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Exercise And Related Net-Cash Settlement Of Share Options In Terms Of The PSG Konsult Group Share Incentive Trust An
PSG KONSULT LIMITED
(Incorporated in the Republic of South Africa)
Registration Number: 1993/003941/06
JSE Share Code: KST
NSX Share Code: KFS
SEM Share Code: PSGK.N0000
ISIN Code: ZAE000191417
LEI Code: 378900ECF3D86FD28194
(“PSG Konsult” or “the Company”)
EXERCISE AND RELATED NET-CASH SETTLEMENT OF SHARE OPTIONS IN TERMS OF
THE PSG KONSULT GROUP SHARE INCENTIVE TRUST AND DEALINGS IN PSG KONSULT
SECURITIES
Upon the exercise of the share options referred to below, PSG Konsult elected to settle same on
a net-cash basis. Accordingly, no shares were traded.
Due to the net-cash settlement, the executive directors did not receive any PSG Konsult shares
in respect of such options exercised, but only the net after-tax amount in cash.
In the interest of transparency, the following information regarding the exercise of options is
consequently disclosed:
1.
NAME OF DIRECTOR FJ Gouws
COMPANY OF WHICH A DIRECTOR PSG Konsult Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 937 500 (1)
1 000 000 (2)
1 200 000 (3)
2 125 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date of
R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
2.
NAME OF DIRECTOR MIF Smith
COMPANY OF WHICH A DIRECTOR PSG Konsult Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 300 000 (1)
250 000 (2)
300 000 (3)
525 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date of
R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
3.
NAME OF DIRECTOR DPB Hugo
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 337 500 (1)
312 500 (2)
375 000 (3)
675 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
4.
NAME OF DIRECTOR AM Ahern
COMPANY OF WHICH A DIRECTOR PSG Asset Management Holdings
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 300 000 (1)
250 000 (2)
187 500 (3)
400 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director at
the closing price on the exercise date of
R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
5.
NAME OF DIRECTOR NM Gudka
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 300 000 (1)
250 000 (2)
300 000 (3)
525 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
6.
NAME OF DIRECTOR HP Visser
COMPANY OF WHICH A DIRECTOR PSG Insure Holdings Proprietary Limited
(a major subsidiary of PSG Konsult)
STATUS: EXECUTIVE/NON- Non-Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R8.74 (1)
R10.15 (2)
R7.13 (3)
R9.08 (4)
NUMBER OF OPTIONS EXERCISED 300 000 (1)
250 000 (2)
300 000 (3)
525 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
7.
NAME OF DIRECTOR PJ Redshaw
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
NUMBER OF OPTIONS EXERCISED 75 000 (1)
37 500 (2)
31 250 (3)
PERIOD OF EXERCISE Participants have a 5-month period from (1) – (3)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
8.
NAME OF DIRECTOR EC de Waal
COMPANY OF WHICH A DIRECTOR PSG Wealth Holdings Proprietary Limited
(a major subsidiary of PSG Konsult)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 18 April 2023
OPTION STRIKE PRICE R9.26 (1)
R7.13 (2)
R9.08 (3)
NUMBER OF OPTIONS EXERCISED 375 000 (1)
300 000 (2)
525 000 (3)
PERIOD OF EXERCISE Participants have a 5-month period from (1)
the vesting date of 1 February 2023
during which the options can be exercised
Participants have a 5-month period from (2)-(3)
the vesting date of 1 April 2023 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R13.01 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
Clearance for the above was obtained in terms of paragraph 3.66 of the JSE Listings
Requirements.
DEALINGS IN PSG KONSULT SECURITIES
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited (“JSE”) Listings Requirements,
the following information regarding dealings in PSG Konsult securities is disclosed:
ACCEPTANCE OF OPTIONS IN TERMS OF THE PSG KONSULT GROUP SHARE INCENTIVE
TRUST (“SIT”)
1.
NAME OF DIRECTOR FJ Gouws
COMPANY OF WHICH A DIRECTOR PSG Konsult Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 5 000 000
TOTAL RAND VALUE OF OPTIONS R60 850 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
2.
NAME OF DIRECTOR MIF Smith
COMPANY OF WHICH A DIRECTOR PSG Konsult Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 1 250 000
TOTAL RAND VALUE OF OPTIONS R15 212 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
3.
NAME OF DIRECTOR NM Gudka
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 1 250 000
TOTAL RAND VALUE OF OPTIONS R15 212 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
4.
NAME OF DIRECTOR DPB Hugo
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 1 750 000
TOTAL RAND VALUE OF OPTIONS R21 297 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
5.
NAME OF DIRECTOR AM Ahern
COMPANY OF WHICH A DIRECTOR PSG Asset Management Holdings
Proprietary Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 1 000 000
TOTAL RAND VALUE OF OPTIONS R12 170 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
6.
NAME OF DIRECTOR EC de Waal
COMPANY OF WHICH A DIRECTOR PSG Wealth Holdings Proprietary Limited
(a major subsidiary of PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 1 250 000
TOTAL RAND VALUE OF OPTIONS R15 212 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
7.
NAME OF DIRECTOR HKT Johns
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 125 000
TOTAL RAND VALUE OF OPTIONS R1 521 250.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
8.
NAME OF DIRECTOR PJ Redshaw
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 70 000
TOTAL RAND VALUE OF OPTIONS R851 900.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
9.
NAME OF DIRECTOR CM Masondo
COMPANY OF WHICH A DIRECTOR PSG Insure Holdings Proprietary Limited
(a major subsidiary of PSG Konsult)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2023
DATE OF ACCEPTANCE OF OPTIONS 19 April 2023
OPTION STRIKE PRICE R12.17 (PSG Konsult’s 30-day volume
weighted average traded price prior to
1 April 2023)
NUMBER OF OPTIONS ACCEPTED 250 000
TOTAL RAND VALUE OF OPTIONS R3 042 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
Tyger Valley
19 April 2023
JSE Sponsor: PSG Capital Proprietary Limited
NSX Sponsor: PSG Wealth Management (Namibia) Proprietary Limited, member of the Namibian
Stock Exchange
SEM authorised representative and SEM Sponsor: Perigeum Capital Ltd
This notice is issued pursuant to the JSE Listings Requirements, SEM Listing Rule 15.24 and the
Mauritian Securities Act 2005. The board of directors of PSG Konsult accepts full responsibility
for the accuracy of the information contained in this Communiqué.
Date: 19-04-2023 05:15:00
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