ITALTILE LIMITED - Intragroup Acquisition of Shares and Dealings by the Italtile Retention Scheme, and Dealings in Securities by Directors

Intragroup Acquisition of Shares and Dealings by the Italtile Retention Scheme, and Dealings in Securities by Directors

ITALTILE LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1955/000558/06)
Share code: ITE ISIN: ZAE000099123
(“Italtile” or “the Company”)


INTRAGROUP ACQUISITION OF SHARES AND DEALINGS BY THE ITALTILE RETENTION SCHEME,
AND DEALINGS IN SECURITIES BY DIRECTORS


1. INTRODUCTION

Shareholders are referred to the announcement released on SENS on 22 May 2020 (and using the terms defined
therein unless otherwise stated herein) regarding, inter alia, the approval by Shareholders at the General
Meeting held on 24 June 2020 of the adoption of the Italtile Retention Scheme embodied in the Trust Deed
("Scheme"), which entailed, inter alia, the Italtile Retention Share Scheme Trust having the ability, subject to the
Companies Act, to acquire no more than 154 999 923 ordinary shares of no par value in the stated capital of
Italtile, which are listed on the JSE ("Italtile Shares"). The sole object of the Trust is to acquire, hold and sell
Italtile Shares, which are acquired by the Trustees from time to time in accordance with the provisions of the
Deed of Trust, held by, and registered in the name of, the Trust ("Trust Shares"), for the benefit of participants,
to distribute income and dividends to participants and to administer the Trust in accordance with the provisions
of the Deed of Trust ("Trust Object"). For purposes of achieving the Trust Object, the Trust is, from time to time,
required, in the first instance, to purchase Trust Shares as contemplated in an Offer from either a Member of the
Italtile Group or from the Italtile Share Incentive Trust at a price equal to the Market Value thereof.

2. INTRAGROUP ACQUISITION OF SHARES AND DEALINGS BY THE ITALTILE RETENTION SCHEME

In terms of paragraph 7.92 of the Listings Requirements, Shareholders are hereby advised that on 7 September
2026 the Italtile Retention Scheme Trust acquired 8 400 000 Shares held by the Italtile Ceramics Proprietary
Limited (a member of the Italtile Group) off market. The Shares were acquired at a price of R9.29, for a total
transaction value of R78 036 000.00.

On settlement of the transaction, the Shares will remain as part of the authorised and issued share capital of the
Company and will be held for future use by the Scheme. Following the transaction, Italtile will hold 152 536 478
treasury shares.

Clearance to deal was received in terms of paragraph 6.83 of the Listings Requirements.

3. DEALINGS IN SECURITIES BY DIRECTORS
In compliance with paragraphs 6.77 to 6.89 (both inclusive) of the Listings Requirements, the following is
disclosed:

Date of transaction:                                 7 September 2026
Nature of transaction:                               Off market acceptance of Units (with each Unit being linked
                                                     to one Italtile Limited ("Italtile") ordinary share held by, and
                                                     registered in the name of, the Italtile Retention Scheme Trust
                                                     ("Trust Share")) in terms of the Italtile Retention Scheme.
Class of underlying security to which rights         Ordinary shares
attach:
Vesting period:                                      Units will vest on the fifth anniversary of the acceptance of
                                                     their award, subject to the achievement of certain
                                                     performance criteria over the intervening period, and will, for
                                                     no consideration, be replaced with such number of Trust
                                                     Shares as are linked to the Units.
Clearance to deal:                                   Yes
Name of director:                                    Brandon Wood
Company:                                             Italtile Limited
Number of Units awarded:                             3 500 000
Unit award price:                                    R0.00
Deemed unit award price:                             R9.29
Total deemed value of transaction:                   The total deemed value of the transaction, based on the
                                                     closing price of an Italtile ordinary share on 31 August 2026
                                                     of R9.29 is R32 515 000.00
Extent of director's interest:                       Direct beneficial


Name of director:                                    Lamar Booysen
Company:                                             Italtile Limited
Number of Units awarded:                             2 000 000
Unit award price:                                    R0.00
Deemed unit award price:                             R9.29
Total deemed value of transaction:                   The total deemed value of the transaction, based on the
                                                     closing price of an Italtile ordinary share on 31 August 2026
                                                     of R9.29 is R18 580 000.00
Extent of director's interest:                       Direct beneficial

Johannesburg
9 September 2026

Sponsor
Merchantec Capital
Date: 09/09/2026 05:08:00
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