CAPITEC BANK HOLDINGS LIMITED - Dealing in Securities by an Associate of a Director

Dealing in Securities by an Associate of a Director

CAPITEC BANK HOLDINGS LIMITED
Registration Number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
Share Code:    CPI
ISIN Number: ZAE000035861
(“Capitec”)

DEALING IN SECURITIES BY AN ASSOCIATE OF A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements,
the following information, relating to the dealing in securities by an associate of
a director is disclosed.

Shareholders are referred to the announcements released on SENS on 11 June 2019,
1 July 2021, 16 May 2022 and 15 June 2022, with regards to the hedging and financing
transactions over a portion of a shareholding in Capitec (the “2019 Transaction”)
held by Kalander Sekuriteit (Pty) Ltd (“Kalander”).

Shareholders are now advised that Kalander has cash settled the remaining portion of
the 2019 Transaction relating to 312 500 Capitec shares and implemented a new
hedging and re-financing transaction over the same number of Capitec shares
released from the settled remaining portion (the “Refinancing Transaction”), the
relevant details of which are set out below:

  NAME OF DIRECTOR                         M S du P le Roux
  NAME OF ASSOCIATE                        Kalander
  DIRECTOR’S RELATIONSHIP WITH             Mr Le Roux is a director of Kalander
  ASSOCIATE
  COMPANY OF WHICH A DIRECTOR              Capitec
  STATUS: EXECUTIVE/NON-EXECUTIVE          Non-Executive Director
  TYPE AND CLASS OF SECURITIES             Ordinary Shares
  NUMBER OF SECURITIES TRANSACTED          312 500
  DEEMED VALUE OF SECURITIES TRANSACTED    R629 368 750
                                          (based on a share price of R2 013.98)
  NATURE OF TRANSACTION                    Collar
  DATE OF TRANSACTION                      30 June 2022
  PUT STRIKE PRICE                         R1 812.58
  CALL STRIKE PRICE                        R3 222.37
  OPTION STYLE                             European
  EXPIRY DATE                              3.3 years on average
  MAXIMUM FINANCIAL OBLIGATION             R566 431 250
  NUMBER OF SHARES PROVIDED AS             312 500
  SECURITY/COLLATERAL
  TRADE                                    Off Market
  NATURE AND EXTENT OF THE DIRECTOR’S      Indirect, non-beneficial
  INTEREST IN THE TRANSACTIONS

The hedging counterparty shall provide Kalander with loan financing for the duration
of the Refinancing Transaction. The maximum financial obligation under that financing
arrangement, including all interest thereon, will never exceed the total number of
shares hedged multiplied by the put strike price. Kalander will therefore always be
in the position to fully cover the liability under the financing arrangement with
the hedged shares.

As with prior hedging and financing transactions, Kalander’s intention remains to
cash settle the Refinancing Transaction. As such, all the underlying shares will
continue to be retained by Kalander.

4 July 2022
Stellenbosch

Sponsor
PSG Capital

Date: 04-07-2022 10:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.