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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: 13/04/2022 12:30
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 and prescribed
officers 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

NUMBER OF OPTIONS EXERCISED                1 996 413

VESTING DATE OF OPTIONS                    3 April 2022

EXERCISE DATE OF OPTIONS                   After close of business on 12 April 2022

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 at the last
                                           traded share price of R4.18 on 12 April 2022,
                                           and related after-tax net-equity settlement by
                                           way of the award of 774 924 shares to the
                                           director (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 INTEREST              Indirect, beneficial
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                        (1) R3.63
                                           (2) R1.23

NUMBER OF OPTIONS EXERCISED                (1) 466 178
                                           (2) 317 073

VESTING DATE OF OPTIONS                    3 April 2022

EXERCISE DATE OF OPTIONS                   After close of business on 12 April 2022

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 at the
                                           last traded share price of R4.18 on
                                           12 April 2022, and related after-tax net-
                                           equity settlement by way of the award of
                                           33 737 shares to the director (off-market
                                           transaction)
                               
                                           (2) Acquisition of 317 073 shares by the
                                           director through the exercise of options (off-
                                           market transaction)

NATURE AND EXTENT OF                       Direct, beneficial
INTEREST IN THE TRANSACTION

3.
NAME OF DIRECTOR                           Ms Samara Totaram

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                        (1) R3.63
                                           (2) R1.23

NUMBER OF OPTIONS EXERCISED                (1) 289 814
                                           (2) 551 075

VESTING DATE OF OPTIONS                    3 April 2022

EXERCISE DATE OF OPTIONS                   After close of business on 12 April 2022
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 at the
                                           last traded share price of R4.18 on
                                           12 April 2022 and related after-tax net-
                                           equity settlement by way of the award of
                                           20 973 shares to the director (off-market
                                           transaction)
                                
                                           (2) Exercise of options by the director at the
                                           last traded share price of R4.18 on
                                           12 April 2022 and related after-tax net-
                                           equity settlement by way of the award of
                                           213 904 shares to the director (off-market
                                           transaction)

NATURE AND EXTENT OF                       Direct, beneficial
INTEREST IN THE TRANSACTION

4.
NAME OF PRESCRIBED OFFICER                 Mr Jacobus Johannes Human

COMPANY OF WHICH A                         STADIO Holdings Limited
PRESCRIBED OFFICER

TYPE AND CLASS OF SECURITIES               Options in relation to ordinary shares

OPTION STRIKE PRICE                        R1.23

NUMBER OF OPTIONS EXERCISED                284 034

VESTING DATE OF OPTIONS                    3 April 2022

EXERCISE DATE OF OPTIONS                   After close of business on 12 April 2022

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

NATURE OF TRANSACTION                      Acquisition of 284 034 shares by the director
                                           through the exercise of options (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

5.
NAME OF DIRECTOR                           Dr Christiaan Rudolph van der Merwe

COMPANY OF WHICH A DIRECTOR                STADIO Holdings Limited

STATUS: EXECUTIVE/NON-                     Non-Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES               Options in relation to ordinary shares

OPTION STRIKE PRICE                        R3.63

NUMBER OF OPTIONS EXERCISED                645 077

VESTING DATE OF OPTIONS                    3 April 2022

EXERCISE DATE OF OPTIONS                   After close of business on 12 April 2022

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 at the last
                                           traded share price of R4.18 on 12 April 2022, and
                                           related after-tax net-equity settlement by award
                                           of 63 048 shares to the director (off-market
                                           transaction)

NAME OF ASSOCIATE                          Chris van der Merwe Familie Trust

RELATIONSHIP WITH DIRECTOR                 The director is a trustee of the associate

NATURE AND EXTENT OF                       Indirect, 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
13 April 2022

Sponsor
PSG Capital
                               
Independent Joint Sponsor 
Tamela Holdings                                               

Date: 13-04-2022 12:30:00
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