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STADIO HOLDINGS LIMITED - Award and Acceptance of Options in Terms of the Stadio Group Share Incentive Scheme

2024/04/29 11:00:00

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                    Award and Acceptance of Options in Terms of the Stadio Group Share Incentive Scheme

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

AWARD AND ACCEPTANCE OF OPTIONS IN TERMS OF THE STADIO GROUP SHARE
INCENTIVE SCHEME

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

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 to acquire ordinary shares in STADIO
                                   Holdings

NATURE OF TRANSACTION              Acceptance of award of options to acquire
                                   ordinary shares in STADIO Holdings in terms of
                                   the STADIO Group Share Incentive Scheme (off-
                                   market transaction)

DATE OF ACCEPTANCE OF OPTIONS      29 April 2024

DATE OF AWARD OF OPTIONS           3 April 2024

OPTION STRIKE PRICE                R4.79

NUMBER OF OPTIONS ACCEPTED        1,299,207


VESTING DATES OF OPTIONS          The options will vest in four tranches of 25%
                                  each, on the following dates:
                                  3 April 2026
                                  3 April 2027
                                  3 April 2028
                                  3 April 2029

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

NATURE AND EXTENT OF INTEREST IN    Direct, beneficial
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 to acquire ordinary shares in STADIO
                                     Holdings

NATURE OF TRANSACTION                Acceptance of award of options to acquire
                                     ordinary shares in STADIO Holdings in terms of
                                     the STADIO Group Share Incentive Scheme (off-
                                     market transaction)

DATE OF ACCEPTANCE OF OPTIONS        29 April 2024

DATE OF AWARD OF OPTIONS             3 April 2024

OPTION STRIKE PRICE                  R4.79

NUMBER OF OPTIONS ACCEPTED           847,703

VESTING DATES OF OPTIONS             The options will vest in four tranches of 25%
                                     each, on the following dates:
                                     3 April 2026
                                     3 April 2027
                                     3 April 2028
                                     3 April 2029

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

NATURE AND EXTENT OF INTEREST IN     Direct, beneficial
THE TRANSACTION

3.
 NAME OF PRESCRIBED OFFICER          Mr Jacobus Johannes Human

COMPANY OF WHICH A PRESCRIBED        STADIO Holdings Limited
OFFICER

TYPE AND CLASS OF SECURITIES         Options to acquire ordinary shares in STADIO
                                     Holdings

NATURE OF TRANSACTION                Acceptance of award of options to acquire
                                     ordinary shares in STADIO Holdings in terms of
                                     the STADIO Group Share Incentive Scheme (off-
                                     market transaction)

DATE OF ACCEPTANCE OF OPTIONS        29 April 2024

DATE OF AWARD OF OPTIONS             3 April 2024
OPTION STRIKE PRICE                  R4.79

NUMBER OF OPTIONS ACCEPTED           583,134

VESTING DATES OF OPTIONS             The options will vest in four tranches of 25%
                                     each, on the following dates:
                                     3 April 2026
                                     3 April 2027
                                     3 April 2028
                                     3 April 2029

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

NATURE AND EXTENT OF INTEREST IN     Direct, beneficial
THE TRANSACTION

4.
 NAME OF DIRECTOR                    Ms Teresa Zoe Passchier

COMPANY OF WHICH A DIRECTOR          The South African School of Motion Picture
                                     Medium and Live Performance Proprietary
                                     Limited (t/a AFDA)

TYPE AND CLASS OF SECURITIES         Options to acquire ordinary shares in STADIO
                                     Holdings

NATURE OF TRANSACTION                Acceptance of award of options to acquire
                                     ordinary shares in STADIO Holdings in terms of
                                     the STADIO Group Share Incentive Scheme (off-
                                     market transaction)

DATE OF ACCEPTANCE OF OPTIONS        29 April 2024

DATE OF AWARD OF OPTIONS             3 April 2024

OPTION STRIKE PRICE                  R4.79

NUMBER OF OPTIONS ACCEPTED           724,886

VESTING DATES OF OPTIONS             The options will vest in four tranches of 25%
                                     each, on the following dates:
                                     3 April 2026
                                     3 April 2027
                                     3 April 2028
                                     3 April 2029

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

NATURE AND EXTENT OF INTEREST IN     Direct, beneficial
THE TRANSACTION

5.
NAME OF DIRECTOR                     Mr Andrew Charles Horsfall

COMPANY OF WHICH A DIRECTOR          Milpark Education (Pty) Ltd

TYPE AND CLASS OF SECURITIES         Options to acquire ordinary shares in STADIO
                                     Holdings

NATURE OF TRANSACTION                Acceptance of award of options to acquire
                                     ordinary shares in STADIO Holdings in terms of
                                     the STADIO Group Share Incentive Scheme (off-
                                     market transaction)

DATE OF ACCEPTANCE OF OPTIONS        29 April 2024

DATE OF AWARD OF OPTIONS             3 April 2024

OPTION STRIKE PRICE                  R4.79

NUMBER OF OPTIONS ACCEPTED           1,483,438

VESTING DATES OF OPTIONS             The options will vest in four tranches of 25%
                                     each, on the following dates:
                                     3 April 2026
                                     3 April 2027
                                     3 April 2028
                                     3 April 2029

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

NATURE AND EXTENT OF INTEREST IN     Direct, beneficial
THE TRANSACTION

6.
 NAME OF DIRECTOR                    Mr Albertus Van Der Merwe Roux

COMPANY OF WHICH A DIRECTOR          STADIO (Pty) Ltd

TYPE AND CLASS OF SECURITIES         Options to acquire ordinary shares in STADIO
                                     Holdings

NATURE OF TRANSACTION                Acceptance of award of options to acquire
                                     ordinary shares in STADIO Holdings in terms of
                                     the STADIO Group Share Incentive Scheme (off-
                                     market transaction)

DATE OF ACCEPTANCE OF OPTIONS        29 April 2024

DATE OF AWARD OF OPTIONS             3 April 2024

OPTION STRIKE PRICE                  R4.79
NUMBER OF OPTIONS ACCEPTED           790,939

VESTING DATES OF OPTIONS             The options will vest in four tranches of 25%
                                     each, on the following dates:
                                     3 April 2026
                                     3 April 2027
                                     3 April 2028
                                     3 April 2029

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

NATURE AND EXTENT OF INTEREST IN     Direct, beneficial
THE TRANSACTION

Durbanville
29 April 2024

Sponsor
PSG Capital

Date: 29-04-2024 11:00:00
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