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LESAKA TECHNOLOGIES INC - Results of Lesaka November 16, 2022 Annual General Meeting

Release Date: 16/11/2022 17:30
Code(s): LSK     PDF:  
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Results of Lesaka November 16, 2022 Annual General Meeting

Lesaka Technologies, Inc.
Registered in the state of Florida, USA
(IRS Employer Identification No. 98-0171860)
Nasdaq share code: LSAK
JSE share code: LSKE
LEI: 529900J4IZMWV4RDEB07
ISIN: US64107N2062
("Lesaka," or the "Company")

Results of Lesaka November 16, 2022 Annual General Meeting


On November 16, 2022, at the annual meeting of shareholders (the "Annual Meeting") of Lesaka, the stockholders of the
Company approved an amendment and restatement of the Company’s Amended and Restated Stock Incentive Plan (the
"Plan") to increase the number of shares authorized for issuance under the Plan by 2,500,000 and extend the term of the
plan to September 7, 2032, as further described in the Company’s definitive proxy statement for the Annual Meeting filed
with the Securities and Exchange Commission on September 30, 2022 (the "2022 Proxy Statement"). Further changes to
the Plan include:

    -    Addressing the treatment of equity awards upon a change in control;
    -    All equity awards will generally have a vesting period of at least one year;
    -    An explicit prohibition on the payment of dividends and dividend equivalents on unvested full value awards;
    -    Clarification and update to repricing restrictions;
    -    Mandatory application of the Company’s clawback policy to equity awards under the Plan; and
    -    Removal of deadwood provisions related to the "performance based compensation" exemption under Section
         162(m) of the Code.

The amendment and restatement of the Plan was previously approved, subject to stockholder approval, by the Board of
Directors of the Company. The summary of the Plan contained herein is qualified by and subject to the full text of the Plan,
which was included as Exhibit A to the 2022 Proxy Statement and is attached as Exhibit 10.1 to the Company’s Form 8-K
filed with the United States Securities and Exchange Commission on November 16, 2022.

Item 5.07. Submission of Matters to a Vote of Security Holders.

The following is a summary of the voting results for each matter presented to shareholders at the Annual Meeting.

Proposal No. 1—Election of Directors

All director nominees were elected and the votes cast were as follows:


                                                           Votes         Broker
 Director                             Votes for         withheld       on-votes
 Kuben Pillay                        37,587,012          520,704     10,147,198
 Chris G.B. Meyer                    37,312,648          795,068     10,147,198
 Naeem E. Kola                       36,117,504        1,990,212     10,147,198
 Antony C. Ball                      36,690,226        1,417,490     10,147,198
 Nonku N. Gobodo                     37,141,387          966,329     10,147,198
 Javed Hamid                         37,033,486        1,074,230     10,147,198
 Steven J. Heilbron                  36,091,837        2,015,879     10,147,198
 Lincoln C. Mali                     36,093,888        2,013,828     10,147,198
 Ali Mazanderani                     36,635,634        1,472,082     10,147,198
 Monde Nkosi                         35,934,987        2,172,729     10,147,198
 Ekta Singh-Bushell                  37,577,427          530,289     10,147,198

Proposal No. 2—Ratification of Selection of Independent Registered Public Accounting Firm

The ratification of the selection of Deloitte & Touche (South Africa) as the Company’s independent registered public
accounting firm for the fiscal year ending June 30, 2023, was approved and the votes cast were as follows:

         Votes cast
     For         Against         Abstain
  47,921,023        323,926        9,965
Proposal No. 3—Advisory Vote to Approve Executive Compensation

The compensation of the Company’s named executive officers was approved, on an advisory, non-binding basis, and the
votes cast were as follows:

          Votes cast
                                                 Broker non-
     For           Against         Abstain          votes
  28,245,195        2,433,416       7,429,105     10,147,198

Proposal No. 4—Approval of the Amendment and Restatement of the Amended and Restated Stock Incentive Plan

The amendment and restatement of the Company’s current Amended and Restated Stock Incentive Plan was approved
and the votes cast were as follows:

          Votes cast
                                                 Broker non-
     For           Against         Abstain          votes
  36,610,309        1,438,581         58,826      10,147,198

About Lesaka (www.lesakatech.com)

Lesaka Technologies, (Lesaka™) is a South African Fintech company that utilizes its proprietary banking and payment
technologies to deliver superior financial services solutions to merchants (B2B) and consumers (B2C) in Southern Africa.
Lesaka’s mission is to drive true financial inclusion for both merchant and consumer markets through offering affordable
financial services to previously underserved sectors of the economy. Lesaka offers cash management solutions, growth
capital, card acquiring, bill payment technologies and value-added services to formal and informal retail merchants as well
as banking, lending, and insurance solutions to consumers across Southern Africa. The Lesaka journey originally began as
"Net1" in 1997 and later rebranded to Lesaka (2022), with the acquisition of Connect. As Lesaka, the business continues
to grow its systems and capabilities to deliver meaningful fintech-enabled, innovative solutions for South Africa’s merchant
and consumer markets.

Lesaka has a primary listing on NASDAQ (NasdaqGS: LSAK) and a secondary listing on the Johannesburg Stock Exchange
(JSE: LSK). Visit www.lesakatech.com for additional information about Lesaka Technologies (Lesaka™).

Investor Relations Contact:
Phillipe Welthagen
Email : phillipe.welthagen@lesakatech.com
Mobile: +27 84 512 5393

Investor Relations Contact:
ICR
Email: LesakaIR@icrinc.com

Media Relations Contact:
Janine Bester Gertzen
Email: Janine@thenielsennetwork.com

Johannesburg
November 15, 2022

Sponsor:
Rand Merchant Bank, a division of FirstRand Bank Limited

Date: 16-11-2022 05:30:00
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