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CAPITEC BANK HOLDINGS LIMITED - Acceptance By Directors And Prescribed Officers Of Options Granted In Terms Of A Share Incentive Scheme And Acceptan

Release Date: 22/07/2025 16:00
Code(s): CPI     PDF:  
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Acceptance By Directors And Prescribed Officers Of Options Granted In Terms Of A Share Incentive Scheme And Acceptan

CAPITEC BANK HOLDINGS LIMITED
Registration number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
Share Code:    CPI
ISIN Number: ZAE000035861

ACCEPTANCE BY DIRECTORS AND PRESCRIBED OFFICERS OF OPTIONS GRANTED IN
TERMS OF A SHARE INCENTIVE SCHEME AND ACCEPTANCE BY A COMPANY SECRETARY
AND PRESCRIBED OFFICERS OF A PERFORMANCE BASED CONDITIONAL SHARE RIGHT
AWARD

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited ("JSE")
Listings Requirements, the following information, relating to the
acceptance of options by directors, prescribed officers and a Company
Secretary, are disclosed:

1.   NAME OF DIRECTOR                    GR Lee

     COMPANY OF WHICH HE IS A DIRECTOR   Capitec Bank Holdings Limited

     STATUS: EXECUTIVE/NON-EXECUTIVE     Executive

     TYPE OF SECURITIES                  Options to subscribe for ordinary
                                         shares in the share capital of
                                         Capitec Bank Holdings Limited

     CLASS OF SECURITIES                 Ordinary

     DATE OF ACCEPTANCE                  21 July 2025                 (1-2)

     OPTION STRIKE PRICE                 R3 047.35                       (1)
                                         R3 054.85                       (2)

     NUMBER OF OPTIONS GRANTED           6 898                           (1)
                                         2 004                           (2)

     TOTAL STRIKE PRICE OF OPTIONS       R21 020,620.30                  (1)
                                         R 6 121 919.40                  (2)

     STRIKE DATES OF OPTIONS             The date of public announcement
                                         of the annual financial results
                                         on SENS in each of 2028, 2029,
                                         2030 and 2031                  (1)

                                         19 July in each of 2028, 2029,
                                         20230 and 2031                 (2)

     PERIOD OF EXERCISE                  The options mature in tranches of
                                         25% each and participants have a
                                         nine-month period from the
                                         respective strike dates during
                                         which options can be exercised
                                                                     (1-2)

     NATURE OF TRANSACTION               Acceptance of options granted
                                         (off-market transactions)   (1-2)

     NATURE AND EXTENT OF THE            Direct, beneficial          (1-2)
     DIRECTOR'S INTEREST IN THE
     TRANSACTION

2.   NAME OF DIRECTOR                    GR Hardy

     COMPANY OF WHICH HE IS A DIRECTOR   Capitec Bank Holdings Limited

     STATUS: EXECUTIVE/NON-EXECUTIVE     Executive

     TYPE OF SECURITIES                  Options to subscribe for ordinary
                                         shares in the share capital of
                                         Capitec Bank Holdings Limited

     CLASS OF SECURITIES                 Ordinary

     DATE OF ACCEPTANCE                  21 July 2025

     OPTION STRIKE PRICE                 R3 047.35

     NUMBER OF OPTIONS GRANTED           7 291

     TOTAL STRIKE PRICE OF OPTIONS       R22 218 228.85

     STRIKE DATES OF OPTIONS             The date of public announcement
                                         of the annual financial results
                                         on SENS in each of 2028, 2029,
                                         2030 and 2031

     PERIOD OF EXERCISE                  The options mature in tranches of
                                         25% each and participants have a
                                         nine-month period from the
                                         respective strike dates during
                                         which options can be exercised

     NATURE OF TRANSACTION               Acceptance of options granted
                                         (off-market transaction)

     NATURE AND EXTENT OF THE            Direct, beneficial
     DIRECTOR'S INTEREST IN THE
     TRANSACTION

3.   NAME OF PRESCRIBED OFFICER         HAJ Lourens

     COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 21 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          9 286

     TOTAL STRIKE PRICE OF OPTIONS      R28 297 692.10

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

4.   NAME OF PRESCRIBED OFFICER         W de Bruyn

     COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 19 July 2025

     OPTION STRIKE PRICE                R3 047.35
     NUMBER OF OPTIONS GRANTED          7 003

     TOTAL STRIKE PRICE OF OPTIONS      R21 340 592.05

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

5.   NAME OF PRESCRIBED OFFICER         R Butler

     COMPANY OF WHICH SHE IS A          Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 19 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          3 856

     TOTAL STRIKE PRICE OF OPTIONS      R11 750 581.60

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised
     NATURE OF TRANSACTIONS             Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

6.   NAME OF PRESCRIBED OFFICER         KR Kumbier

     COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 21 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          5 756

     TOTAL STRIKE PRICE OF OPTIONS      R17 540 546.60

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

7.   NAME OF PRESCRIBED OFFICER         B Maluleke

     COMPANY OF WHICH SHE IS A          Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited
     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 20 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          5 586

     TOTAL STRIKE PRICE OF OPTIONS      R17 022 497.10

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

8.   NAME OF PRESCRIBED OFFICER         KE Barker

     COMPANY OF WHICH SHE IS A          Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 19 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          3 128

     TOTAL STRIKE PRICE OF OPTIONS      R9 532 110.80

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031
     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

9.   NAME OF PRESCRIBED OFFICER         I Moola

     COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Options to subscribe for ordinary
                                        shares in the share capital of
                                        Capitec Bank Holdings Limited

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 21 July 2025

     OPTION STRIKE PRICE                R3 047.35

     NUMBER OF OPTIONS GRANTED          4 999

     TOTAL STRIKE PRICE OF OPTIONS      R15 233 702.65

     STRIKE DATES OF OPTIONS            The date of public announcement
                                        of the annual financial results
                                        on SENS in each of 2028, 2029,
                                        2030 and 2031

     PERIOD OF EXERCISE                 The options mature in tranches of
                                        25% each and participants have a
                                        nine-month period from the
                                        respective strike dates during
                                        which options can be exercised

     NATURE OF TRANSACTION              Acceptance of options granted
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

10. NAME OF PRESCRIBED OFFICER         F Viviers

    COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
    PRESCRIBED OFFICER

    TYPE OF SECURITIES                 Options to subscribe for ordinary
                                       shares in the share capital of
                                       Capitec Bank Holdings Limited

    CLASS OF SECURITIES                Ordinary

    DATE OF ACCEPTANCE                 21 July 2025

    OPTION STRIKE PRICE                R3 047.35

    NUMBER OF OPTIONS GRANTED          3 599

    TOTAL STRIKE PRICE OF OPTIONS      R10 967 412.65

    STRIKE DATES OF OPTIONS            The date of public announcement
                                       of the annual financial results
                                       on SENS in each of 2028, 2029,
                                       2030 and 2031

    PERIOD OF EXERCISE                 The options mature in tranches of
                                       25% each and participants have a
                                       nine-month period from the
                                       respective strike dates during
                                       which options can be exercised

    NATURE OF TRANSACTION              Acceptance of options granted
                                       (off-market transaction)

    NATURE AND EXTENT OF THE           Direct, beneficial
    PRESCRIBED OFFICER'S INTEREST IN
    THE TRANSACTION

11. NAME OF COMPANY SECRETARY          YM Mouton

    COMPANY OF WHICH SHE IS THE        Capitec Bank Holdings Limited
    COMPANY SECRETARY

    TYPE OF SECURITIES                 Conditional Share Rights (CSRs)
                                       to be settled in an equal number
                                       of Capitec ordinary shares, net
                                       of any tax payable

    CLASS OF SECURITIES                Ordinary

    DATE OF ACCEPTANCE                 22 July 2025
    SHARE PRICE USED TO DETERMINE      R3 047.35
    NUMBER OF CSRs*

    NUMBER OF CSRs ALLOCATED           176

    TOTAL VALUE OF AWARD               R536 331.81

    VESTING DATES                      Vesting will occur in tranches of
                                       50% in 2028 and 2029
                                       respectively, on the date of
                                       public announcement of the annual
                                       financial results on SENS in each
                                       of 2028 and 2029, subject to
                                       fulfilment of performance
                                       conditions

    NATURE OF TRANSACTION              Acceptance of CSRs
                                       (off-market transaction)

    NATURE AND EXTENT OF THE COMPANY   Direct, beneficial
    SECRETARY'S INTEREST IN THE
    TRANSACTION

12. NAME OF PRESCRIBED OFFICER         R Murove

    COMPANY OF WHICH SHE IS A          Capitec Bank Holdings Limited
    PRESCRIBED OFFICER

    TYPE OF SECURITIES                 Conditional Share Rights (CSRs)
                                       to be settled in an equal number
                                       of Capitec ordinary shares, net
                                       of any tax payable

    CLASS OF SECURITIES                Ordinary

    DATE OF ACCEPTANCE                 22 July 2025

    SHARE PRICE USED TO DETERMINE      R3 047.35
    NUMBER OF CSRs*

    NUMBER OF CSRs ALLOCATED           381

    TOTAL VALUE OF AWARD               R1 161 040.35

    VESTING DATES                      Vesting will occur in tranches of
                                       50% in 2028 and 2029
                                       respectively, on the date of
                                       public announcement of the annual
                                       financial results on SENS in each
                                       of 2028 and 2029, subject to
                                       fulfilment of performance
                                       conditions
     NATURE OF TRANSACTION              Acceptance of CSRs
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

13. NAME OF PRESCRIBED OFFICER          R Govender

     COMPANY OF WHICH HE IS A           Capitec Bank Holdings Limited
     PRESCRIBED OFFICER

     TYPE OF SECURITIES                 Conditional Share Rights (CSRs)
                                        to be settled in an equal number
                                        of Capitec ordinary shares, net
                                        of any tax payable

     CLASS OF SECURITIES                Ordinary

     DATE OF ACCEPTANCE                 22 July 2025

     SHARE PRICE USED TO DETERMINE      R3 047.35
     NUMBER OF CSRs*

     NUMBER OF CSRs ALLOCATED           462

     TOTAL VALUE OF AWARD               R1 407 875.70

     VESTING DATES                      Vesting will occur in tranches of
                                        50% in 2028 and 2029
                                        respectively, on the date of
                                        public announcement of the annual
                                        financial results on SENS in each
                                        of 2028 and 2029, subject to
                                        fulfilment of performance
                                        conditions

     NATURE OF TRANSACTION              Acceptance of CSRs
                                        (off-market transaction)

     NATURE AND EXTENT OF THE           Direct, beneficial
     PRESCRIBED OFFICER'S INTEREST IN
     THE TRANSACTION

* The share price is equal to the volume weighted average value per share
determined over a period of 30 trading days on the JSE immediately
preceding the date on which the Human Resources & Remuneration Committee
approved the CSRs award being 24 February 2025.

Clearance to accept these options was obtained in accordance with paragraph
3.66 of the JSE Limited Listings Requirements.


22 July 2025
Stellenbosch

Sponsor
PSG Capital

Date: 22-07-2025 04:00:00
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