KAP LIMITED - Award And Acceptance Of Options In Terms Of The KAP Performance Share Rights Scheme

Award And Acceptance Of Options In Terms Of The KAP Performance Share Rights Scheme

KAP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1978/000181/06)
Share code: KAP
ISIN: ZAE000171963
Company Alpha Code: KAP
LEI code: 3789001F51BC0045FD42
('KAP' or 'the Company')

AWARD AND ACCEPTANCE OF OPTIONS IN TERMS OF THE KAP PERFORMANCE SHARE RIGHTS
SCHEME

In compliance with the JSE Limited Listings Requirements, the following information regarding the award and
acceptance of options by the executive directors of KAP, in terms of the KAP Performance Share Rights Scheme
("KAP SRS"), is disclosed:

ANNUAL SHARE OPTION AWARDS

 Name of director:                                   FH Olivier
 Title:                                              Chief Executive Officer
 Type and class of securities:                       Options to acquire ordinary shares
 Nature of transaction:                              Acceptance of award of options to acquire ordinary shares in
                                                     terms of the KAP SRS (off-market transaction)
 Date of award and acceptance of options:            1 December 2025
 Number of options awarded and accepted:             6 991 627
 Option strike price:                                R0.20
 Vesting date of options:                            The options will vest on the third anniversary of the award
                                                     date, subject to the achievement of the relevant performance
                                                     criteria
 Nature and extent of interest in the transaction:   Direct beneficial

 Name of director:                                   SP Lunga
 Title:                                              Executive: Corporate Affairs
 Type and class of securities:                       Options to acquire ordinary shares
 Nature of transaction:                              Acceptance of award of options to acquire ordinary shares in
                                                     terms of the KAP SRS (off-market transaction)
 Date of award and acceptance of options:            1 December 2025
 Number of options awarded and accepted:             3 912 201
 Option strike price:                                R0.20
 Vesting date of options:                            The options will vest on the third anniversary of the award
                                                     date, subject to the achievement of the relevant performance
                                                     criteria
 Nature and extent of interest in the transaction:   Direct beneficial

ONCE-OFF SHARE OPTION AWARD

Following his appointment as the new Chief Executive Officer of KAP, the once-off share option award detailed
below was made to FH Olivier, which award aims to retain the CEO and CFO to execute the board approved
strategy, and to incentivise those executives to deliver higher returns while reducing debt to appropriate levels, in
line with shareholders' expectations.

 Name of director:                                   FH Olivier
 Title:                                              Chief Executive Officer
 Type and class of securities:                       Options to acquire ordinary shares
 Nature of transaction:                              Acceptance of award of options to acquire ordinary shares in
                                                     terms of the KAP SRS (off-market transaction)
 Date of award and acceptance of options:            1 December 2025
 Number of options awarded and accepted:             12 974 684
 Option strike price:                                R0.20
 Vesting date of options:                            The options will vest on the fifth anniversary of the award
                                                     date, subject to the achievement of the relevant performance
                                                     criteria
 Nature and extent of interest in the transaction:   Direct beneficial

Notwithstanding the fact that the award and acceptance of the options have taken place in terms of the rules of
the KAP SRS, clearance for the above was obtained in terms of paragraph 3.66 of the JSE Limited Listings
Requirements.

ONCE-OFF SHARE OPTION AWARD TO INCOMING CHIEF FINANCIAL OFFICER

As part of his agreed remuneration package, the incoming Chief Financial Officer, JAI Ferreira, has also been
awarded 9 556 963 options on 1 December 2025 to acquire ordinary shares in terms of the KAP SRS, which
options will vest on the fifth anniversary of the award date, subject to the achievement of the relevant performance
criteria. This once-off share option award will only be accepted by JAI Ferreira on commencement of his
employment, on 1 February 2026.

Stellenbosch
1 December 2025

Equity and Debt Sponsor
PSG Capital

Date: 01-12-2025 04:00:00
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