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Dealing in Securities by Share Incentive Schemes and Directors Dealing
THE FOSCHINI GROUP LIMITED
Reg. No.: 1937/009504/06
Code : TFG
ISIN : ZAE000148466
(“TFG” and “Company)
Dealing in Securities by Share Incentive Schemes and Directors Dealing in
Securities: Acceptance of shares
1. Share Incentive Schemes
In compliance with the requirements of paragraph 3.92 of the JSE Listings
Requirements, TFG announces the purchase of shares to fulfil obligations to
participants of the Company’s Share Incentive Schemes as follows:
-
Name of scheme: 2010 Share Incentive Scheme
Date of transaction: 25 August 2020
Nature of transaction: On-market purchase of shares in terms
of the Company’s Share Incentive Schemes
Class: Ordinary shares
Extent of interest: Indirect non-beneficial (purchased on
behalf of participants)
No. of shares purchased: 267 768
Highest price of shares purchased: R78.80
Lowest price of shares purchased: R78.23
VWAP of shares purchased: R78.5180
Total value of shares purchased: R21 024 460.82
-
Name of scheme: 2010 Share Incentive Scheme
Date of transaction: 26 August 2020
Nature of transaction: On-market purchase of shares in terms
of the Company’s Share Incentive Schemes
Class: Ordinary shares
Extent of interest: Indirect non-beneficial (sold on behalf
of participants)
No. of shares sold: 333 197
Highest price of shares sold: R175.45
Lowest price of shares sold: R175.34
VWAP of shares sold: R78.6973
Total value of shares sold: R26 221 704.27
All the above transactions were done on-market and the pre-requisite clearances
were obtained for these transactions.
2. Directors dealing in Securities: Acceptance of shares
In compliance with the requirements of paragraphs 3.63 to 3.74 of the JSE Listings
Requirements, the following should be noted:
-
Name : A E Thunström
Position : Executive director – CEO
Date of Acceptance : 25 August 2020
No. of shares : 33 813
Class : Ordinary shares
Value of transaction : R2 664 464 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 33 813 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : B Ntuli
Position : Executive director – CFO
Date of Acceptance : 25 August 2020
No. of shares : 10 054
Class : Ordinary shares
Value of transaction : R792 255 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 10 054 TFG shares as
a top-up in respect of 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2019 forfeitable
share grant date provided the
recipient remains in the group’s
employ and the requisite performance
conditions are satisfied.
Extent of interest : Direct Beneficial
-
Name : B Ntuli
Position : Executive director – CFO
Date of Acceptance : 25 August 2020
No. of securities : 5 406
Class : Ordinary shares
Value of transaction : R425 993 based on the closing
market price on 25 August 2020 of
R78.80
Nature of Transaction: Acceptance of 5 406 TFG shares as
a top-up in respect of 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2019 forfeitable
share grant date provided the
recipient remains in the group’s
employ
Extent of interest : Direct Beneficial
-
Name : D B Gedye
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 11 293
Class : Ordinary shares
Value of transaction : R889 888 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 11 293 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : G S Naidoo
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 11 293
Class : Ordinary shares
Value of transaction : R889 888 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 11 293 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : B J Curry
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 11 293
Class : Ordinary shares
Value of transaction : R889 888 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 11 293 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : S A Baird
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 10 753
Class : Ordinary shares
Value of transaction : R847 336 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 10 753 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : J L Fisher
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 10 753
Class : Ordinary shares
Value of transaction : R847 336 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 10 753 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : S E Morley
Position : Director of Foschini Retail Group
(Pty) Ltd
Date of Acceptance : 25 August 2020
No. of shares : 7 674
Class : Ordinary shares
Value of transaction : R604 711 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 7 674 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : D van Rooyen
Position : Company secretary
Date of Acceptance : 25 August 2020
No. of shares : 3 954
Class : Ordinary shares
Value of transaction : R311 575 based on the closing
market price on 25 August 2020 of
R78.80
Consideration : Nil
Nature of Transaction: Acceptance of 3 954 TFG shares as
a top-up in respect of 2018 and 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2018 and 2019
forfeitable share grant dates
provided the recipient remains
in the group’s employ and the
requisite performance conditions
are satisfied.
Extent of interest : Direct Beneficial
-
Name : D van Rooyen
Position : Company secretary
Date of Acceptance : 25 August 2020
No. of securities : 558
Class : Ordinary shares
Value of transaction : R43 970 based on the closing
market price on 25 August 2020 of
R78.80
Nature of Transaction: Acceptance of 558 TFG shares as
a top-up in respect of 2019
forfeitable shares and required as
a result of the Rights Offer in
terms of and subject to the rules
of the Company’s 2010 share
incentive scheme
Vesting periods : The shares vest on the third
anniversary of the 2019 forfeitable
share grant date provided the
recipient remains in the group’s
employ
Extent of interest : Direct Beneficial
The abovementioned transactions are off-market transactions and the pre-requisite
clearances were obtained for these transactions.
Cape Town
28 August 2020
Sponsor:
UBS South Africa Proprietary Limited
Date: 28-08-2020 03:00:00
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