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STADIO HOLDINGS LIMITED - Exercise and related settlement of share options in terms of the Stadio Holdings Limited Share Incentive Trust

Release Date: 07/04/2025 17:10
Code(s): SDO     PDF:  
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Exercise and related settlement of share options in terms of the Stadio Holdings Limited Share Incentive Trust

STADIO HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2016/371398/06)
Share code: SDO
ISIN: ZAE000248662
LEI: 3789007C8FB26515D966
("STADIO Holdings" or "the Company")


EXERCISE AND RELATED SETTLEMENT OF SHARE OPTIONS IN TERMS OF THE
STADIO HOLDINGS LIMITED SHARE INCENTIVE TRUST


In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information regarding the exercise of share options by directors, a prescribed officer,
and a director of a major subsidiary of STADIO Holdings are disclosed to shareholders.

Upon the exercise of the share options referred to below, in the instances where the
beneficiaries elected to have their options settled on a net-equity basis, STADIO Holdings
elected to settle same on an after-tax equity settlement basis, through the award of ordinary
shares as detailed below:

1.
NAME OF DIRECTOR               Mr Christian Phillipus David Vorster

COMPANY OF WHICH A DIRECTOR    STADIO Holdings Limited

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R1.23                        (1)
                               R3.64                        (2)
                               R4.58                        (3)

NUMBER OF OPTIONS EXERCISED    1 996 413                    (1)
                               305 372                      (2)
                               221 336                      (3)

VESTING DATE OF OPTIONS        3 April 2025                 (1-3)

EXERCISE DATE OF OPTIONS       After close of business on 4 April 2025 (1 - 3)

PERIOD OF EXERCISE             Participants have a 30-day period from the vesting
                               date during which options can be exercised

NATURE OF TRANSACTION          (1) Exercise of options by the director and related
                                   after-tax net-equity settlement of 915 270
                                   shares to the director at the closing share price
                                   on the exercise date of R7.39 (off-market
                                   transaction)
                               (2) Exercise of options by the director and related
                                   after-tax net-equity settlement of 85 227
                                   shares to the director at the closing share price
                                   on the exercise date of R7.39 (off-market
                                   transaction)
                               (3) Exercise of options by the director and related
                                   after-tax net-equity settlement of 46 289
                                   shares to the director at the closing share price
                                   on the exercise date of R7.39 (off-market
                                   transaction)

NAME OF ASSOCIATE              Bredamonti Proprietary Limited

RELATIONSHIP WITH DIRECTOR     The director is a director and shareholder of the
                               associate

NATURE AND EXTENT OF           Indirect, beneficial
INTEREST IN THE TRANSACTION


2.
 NAME OF DIRECTOR              Dr Divya Singh

COMPANY OF WHICH A DIRECTOR    STADIO Holdings Limited

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Options in relation to ordinary shares

OPTION STRIKE PRICE            R1.23                       (1)
                               R2.62                       (2)
                               R3.64                       (3)
                               R4.58                       (4)

NUMBER OF OPTIONS EXERCISED    317 073                      (1)
                               211 134                      (2)
                               276 358                      (3)
                               241 650                      (4)
VESTING DATE OF OPTIONS        3 April 2025                (1-4)

EXERCISE DATE OF OPTIONS       After close of business on 4 April 2025 (1-4)

PERIOD OF EXERCISE             Participants have a 30-day period from the vesting
                               date during which options can be exercised

NATURE OF TRANSACTION           (1) Exercise of options by the director and related
                                    after-tax net-equity settlement of 145 364
                                    shares to the director at the closing share price
                                    on the exercise date of R7.39 (off-market
                                    transaction)
                                (2) Exercise of options by the director and related
                                    after-tax net-equity settlement of 74 954
                                    shares to the director at the closing share price
                                    on the exercise date of R7.39 (off-market
                                    transaction)
                                (3) Exercise of options by the director and related
                                    after-tax net-equity settlement of 77 130 shares
                                    to the director at the closing share price on the
                                    exercise date of R7.39 (off-market transaction)
                                (4) Exercise of options by the director and related
                                    after-tax net-equity settlement of 50 537 shares
                                    to the director at the closing share price on the
                                    exercise date of R7.39 (off-market transaction)

NATURE AND EXTENT OF            Direct, beneficial
INTEREST IN THE TRANSACTION


3.
NAME OF PRESCRIBED OFFICER /    Mr Jacobus Johannes Human
DIRECTOR

COMPANY OF WHICH A              STADIO Holdings Limited
PRESCRIBED OFFICER
COMPANY OF WHICH A DIRECTOR     STADIO Proprietary Limited

TYPE AND CLASS OF SECURITIES    Options in relation to ordinary shares

OPTION STRIKE PRICE             R1.23                        (1)
                                R2.62                        (2)
                                R3.64                        (3)
                                R4.58                        (4)

NUMBER OF OPTIONS EXERCISED     284 034                      (1)
                                266 063                      (2)
                                225 896                      (3)
                                259 295                      (4)

VESTING DATE OF OPTIONS         3 April 2025                (1-4)

EXERCISE DATE OF OPTIONS        After close of business on 4 April 2025 (1-4)

PERIOD OF EXERCISE              Participants have a 30-day period from the vesting
                                date during which options can be exercised

NATURE OF TRANSACTION           (1) Exercise of options and acquisition of 284 034
                                    shares by the prescribed officer at the strike
                                    price of R1.23 (off-market transaction)
                                (2) Exercise of options and acquisition of 266 063
                                    shares by the prescribed officer at the strike
                                    price of R2.62 (off-market transaction)
                                (3) Exercise of options and acquisition of 225 896
                                    shares by the prescribed officer at the strike
                                    price of R3.64(off-market transaction)
                                (4) Exercise of options and acquisition of 259 295
                                    shares by the prescribed officer at the strike
                                    price of R4.58 (off-market transaction)

NAME OF ASSOCIATE               Working Class Heroes Proprietary Limited

RELATIONSHIP WITH DIRECTOR      The director is a director of the associate

NATURE AND EXTENT OF            Indirect, beneficial
INTEREST IN THE TRANSACTION


4.
NAME OF DIRECTOR                Mr Albertus van der Merwe Roux

COMPANY OF WHICH A DIRECTOR     STADIO Proprietary Limited

STATUS: EXECUTIVE/NON-          Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES    Options in relation to ordinary shares

OPTION STRIKE PRICE             R4.58

NUMBER OF OPTIONS EXERCISED     74 781

VESTING DATE OF OPTIONS         3 April 2025

EXERCISE DATE OF OPTIONS        After close of business on 4 April 2025

PERIOD OF EXERCISE              Participants have a 30-day period from the
                                vesting date during which options can be
                                exercised

NATURE OF TRANSACTION           Exercise of options by the director and related
                                after-tax net-equity settlement of 15 639 shares
                                to the director at the closing share price on the
                                exercise date of R7.39 (off-market transaction)

NATURE AND EXTENT OF            Direct, beneficial
INTEREST IN THE TRANSACTION


To the extent required, clearance for the above was obtained in terms of paragraph 3.66 of
the JSE Limited Listings Requirements.


Durbanville
7 April 2025

Sponsor
PSG Capital

Date: 07-04-2025 05:10:00
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