Results of the annual general meeting
STADIO HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2016/371398/06
Share code: SDO
ISIN: ZAE000248662
LEI: 3789007C8FB26515D966
("STADIO Holdings" or "the Company")
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that, at the annual general meeting of the Company,
conducted entirely by electronic communication, at 10:00 on Thursday, 18 June 2026,
("AGM"), all resolutions were passed by the requisite majorities of the Company's
shareholders.
Details of the results of the voting at the AGM are as follows:
Votes for Votes against
resolution as resolution as Number of Number of
a percentage a percentage shares voted shares
of total of total Number of at AGM as a abstained as
number of number of shares percentage a percentage
Resolutions proposed shares voted shares voted voted at of shares in of shares in
at the AGM at AGM at AGM AGM issue* issue*
Ordinary resolution 99.23% 0.77% 539 258 271 63.61% 0.03%
number 1:
To appoint Mr Khati
Mokhobo as Director
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 2:
To appoint Mr Gerrie
Fourie as Director
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 3:
To re-elect Dr Busisiwe
Vilakazi as a Director
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 4:
To re-elect Dr Tom
Brown as a Director
Ordinary resolution 99.98% 0.02% 539 258 271 63.61% 0.03%
number 5:
To re-appoint Mathukana
Mokoka as a member
and chairperson of the
Audit and Risk
Committee of the
Company
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 6:
To re-appoint Dr
Busisiwe Vilakazi as a
member of the Audit and
Risk Committee of the
Company
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 7:
To re-appoint Dr Tom
Brown as a member of
the Audit and Risk
Committee of the
Company
Ordinary resolution 99.23% 0.77% 539 258 271 63.61% 0.03%
number 8:
To appoint Mr Khati
Mokhobo as a member of
the Audit and Risk
Committee of the
Company
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 9:
To appoint Dr Busisiwe
Vilakazi as a member
and chairperson of the
Transformation, Social
and Ethics Committee of
the Company
Ordinary resolution 99.99% 0.01% 539 257 921 63.61% 0.03%
number 10:
To appoint Dr Divya
Singh as a member of
the Transformation,
Social and Ethics
Committee of the
Company
Ordinary resolution 99.99% 0.01% 539 257 921 63.61% 0.03%
number 11:
To appoint Dr Tom
Brown as a member of
the Transformation,
Social and Ethics
Committee of the
Company
Ordinary resolution 99.99% 0.01% 539 258 271 63.61% 0.03%
number 12:
To appoint Ernst &
Young as the auditor
Ordinary resolution 99.75% 0.25% 539 281 921 63.61% 0.03%
number 13:
Share repurchases by
the Company and its
subsidiaries
Ordinary resolution 99.23% 0.77% 539 256 107 63.61% 0.03%
number 14:
Amendments to the
Share Incentive Trust
Ordinary resolution 94.57% 5.43% 535 569 179 63.18% 0.47%
number 15:
Non-binding
endorsement of STADIO
Holdings' remuneration
policy ^
Ordinary resolution 98.97% 1.03% 539 256 107 63.61% 0.03%
number 16:
Non-binding
endorsement of STADIO
Holdings' implementation
report on the
remuneration policy ^
Special resolution 99.98% 0.02% 539 252 495 63.61% 0.03%
number 1:
Remuneration of
chairperson of the Board
Special resolution 99.98% 0.02% 539 252 495 63.61% 0.03%
number 2:
Remuneration of
members of the Board
Special resolution 99.98% 0.02% 539 252 845 63.61% 0.03%
number 3:
Remuneration of
chairperson of the Audit
and Risk Committee
Special resolution 99.98% 0.02% 539 252 845 63.61% 0.03%
number 4:
Remuneration of
members of the Audit
and Risk Committee
Special resolution 99.98% 0.02% 539 252 495 63.61% 0.03%
number 5:
Remuneration of
chairpersons of the
Remuneration and
Nominations Committee
Special resolution 99.98% 0.02% 539 252 495 63.61% 0.03%
number 6:
Remuneration of
members of the
Remuneration and
Nominations Committee
Special resolution 99.98% 0.02% 539 252 495 63.61% 0.03%
number 7:
Remuneration of the
chairperson of the
Transformation, Social
and Ethics Committee
Special resolution 99.99% 0.01% 539 252 495 63.61% 0.03%
number 8:
Remuneration of
members of the
Transformation, Social
and Ethics Committee
Special resolution 99.99% 0.01% 539 256 207 63.61% 0.03%
number 9:
Inter-company financial
assistance
Special resolution 93.93% 6.07% 539 256 207 63.61% 0.03%
number 10:
Financial assistance for
the subscription and/or
the acquisition of shares
in the Company or a
related or interrelated
company
Special resolution 99.10% 0.90% 539 250 881 63.61% 0.03%
number 11:
Amendment to the
Company's MOI
A presentation made at the AGM by the Chief Executive Officer is available on the Company's
website: STADIO Holdings.
Notes:
*Total number of shares in issue at the date of the AGM was 847 737 640 of which nil were
treasury shares.
^ The Companies Amendment Act, No. 16 of 2024 ("Companies Amendment Act") was
signed into law on 26 July 2024, with certain provisions becoming effective on 27 December
2024. On 22 May 2026, the South African President brought into operation a number of
additional provisions of the Companies Amendment Act that had not previously come into
effect, including those relating to remuneration disclosures and shareholder approvals.
As the Company's notice of AGM and integrated report were distributed to shareholders before
22 May 2026, (on 29 April 2026), thereby duly convening this AGM, and as the remuneration
report relates to the financial period ended 31 December 2025, the newly effective provisions
will only apply to the Company's 2027 notice of AGM and remuneration report.
Durbanville
18 June 2026
Sponsor
PSG Capital
Date: 18-06-2026 03:00:00
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