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Award and Acceptance of Options, and Exercise and Related Settlement of Options, in Terms of the Stadio Group Share
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”)
AWARD AND ACCEPTANCE OF OPTIONS, AND EXERCISE AND RELATED
SETTLEMENT OF OPTIONS, IN TERMS OF THE STADIO GROUP SHARE INCENTIVE
SCHEME
AWARD AND ACCEPTANCE OF OPTIONS IN TERMS OF THE STADIO GROUP SHARE
INCENTIVE SCHEME
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information regarding the acceptance of options by a director of STADIO Holdings
are disclosed to shareholders.
NAME OF DIRECTOR Mr Christian Phillipus David Vorster
COMPANY OF WHICH A DIRECTOR STADIO Holdings Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Options to acquire ordinary shares in STADIO
Holdings
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in STADIO Holdings in terms
of the STADIO Group Share Incentive
Scheme (off-market transaction)
DATE OF ACCEPTANCE OF OPTIONS After close of business on 31 August 2022
DATE OF AWARD OF OPTIONS 1 July 2022
OPTION STRIKE PRICE R3.64
NUMBER OF OPTIONS ACCEPTED 1 451 867
VESTING DATES OF OPTIONS The options will vest in four tranches of 25%
each, on the following dates:
3 April 2024
3 April 2025
3 April 2026
3 April 2027
PERIOD OF EXERCISE Participants have a 30-day period from the
vesting date during which options can be
exercised
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
EXERCISE AND RELATED SETTLEMENT OF OPTIONS IN TERMS OF THE STADIO
GROUP SHARE INCENTIVE SCHEME
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information regarding the exercise of options by directors and a prescribed officer of
STADIO Holdings 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 Mr Christian Phillipus David Vorster
COMPANY OF WHICH A DIRECTOR STADIO Holdings Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares in STADIO
Holdings
OPTION STRIKE PRICE R1.21
NUMBER OF OPTIONS EXERCISED 1 074 992
VESTING DATE OF OPTIONS 1 July 2022
EXERCISE DATE OF OPTIONS After close of business on 31 August 2022
PERIOD OF EXERCISE Participants have a 30-day period from the
vesting date during which options can be
exercised, which period was extended to 90-
days by the board of directors due to STADIO
Holdings being in a closed period at such time
NATURE OF TRANSACTION Acquisition of 1 074 992 shares by the director
through the exercise of options (off-market
transaction)
NAME OF ASSOCIATE Bredamonti Proprietary Limited
RELATIONSHIP WITH DIRECTOR The director is a director and shareholder of the
associate
NATURE AND EXTENT OF INTEREST Indirect, beneficial
IN THE TRANSACTION
2.
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 in STADIO
Holdings
OPTION STRIKE PRICE R1.21
NUMBER OF OPTIONS EXERCISED 170 732
VESTING DATE OF OPTIONS 1 July 2022
EXERCISE DATE OF OPTIONS After close of business on 31 August 2022
PERIOD OF EXERCISE Participants have a 30-day period from the
vesting date during which options can be
exercised, which period was extended to 90-
days by the board of directors due to STADIO
Holdings being in a closed period at such time
NATURE OF TRANSACTION Exercise of options by the director at the last
traded share price of R3.60 on 31 August 2022,
and related after-tax net-equity settlement by
way of the award of 62 341 shares to the
director (off-market transaction)
NATURE AND EXTENT OF Direct, beneficial
INTEREST IN THE TRANSACTION
3.
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 in STADIO
Holdings
OPTION STRIKE PRICE R1.21
NUMBER OF OPTIONS EXERCISED 296 733
VESTING DATE OF OPTIONS 1 July 2022
EXERCISE DATE OF OPTIONS After close of business on 31 August 2022
PERIOD OF EXERCISE Participants have a 30-day period from the
vesting date during which options can be
exercised, which period was extended to 90-
days by the board of directors due to STADIO
Holdings being in a closed period at such time
NATURE OF TRANSACTION Exercise of options by the director at the last
traded share price of R3.60 on 31 August 2022
and related after-tax net-equity settlement by
way of the award of 108 349 shares to the
director (off-market transaction)
NATURE AND EXTENT OF Direct, 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 in STADIO
Holdings
OPTION STRIKE PRICE R1.21
NUMBER OF OPTIONS EXERCISED 152 941
VESTING DATE OF OPTIONS 1 July 2022
EXERCISE DATE OF OPTIONS After close of business on 31 August 2022
PERIOD OF EXERCISE Participants have a 30-day period from the
vesting date during which options can be
exercised, which period was extended to 90-
days by the board of directors due to STADIO
Holdings being in a closed period at such time
NATURE OF TRANSACTION Acquisition of 152 941 shares by the director
through the exercise of options (off-market
transaction)
NAME OF ASSOCIATE Working Class Heroes Proprietary Limited
RELATIONSHIP WITH PRESCRIBED The prescribed officer is a director of the
OFFICER associate
NATURE AND EXTENT OF INTEREST Indirect, beneficial
IN THE TRANSACTION
Clearance for the above was obtained in terms of paragraph 3.66 of the JSE Limited Listings
Requirements.
Durbanville
1 September 2022
Sponsor Independent Joint Sponsor
PSG Capital Tamela Holdings
Date: 01-09-2022 02:00:00
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