OCEANA GROUP LIMITED - Oceana Group Limited 2022 Share Plan: Dealing in securities

Oceana Group Limited 2022 Share Plan: Dealing in securities

Oceana Group Limited
Incorporated in the Republic of South Africa
(Registration number 1939/001730/06)
JSE Share Code: OCE
NSX Share Code: OCG
ISIN Number: ZAE000025284
("Oceana" or “the Company” or "the Group")

OCEANA GROUP LIMITED 2022 SHARE PLAN: DEALING IN SECURITIES

In compliance with paragraphs 3.63 – 3.74 of the Listings Requirements of JSE Limited (“the JSE”), shareholders
are advised that the Company has offered the following Replacement Performance Shares (“RPS”) on
01 May 2022 to the following directors of the Company and the directors of major subsidiaries of the Company
(“the Participants”), as set out below.

The Group was in a prohibited trading period due to the disposal of the CCS Group (which was announced to
the market on 04 October 2022). Accordingly, the Participants below (with the exception of Ms. S Naidoo) were
considered insiders for the purpose of trading and were prohibited from dealing in securities.

Following the publication of the Group’s provisional reviewed condensed results on 05 December 2022, the
Participants below are now permitted to deal in securities.

The offers were accepted by the Participants on 09 December 2022 (“Offer Date”).

The RPS were conditional upon the Participants agreeing to waive their rights to unvested Allocations of Share
Appreciation Rights. RPS are conditionally awarded with the final number settled after three years from the Offer
Date dependent on the performance criteria set being met.

The determined number of RPS will be settled to the Participant in Oceana Group shares or in cash, at the
Company’s sole and absolute discretion.

The RPS offered and accepted by the Participants are summarised below:

 Director / Officer        Office Held                                                  Number of RPS
                                                                                        awarded

 Mr. N Brink               Oceana Executive Director and Group Chief Executive          20 818
                           Officer
 Mr. L De Waal             Director of a Major Subsidiary*                              36 716

 Mr. S Salie               Director of a Major Subsidiary*                              34 891

 Ms. N Velleman            Director of a Major Subsidiary*                              20 342

 Ms. S Naidoo              Director of a Major Subsidiary*                              8 519

*Major Subsidiary - Lucky Star Limited

The following is applicable to the above dealings for the Director’s listed above:
 Class of underlying security to which rights attach Ordinary shares
 RPS Award Price per share                                  R nil (not applicable)
 Nature of transaction                                      Off-market allocation of RPS
 RPS vesting period/s                                       Vests in three tranches on
                                                            01 November 2022
                                                            01 November 2023
                                                            01 November 2024
 Nature of interest                                         Direct beneficial

In accordance with section 3.66 of the Listings Requirements the necessary clearance was obtained for the
abovementioned Director’s to deal in RPS.
13 December 2022
Cape Town

Sponsor – Primary Listing
The Standard Bank of South Africa Limited

Namibian Sponsor – Secondary Listing
Old Mutual Investment Services (Namibia) Proprietary Limited

Date: 13-12-2022 11:42:00
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