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LIFE HEALTHCARE GROUP HOLDINGS LIMITED - Dealings in securities by Life Healthcare and by directors, prescribed officers and the company secretary

Release Date: 04/12/2025 17:21
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Dealings in securities by Life Healthcare and by directors, prescribed officers and the company secretary

LIFE HEALTHCARE GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2003/002733/06)
ISIN: ZAE000145892
JSE and A2X share code: LHC
("Life Healthcare" or "the Company")

LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa with limited liability)
(Registration number: 2016/273566/06)
LEI: 3789SJPQJZF8ZYXTZ394
Bond company code: LHFI

DEALINGS IN SECURITIES BY LIFE HEALTHCARE IN TERMS OF THE COMPANY'S SHARE PLAN,
AND DEALINGS BY DIRECTORS, PRESCRIBED OFFICERS AND THE COMPANY SECRETARY

In terms of the Listings Requirements of JSE Limited, Life Healthcare shareholders and noteholders are
hereby advised of the following dealings in securities under the rules of the Company's Single Incentive
Plan:

1.   Single Incentive Plan
As previously communicated to the market, the board of directors of the Company has approved the
introduction of the Single Incentive Plan ("SIP") to incentivise and retain certain eligible employees.

SIP payments are subject to performance conditions being met and consist of two components: a cash
component paid out annually and a deferred payment whereby LHC shares are purchased in the open
market and are held in an escrow account until vesting ("SIP Shares"). The vesting period is determined
with reference to the seniority level of the employee and dividends are payable during the deferral period.

The first deferral occurred on 26 November 2024 in respect of the SIP FY2024 allocation. The second
deferral, in respect of the SIP FY2025 allocation, occurred on 25 November 2025.

Name of entity:                                     Life Healthcare
Nature of transaction:                              On market purchase of shares
Class of securities:                                Ordinary shares
Nature of interest:                                 Direct beneficial
Clearance obtained:                                 Yes

Date of transaction:                                28 November 2025
Number of ordinary shares:                          2,094,470
Volume weighted average price per share:            R10.9015
Highest price per share:                            R11.05
Lowest price per share:                             R10.79
The total value of the transaction:                 R22,832,864.71

Date of transaction:                                1 December 2025
Number of ordinary shares:                          2,483,077
Volume weighted average price per share:            R11.0386
Highest price per share:                            R11.33
Lowest price per share:                             R10.77
The total value of the transaction:                 R27,409,693.77

Date of transaction:                                2 December 2025
Number of ordinary shares:                          10,813,144
Volume weighted average price per share:            R11.2732
Highest price per share:                            R11.40
Lowest price per share:                             R11.11
The total value of the transaction:                 R121,898,734.94

Date of transaction:                                3 December 2025
Number of ordinary shares:                          1,788,312
Volume weighted average price per share:            R11.3035
Highest price per share:                            R11.30
Lowest price per share:                             R11.18
The total value of the transaction:                 R20,214,168.60

For the 2025 SIP, the directors of the company, the directors of the major subsidiary and the Company
Secretary were awarded the following shares based on the ordinary share price of R11.1971 per share:
 
Details of Recipient                    Vesting Period         Number of SIP Shares        Total Value (ZAR)
Peter Gerard Wharton-Hood               One third              1,829,587                   20,486,118.22
Chief Executive – Executive             vesting in each
Director                                of years 3,4,5
Petrus Phillippus van der               One third              1,164,760                   13,041,968.03
Westhuizen                              vesting in each
Chief Financial Officer –               of years 3,4,5
Executive Director
Adam Pyle                               One third              703,574                     7,878,003.17
Prescribed Officer                      vesting in each
                                        of years 3,4,5
Kurt Wylie                              Full vesting in        299,683                     3,355,593.20
Director of a major subsidiary of       year 3
the Company
Craig Koekemoer                         Full vesting in        396,406                     4,438,609.20
Director of a major subsidiary of       year 3
the Company
Joshila Ranchhod                        One third              476,543                     5,335,907.56
Company Secretary                       vesting in each
                                        of years 3,4,5

2.   Co-Investment Plan
Shareholders are referred to the Stock Exchange News Service announcements released on 15
December 2021 and 12 December 2022 wherein the Company advised that, in response to the risk of
losing key employees throughout the Company, the board of directors of the Company approved the
introduction of an additional long-term incentive, the "Co-investment Policy" ("CIP").
This policy requires key employees, including executives, to invest in the Company's shares by deferring a
portion of their variable compensation bonus into bonus shares ("Bonus Shares"). The Company matched
the Bonus Shares with the purchase of Life Healthcare shares ("Company Matched Shares") and
additional performance shares ("Performance Shares") in favour of CIP participants.

The Bonus Shares and the Company Matched Shares have no performance conditions but are subject to
continued employment or "good leaver" status. The Performance Shares vest on 1 December 2025, subject
to specified performance conditions being achieved over the vesting period. Having evaluated the
performance conditions, the Human Resources and Remuneration Committee determined that the
performance conditions were not met in relation to the performance shares for the for the prescribed
officers, directors of a material subsidiary and Company Secretary and the Performance Shares were
consequently forfeited.

As the CIP vested on 1 December 2025, the prescribed officers will receive their Bonus Shares and
Company Matched Shares ("CIP Shares"). The Chief Executive, the prescribed officers, the Company
Secretary and the directors of the major subsidiaries of the Company will either sell a portion of their CIP
Shares to settle the tax liability arising from their vesting or settle the tax liability in cash. The Chief Financial
Officer has elected to sell all his CIP Shares.

The respective ordinary shares sold, on an off-market basis, on 2 December 2025, based on the elections
above, are as follows:

Details of Recipient                               Number of CIP Shares               Total value
                                                   Sold at R11.273188 per
                                                   share
Peter Gerard Wharton-Hood                          292,952                            R3 302 502.97
Chief Executive – Executive Director
Petrus Phillippus van der Westhuizen               458,564                            R5 169 478.18
Chief Financial Officer – Executive Director
Adam Pyle                                          144,858                            R1 633 011.47
Prescribed Officer
Kurt Wylie                                         60,771                             R685 082.91
Director of a major subsidiary of the
Company
Craig Koekemoer                                    63,300                             R713 592.80
Director of a major subsidiary of the
Company
Joshila Ranchhod                                   58,319                             R657 441.05
Company Secretary

The nature of interest in respect of the above transactions was direct beneficial.

Clearance to deal has been obtained for all the transactions above in terms of the Listings Requirements
of the JSE.

Dunkeld
4 December 2025

Equity Sponsor
Rand Merchant Bank, a division of FirstRand Bank Limited

Debt Sponsor
Questco Corporate Advisory

Date: 04-12-2025 05:21:00
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