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PPC:  545   +13 (+2.44%)  28/11/2025 16:42

PPC LIMITED - Dealing in Securities in Terms of PPC Ltd Long Term Incentive Plan Awards and Tax-related Disposals of Vested Shares

Release Date: 28/11/2025 14:30
Code(s): PPC     PDF:  
Wrap Text
Dealing in Securities in Terms of PPC Ltd Long Term Incentive Plan Awards and Tax-related Disposals of Vested Shares

PPC Ltd
Incorporated in the Republic of South Africa)
(Company registration number
1892/000667/06)
JSE ISIN: ZAE000170049
JSE code: PPC ZSE code: PPC
("PPC" or "Company" or "Group")

Dealing in Securities in terms of PPC Ltd Long Term Incentive Plan - Awards and Tax-related Disposals of Vested
Shares


In accordance with the PPC Ltd Long Term Incentive Plan ("LTIP") and on recommendation of the Company's Reward
and Talent Committee, the Group is entitled to award forfeitable shares to eligible employees within the Group
("Awards").

As annually detailed in the Remuneration Report contained in PPC's Integrated Annual Report, the LTIP is a non-dilutive
performance-based plan in terms of which participating employees ("Participants") receive full value shares
("Forfeitable Shares"). Forfeitable Shares remain subject to such vesting conditions as specified in the Awards, which
include continued employment and disposal restrictions for a three-year period. Awards are deemed to be accepted
unless declined in writing. Forfeitable Shares acquired in the market for the benefit of the Participants are held in
escrow until the vesting date. Participants enjoy all shareholder rights, including dividend and voting rights from the
date of the Award.

The Company hereby discloses the following information relating to Awards of Forfeitable Shares in terms of its
Remuneration Policy granted to directors, the company secretary and prescribed officers of the Company in terms of
the LTIP and tax-related disposals of vested shares by the company secretary and prescribed officers:

 Nature of transactions:                          Awards and deemed acceptance of Awards of Forfeitable Shares
                                                  (off-market)
 Class of securities:                             Ordinary shares in the Company
 Nature of interest:                              Until vesting, the Forfeitable Shares are held in an indirect beneficial
                                                  capacity. On vesting (and subject to the Participants retaining the
                                                  Forfeitable Shares), these will be held in the direct beneficial
                                                  capacity.
 Clearance obtained in terms of paragraph         Yes
 3.66 of the JSE Listings Requirements:

 Name:                        Matias Cardarelli
 Designation:                 Chief Executive Officer

 Award date             Vesting dates       Number of               Price per security        Value of the transaction
                        (note 2)            Forfeitable Shares      (note 3)

 20 June 2025           31 March 2028       2 747 836               R 5.3846                  R14 795 997
 (Note 1)

Notes:
1. Performance Award as disclosed in PPC's FY2025 Integrated Annual Report – Remuneration Report
2. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions specified in the Awards being met.
3. The price reflects the market price on the date of the Awards.
 
 Name:                        Brenda Berlin
 Designation:                 Chief Financial Officer

 Award date             Vesting dates       Number of                Price per security   Value of the transaction
                        (note 3)            Forfeitable Shares       (note 4)

 15 July 2022           1 April 2025         1 417 310               R3.09                R4 379 488
 (note 1)
 20 June 2025           1 April 2028         1 154 034               R 5.3846             R6 214 015
 (note 2)

Notes:
1. Performance Award as disclosed in PPC's FY 2024 Integrated Annual Report – Remuneration Report
2. Performance Award as disclosed in PPC's FY 2025 Integrated Annual Report – Remuneration Report
3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions specified in the Awards being met.
4. The price reflects the market price on the date of the Awards.

 Name:                        K Ross
 Designation:                 Company Secretary

 Award date             Vesting dates         Number of              Price per security   Value of the transaction
                        (note 3)              Forfeitable Shares     (note 4)

 7 July 2021            1 April 2024          157 007 (note 5)       R3.93                R617 038

 15 July 2022           1 April 2025          178 044 (note 6)       R3.09                R550 156
 (note 1)
 20 June 2025           1 April 2028          534 858                R5.3846              R2 880 000
 (note 2)

Notes:
1. Performance Award as disclosed in PPC's FY 2024 Integrated Annual Report – Remuneration Report
2. Performance Award as disclosed in PPC's FY 2025 Integrated Annual Report – Remuneration Report
3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions being met.
4. The price reflects the market price on the date of the Awards.
5. A total of 74 393 vested Forfeitable Shares were sold, as detailed below:

     Transaction 1:

     Number of securities:                                   72 818

     Price per share:                                        R3.49

     Value of transaction:                                   R254 134.82

     Date of transaction:                                    12 July 2024

     Transaction 2:

     Number of securities:                                   1 575

     Price per share:                                       R3.80

     Value of transaction:                                  R5 985.00

     Date of transaction:                                   30 July 2024

     Nature of transactions:                                On market disposal of shares to cover taxation

     Class of securities:                                   Ordinary shares

     Nature of interest:                                    Direct beneficial

     Clearance to deal:                                     Yes


  6.   A total of 82 790 vested Forfeitable Shares were sold, as detailed below:

       Number of securities:                                  82 790

       Price per share:                                       R5.47

       Value of transaction:                                  R 452 861.30

       Date of transaction:                                   18 September 2025

       Nature of transaction:                                 On market disposal of shares to cover taxation

       Class of securities:                                   Ordinary shares

       Nature of interest:                                    Direct beneficial

       Clearance to deal:                                     Yes



 Name:                          Bheki Mthembu
 Designation:                   Chief Revenue Officer and Prescribed Officer

 Award date               Vesting dates        Number of              Price per security   Value of the
                          (note 3)             Forfeitable Shares     (note 4)             transaction

 15 July 2022             1 April 2025         285 812 (note 5)       R3.09                R883 159
 (note 1)
 20 June 2025             1 April 2028         441 590                R5.3846              R2 377 788
 (note 2)

Notes:
1. Mr Mthembu was appointed as a prescribed officer on 1 November 2024 and was not a prescribed officer at the
    time of the 2022 Award.
2. Performance Award as disclosed in PPC's FY 2025 Integrated Report – Remuneration Report
3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions being met.
4. The price reflects the market price on the date of the Awards.
5. A total of 132 903 vested Forfeitable Shares were sold, as detailed below:
     
     Number of securities:                                  132 903

     Price per share:                                       R 5.2045

     Value of transaction:                                  R 691 693.66

     Date of transaction:                                   14 August 2025

     Nature of transaction:                                 On market disposal of shares to cover taxation

     Class of securities:                                   Ordinary shares

     Nature of interest:                                    Direct beneficial

     Clearance to deal:                                     Yes


 Name:                        Ndima Rawana
 Designation:                 Chief Human Resources Officer and Prescribed Officer

 Award date             Vesting dates        Number of            Price per security     Value of the
                        (note 3)             Forfeitable Shares   (note 4)               transaction

 15 July 2022           1 April 2025         171 196 (note 5)     R3.09                  528 996
 (note 1)
 20 June 2025           1 April 2028         656 093              R5.3846                R3 532 800
 (note 2)

Notes:
1. Mr Rawana was appointed as a prescribed officer on 1 January 2024 and was not a prescribed officer at the time
    of the 2022 Award.
2. Performance Award as disclosed in PPC's FY 2025 Integrated Report – Remuneration Report
3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions being met.
4. The price reflects the market price on the date of the Awards.
5. A total of 79 606 vested Forfeitable Shares were sold, as detailed below:


     Number of securities:                                  79 606

     Price per share:                                       R 5.0648

     Value of transaction:                                  R 403 188.47

     Date of transaction:                                   13 August 2025

     Nature of transaction:                                 On market disposal of shares to cover taxation

     Class of securities:                                   Ordinary shares

     Nature of interest:                                    Direct beneficial

     Clearance to deal:                                     Yes
 
 Name:                     Ernesto Acosta
 Designation:              Chief Operations Officer and Prescribed Officer


 Award date          Vesting dates       Number of              Price per security   Value of the transaction
                     (note 3)            Forfeitable Shares

 Sign-on Award       1 January 2027      1 393 225              R3.9477 (note 4)     R5 500 000
 1 January 2024
 (note 1)
 20 June 2025        1 April 2028        980 574                R5.3846 (note 5)     R5 280 000
 (note 2)

Notes:
 1. As disclosed in PPC's FY 2024 Integrated Report – Remuneration Report, Mr E Acosta was awarded Forfeitable
      Shares pursuant to the LTIP as a sign-on Award, in terms of his negotiated fixed term service agreement.
 2. Performance Award as disclosed in PPC's FY 2025 Integrated Report – Remuneration Report
 3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
      performance conditions being met.
 4. The price reflects the implied price per security relative to the value of the Award.
 5. The price reflects the market price on the date of the Awards.

 Name:                     P Marques
 Designation:              Chief Strategy Officer and Prescribed Officer


 Award date          Vesting dates       Number of              Price per security   Value of the transaction
                     (note 3)            Forfeitable Shares

 Sign-on Award       1 January 2027      1 139 912              R3.9477 (note 4)     R4 500 000
 1 January 2024
 (note 1)
 20 June 2025        1 April 2028         802 288               R5.3846 (note 5)     R4 320 000
 (note 2)

Notes:
 1. As disclosed in PPC's FY 2024 Integrated Report – Remuneration Report, Mr P Marques was awarded Forfeitable
    Shares pursuant to the LTIP as a sign-on Award, in terms of his negotiated fixed term service agreement.
 2. Performance Award as disclosed in PPC's FY 2025 Integrated Report – Remuneration Report
 3. The Forfeitable Shares vest over three years, contingent upon continued employment and any applicable
    performance conditions being met.
 4. The price reflects the implied price per security relative to the value of the Award.
 5. The price reflects the market price on the date of the Awards.

Sandton
28 November 2025

JSE Sponsor to PPC
Questco Corporate Advisory (Pty) Ltd

Date: 28-11-2025 02:30:00
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