCIATE               Chris van der Merwe Familie Trust

NATURE AND EXTENT OF            Indirect, beneficial
INTEREST IN THE TRANSACTION


4.
 NAME OF PRESCRIBED OFFICER    Mr Jacobus Johannes Human

COMPANY OF WHICH A             STADIO Holdings Limited
PRESCRIBED OFFICER

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R2.96

NUMBER OF OPTIONS EXERCISED    775 828

VESTING DATE OF OPTIONS        3 October 2022

EXERCISE DATE OF OPTIONS       After close of business on 17 October 2022

PERIOD OF EXERCISE             Participants have a 30-day period from the vesting
                               date during which options can be exercised
NATURE OF TRANSACTION          Acquisition of 775 828 shares by the director
                               through the exercise of options (off-market
                               transaction)
NAME OF ASSOCIATE              Working Class Heroes Proprietary Limited

RELATIONSHIP WITH DIRECTOR     The director is a director of the associate

NATURE AND EXTENT OF           Indirect, beneficial
INTEREST IN THE TRANSACTION


5.
 NAME OF DIRECTOR              Mr Andrew Charles Horsfall

COMPANY OF WHICH A DIRECTOR    Milpark Education Proprietary Limited

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R2.96

NUMBER OF OPTIONS EXERCISED    422 297

VESTING DATE OF OPTIONS        3 October 2022

EXERCISE DATE OF OPTIONS       After close of business on 17 October 2022
 PERIOD OF EXERCISE                     Participants have a 30-day period from the
                                        vesting date during which options can be
                                        exercised
 NATURE OF TRANSACTION                  Exercise of options by the director at the last
                                        traded share price of R4.16 on 17 October 2022,
                                        and related after-tax net-equity settlement by way
                                        of the award of 66 999 shares to the director (off-
                                        market transaction)
 NATURE AND EXTENT OF                   Direct, beneficial
 INTEREST IN THE TRANSACTION


To the extent required, clearance for the above was obtained in terms of paragraph 3.66 of
the JSE Limited Listings Requirements.

Durbanville
18 October 2022

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