Wrap Text
Directors Dealings in Securities
Lewis Group Ltd
Reg. No. 2004/009817/06
JSE Share Code : LEW
ISIN : ZAE 000058236
Bond Code: LEWI
(“Lewis” or the “Company”)
Directors Dealings in Securities
In compliance with paragraphs 3.63 to 3.74 of the JSE Listings Requirements, the
following should be noted:
1. The Lewis Executive Retention Scheme
In terms of the Lewis Executive Retention Scheme, the following executive directors
elected on 30 June 2022, to exercise their matching share awards which were granted
on 28 June 2019 (refer to SENS announcement dated 4 July 2019):
Matching Total
Executive Designation Share Value
Awards
Exercised
J. Enslin Executive Director, Lewis Group Ltd 115 816 R 5 767 637
J. Bestbier Executive Director, Lewis Group Ltd 70 256 R 3 498 749
W. Achmat Director, Lewis Stores (Pty) Ltd 34 140 R 1 700 172
D. Loudon Director, Lewis Stores (Pty) Ltd 57 204 R 2 848 759
D.M. Oliphant Director, Lewis Stores (Pty) Ltd 52 684 R 2 623 663
The awards were acquired for no consideration and are in respect of ordinary shares.
The implied value was calculated using the share price of R 49.80, as at the close of
business on 29 June 2022.
2. Sale of Shares
The executive directors sold ordinary shares on the open market between 1 July 2022
and 5 July 2022, at a volume weighted price of R 48.63 with the highest and the lowest
price being R 49.14 and R 48.11 respectively, in order to settle their tax liability on the
awards vested above and to rebalance their portfolios:
No. of Total
Executive Designation Shares Value
J. Enslin Executive Director, Lewis Group Limited 179 515 R 8 730 192
J. Bestbier Executive Director, Lewis Group Limited 70 256 R 3 416 697
W. Achmat Director, Lewis Stores (Pty) Ltd 16 046 R 780 351
D.M. Oliphant Director, Lewis Stores (Pty) Ltd 24 761 R 1 204 180
3. Transfer of Shares
The following executive directors elected to take transfer of shares arising from share
awards under the Lewis Executive Retention Scheme:
No. of Implied Value
Executive Designation
Shares
J. Bestbier Executive Director, Lewis Group 38 641 R 1 924 322
Limited
W. Achmat Director, Lewis Stores (Pty) Ltd 36 871 R 1 836 176
D. Loudon Director, Lewis Stores (Pty) Ltd 88 666 R 4 415 567
D.M. Oliphant Director, Lewis Stores (Pty) Ltd 56 899 R 2 833 570
The implied values were calculated using the share price of R49.80, as at the close of
business on 29 June 2022. The transfer will be made off-market.
4. The Lewis 2019 Executive Retention Scheme – new awards
Senior executives who are invited to co-invest have earned an annual bonus and
achieved the requisite performance targets set for them. These eligible executives can
elect to invest all or part of their net bonus in Lewis Group shares (from 10% up to a
maximum percentage set by the Remuneration Committee (“the Committee”) for each
executive, which cannot exceed 100%).
These invested shares (i.e. shares acquired using the executive’s net bonus) are held
on behalf of executives for a period of three years and matching shares equal to the
before tax bonus, are awarded for no consideration at the end of the period. The invested
shares are purchased by the employee share trust on the open market on behalf of
executives.
The matching share award will lapse should the executive terminate his or her
employment before the completion of the three-year period, other than in the event of
death, ill-health, retirement or retrenchment.
The following executives elected on 6 July 2022 to invest a percentage of their net bonus
in the Company’s shares and, consequently, matching share awards were awarded to
them under the Lewis 2019 Executive Retention Scheme:
Invested Matching Total
Executive Designation Shares Share Award Value
J. Enslin Executive Director, 79 495 144 536 R10 904 292
Lewis Group Ltd
J. Bestbier Executive Director, 48 658 88 469 R 6 674 390
Lewis Group Ltd
W. Achmat Director, Lewis Stores 38 137 69 340 R 5 231 251
(Pty) Ltd
D. Loudon Director, 19 441 35 347 R 2 666 693
Lewis Stores (Pty)
Ltd
D.M. Oliphant Director, 37 749 68 635 R 5 178 035
Lewis Stores (Pty)
Ltd
The invested shares were allocated to the executives at a price of R48.67, being
determined as an average of the last five trading day’s weighted average purchase price
before the award date. The matching share awards will be received by the scheme
participants for no consideration.
5. Short Term Awards
In terms of the Lewis 2019 Executive Performance Scheme and the Lewis 2021
Executive Performance Scheme, executives have been offered the right to acquire
shares of the Company for no consideration, subject to the achievement of
performance targets. The share awards under this scheme will lapse should the
executive terminate his or her employment before the completion of the period of the
award, other than in the event of death, ill-health, retirement or retrenchment.
The Committee agreed to grant the executives a three-year award (short term award as
defined in the scheme rules) under this scheme, details of which are set out below.
The performance targets are set by the Committee at the beginning of each of the
three years and are based on a weighting set for each executive, depending on their
daily employment responsibilities, as follows:
- Headline earnings per share;
- Quality of the debtors book;
- Gross margin.
The following executive directors have been granted short term awards on 6 July 2022
under the Lewis 2019 Executive Performance Scheme and the Lewis 2021 Executive
Performance Schemes:
Maximum No. of Implied
Executive Designation Shares for no Value
consideration
J. Enslin Executive Director, 226 518 R 11 047 283
Lewis Group Limited
J. Bestbier Executive Director, 98 898 R 4 823 255
Lewis Group Ltd
W. Achmat Director, 52 498 R 2 560 327
Lewis Stores (Pty) Ltd
D. Loudon Director, 53 783 R 2 622 997
Lewis Stores (Pty) Ltd
D.M. Oliphant Director, 52 543 R 2 562 522
Lewis Stores (Pty) Ltd
The above values are implied values based on a market price of R48.77, determined as
an average of the last three trading day’s closing price before the award date, calculated
in terms of the rules of the scheme.
6. Long term Awards
In terms of the Lewis 2021 Executive Performance Scheme, executives have been
offered the right to acquire shares of the Company for no consideration subject to the
achievement of performance targets. The share awards under this scheme will lapse
should the executive terminate his or her employment before the completion of the
period of the award, other than in the event of death, ill-health, retirement or
retrenchment.
The Committee agreed to grant the executives a five-year award (long term award as
defined in the scheme rules) under this scheme, details which are set out below.
As required by the scheme rules, the performance target for long term awards are set at
the grant date for the whole period of the award. The five-year award has three vesting
dates being: the third anniversary of the grant (6 July 2025), the fourth anniversary (6
July 2026) and the fifth anniversary (6 July 2027). One third of the award shall vest at
each vesting date, subject to the performance targets below.
The performance targets are based on weightings of the following:
- Return on average shareholder’s equity (“ROE”), weighted at 50%;
- Headline Earnings per share (“HEPS”), weighted at 30%; and
- Gearing Ratio, weighted at 20%.
The performance targets at each vesting date are as follows:
Measure Third anniversary Fourth Fifth anniversary
anniversary
ROE 13.6% 14.2% 15.0%
HEPS (cents) 1240 1425 1654
Gearing ratio 50% 50% 50%
The following executive directors have been granted long-term awards on 6 July 2022
under the Lewis 2021 Executive Performance Scheme:
Maximum Number of Implied
Executive Designation Shares (for no Value
consideration)
J Enslin Executive Director, 226 518 R 11 047 283
Lewis Group Ltd
J. Bestbier Executive Director, 79 119 R 3 858 634
Lewis Group Ltd
W. Achmat Director, Lewis Stores (Pty) 52 498 R 2 560 327
Ltd
D. Loudon Director, Lewis Stores (Pty) 53 783 R 2 622 997
Ltd
D.M. Oliphant Director, Lewis Stores 52 543 R 2 562 522
(Pty) Ltd
The above values are implied values based on a market price of R48.77, determined as
an average of the last three trading day’s closing price before the award date, calculated
in terms of the rules of the scheme.
All the transactions as set out in paragraphs 1 to 6 above were for the direct benefit of
the directors. The requisite clearances have been obtained.
Cape Town
6 July 2022
Sponsor: The Standard Bank of South Africa Limited
Debt Sponsor: Absa Bank Limited, acting through its Corporate and Investment Banking
Division
Date: 06-07-2022 05:30:00
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