DISTELL GROUP HOLDINGS LIMITED - Dealings by directors and by the company secretary

Dealings by directors and by the company secretary

DISTELL GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2016/394974/06)
Share Code: DGH
ISIN: ZAE000248811
("Distell")


DEALINGS BY DIRECTORS AND BY THE COMPANY SECRETARY

Executive directors and the company secretary of Distell have accepted
shares awarded under the Conditional Share Plan Scheme ("CSP Scheme"),
on 22 October 2020, in respect of Distell ordinary shares and at a
grant price of R80.00 per share, which grant price is based on the
270-day volume weighted average price of a Distell ordinary share up
to and including 21 October 2020.


             NUMBER OF       DATE OF       DEEMED VALUE OF   NATURE OF
              SHARES        ACCEPTANCE       TRANSACTION     INTEREST
DIRECTOR
                                                               Direct
RM Rushton   154 100     23 October 2020       R12 328 000   beneficial
                                                             
                                                               Direct
LC Verwey     95 730     22 October 2020        R7 658 400   beneficial
                                                             
COMPANY
SECRETARY
                                                               Direct
L Malan       25 413     23 October 2020        R2 033 040   beneficial
                                                             

The purpose of the Conditional Share Scheme is to incentivise, motivate
and retain employees by awarding them with conditional shares as part
of their total compensation and to afford employees the opportunity to
share in the success of Distell through the award of out-performance
conditional shares.

The vesting of the shares will be subject to the satisfaction of the
Performance Conditions, the Employment Condition and the Remaining
Conditions (if any) set by the Remuneration Committee. The Performance
Conditions comprise financial measures which include revenue growth,
headline earnings growth and Return on Invested Capital.

On condition that all vesting conditions have been met, the shares will
vest as follows:

  -   up to one third - on or after the third anniversary of the date
      of grant;
  -   up to two thirds - on or after the fourth anniversary of the
      date of grant; and
  -   all of the (remaining) shares - on or after the fifth anniversary
      of the date of grant.

Clearance for the above transactions has been obtained, and all
transactions were completed off-market.


Stellenbosch
23 October 2020

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Date: 23-10-2020 04:18:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.