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PICKNPAY:  1,910   +5 (+0.26%)  06/08/2026 19:00

PICK N PAY STORES LIMITED - Report on proceedings at the 2026 Annual General Meeting and CFO transition

Release Date: 06/08/2026 16:03
Code(s): PIK     PDF:  
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Report on proceedings at the 2026 Annual General Meeting and CFO transition

Pick n Pay Stores Limited
Incorporated in the Republic of South Africa
Registration number: 1968/008034/06
JSE and A2X share code: PIK
ISIN code: ZAE000005443
("Pick n Pay" or "the Company")

REPORT ON PROCEEDINGS AT THE 2026 ANNUAL GENERAL MEETING AND CFO TRANSITION

1. REPORT ON PROCEEDINGS AT THE 2026 ANNUAL GENERAL MEETING

Shareholders are advised that, at the 58th Annual General Meeting (AGM) of Pick n Pay held today, 6 August 2026, all the ordinary and special resolutions
proposed at the AGM were approved by the requisite majority of votes.

The following information is provided:

 Number of issued ordinary shares                                                                            745 657 130
 Number of treasury shares (not voted)                                                                         1 476 480
 Number of ordinary shares capable of being voted at the AGM                                                 744 180 650
 Number of issued B ordinary shares capable of being voted at the AGM                                        220 239 885
 (excluding 105 186 279 unstapled B ordinary shares to be cancelled)

 Total number of shares capable of being voted at the AGM                                                    964 420 535
 Total number of issued shares (excluding unstapled B ordinary shares to be                                  965 897 015
 repurchased cancelled; and therefore not voted)(1)

 Total number of shares present/represented at the AGM, including proxies
   Number of ordinary shares present/represented at the AGM, including proxies                               610 059 166
   Number of B ordinary shares present/represented at the AGM, including proxies                             220 239 885
 Percentage of total issued shares represented at the AGM
   Percentage of total issued ordinary shares represented at the AGM                                              81.81%
   Percentage of total issued B ordinary shares represented at the AGM                                           100.00%

Abbreviations:        Ordinary shares (Ord)
                      B ordinary shares (B Ord)

The results of voting at the AGM are as follows:

Shareholder Resolutions              Votes cast disclosed as          Votes cast disclosed as a             Number of     Shares voted            Shares
                                         a percentage of the          percentage of the Ord and   shares voted at the       at the AGM         abstained
                                      total number of shares      B Ord shares voted at the AGM                   AGM   disclosed as a    disclosed as a
                                            voted at the AGM                                                             percentage of     percentage of
                                                                                                                          total issued      total issued
                                                                                                                              shares(1)         shares(1)
                                        % FOR       % AGAINST              % FOR      % AGAINST               NUMBER                 %                 %
Ordinary resolution number 1:           95.82           4.18          94.31 Ord       5.69 Ord       610 024 126 Ord         81.81 Ord          0.00 Ord
Reappointment of external                                          100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord        0.00 B Ord
auditors

Ordinary resolution number 2.1:         98.88           1.12          98.47 Ord       1.53 Ord       610 024 126 Ord         81.81 Ord          0.00 Ord
Re-election of James Formby as                                     100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord        0.00 B Ord
an independent non-executive
director

Ordinary resolution number 2.2:         99.99           0.01          99.99 Ord       0.01 Ord       610 023 726 Ord         81.81 Ord         0.00 Ord
Election of Thabo Leeuw as an                                      100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord       0.00 B Ord
independent non-executive
director

Ordinary resolution number 2.3:         99.99           0.01          99.99 Ord       0.01 Ord       610 023 726 Ord         81.81 Ord         0.00 Ord
Election of Grant Pattison as an                                   100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord       0.00 B Ord
independent non-executive
director

Ordinary resolution number 2.4:         99.91           0.09          99.87 Ord       0.13 Ord       610 023 726 Ord         81.81 Ord         0.00 Ord
Election of Tina Rookledge as an                                   100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord       0.00 B Ord
executive director 

Ordinary resolution number 2.5:         95.64           4.36          94.07 Ord       5.93 Ord       610 025 185 Ord         81.81 Ord         0.00 Ord
Re-election of Gareth Ackerman                                     100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord       0.00 B Ord
as a non-executive director  

Ordinary resolution number 2.6:         96.11           3.89          94.70 Ord       5.30 Ord       610 025 185 Ord         81.81 Ord         0.00 Ord
Re-election of Jonathan                                            100.00 B Ord     0.00 B Ord     220 239 885 B Ord      100.00 B Ord       0.00 B Ord
Ackerman as a non-executive
director

Ordinary resolution number 2.7:         99.36           0.64          99.13 Ord     0.87 Ord         610 024 126 Ord         81.81 Ord         0.00 Ord
Re-election of Haroon Bhorat as                                    100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord       0.00 B Ord
an independent non-executive
director

Ordinary resolution number 3.1:         75.79          24.21          67.04 Ord    32.96 Ord         610 023 726 Ord         81.81 Ord         0.00 Ord
Appointment of Aboubakar                                           100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord       0.00 B Ord
Jakoet as a member of the
Audit, Risk and Compliance
Committee

Ordinary resolution number 3.2:         99.97           0.03          99.96 Ord     0.04 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Pooven Viranna                                      100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Audit, Risk
and Compliance Committee

Ordinary resolution number 3.3:         99.93           0.07          99.90 Ord     0.10 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Haroon Bhorat                                       100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Audit, Risk
and Compliance Committee

Ordinary resolution number 3.4:         99.99           0.01          99.99 Ord     0.01 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Thabo Leeuw                                         100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Audit, Risk
and Compliance Committee

Ordinary resolution number 3.5:         99.95           0.05          99.93 Ord     0.07 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Grant Pattison                                      100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Audit, Risk
and Compliance Committee

Ordinary resolution number 4.1:         98.06           1.94          97.36 Ord     2.64 Ord         610 024 785 Ord         81.81 Ord        0.00 Ord
Appointment of Suzanne                                             100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
Ackerman as a member of the
Social, Ethics and
Transformation Committee

Ordinary resolution number 4.2:         96.41           3.59          95.11 Ord     4.89 Ord         610 024 785 Ord         81.81 Ord        0.00 Ord
Appointment of Jonathan                                            100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
Ackerman as a member of the
Social, Ethics and
Transformation Committee

Ordinary resolution number 4.3:         99.97           0.03          99.96 Ord     0.04 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Pooven Viranna                                      100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Social,
Ethics and Transformation
Committee

Ordinary resolution number 4.4:         99.94           0.06          99.92 Ord     0.08 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Haroon Bhorat                                       100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Social,
Ethics and Transformation
Committee

Ordinary resolution number 4.5:         99.97           0.03          99.96 Ord     0.04 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Annamarie van                                       100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
der Merwe as a member of the
Social, Ethics and
Transformation Committee

Ordinary resolution number 4.6:         99.99           0.01          99.99 Ord     0.01 Ord         610 023 726 Ord         81.81 Ord        0.00 Ord
Appointment of Thabo Leeuw                                         100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord      0.00 B Ord
as a member of the Social,
Ethics and Transformation
Committee

Ordinary resolution number 5.1:         86.40          13.60          80.70 Ord    19.30 Ord         525 391 167 Ord         70.46 Ord      11.35 Ord
Approval of the Remuneration                                       100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord     0.00 B Ord
Policy

Ordinary resolution number 5.2:         82.71          17.29          76.47 Ord    23.53 Ord         609 983 726 Ord         81.80 Ord       0.01 Ord
Approval of the Remuneration                                       100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord     0.00 B Ord
Report

Ordinary resolution number 6:           98.81           1.19          98.39 Ord     1.61 Ord         610 005 469 Ord         81.81 Ord       0.01 Ord
General authority to repurchase                                    100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord     0.00 B Ord
Pick n Pay shares

Special resolution number 1:            98.57           1.43          98.05 Ord     1.95 Ord         609 979 142 Ord         81.80 Ord       0.01 Ord
Directors' fees for the 2027 and                                   100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord     0.00 B Ord
2028 annual financial periods

Special resolution number 2:            99.99           0.01          99.99 Ord     0.01 Ord         610 025 726 Ord         81.81 Ord       0.00 Ord
Repurchase and cancellation of                                     100.00 B Ord   0.00 B Ord       220 239 885 B Ord      100.00 B Ord     0.00 B Ord
unstapled B shares

(1)The percentages reflected in the table exclude the 105 186 279 unstapled B Ordinary shares which carried no vote at the AGM and which shareholders resolved to repurchase and
cancel in terms of special resolution number 2.

2. Director Fees for the 2027 financial year

Notwithstanding the approval by shareholders at the AGM held today of a 4% increase in non-executive directors' fees, under Special resolution number 1, 
the Board has resolved to waive the approved increase. Accordingly, non-executive directors' fees for the 2027 financial year will remain unchanged from 
the previous financial year.

3. Retirement of Chief Finance Officer and appointment of successor

In accordance with paragraph 6.71 of the JSE Limited ("JSE") Listings Requirements, shareholders are advised that Ms Lerena Olivier will retire as Chief
Finance Officer and Executive Director of Pick n Pay with effect from 6 August 2026, following the conclusion of the Company's 2026 Annual General
Meeting.

The Board thanks Ms Olivier for her significant contribution to the Company and the Pick n Pay Group during her tenure, and wishes her well in her
future endeavours.

Shareholders are further advised that Ms Tina Rookledge has been appointed as Chief Finance Officer and Executive Director of Pick n Pay, with effect
from 6 August 2026. Ms Rookledge joined the Group with effect from 1 February 2026, as part of the Group's planned leadership succession process.

Ms Rookledge is a qualified Chartered Accountant (South Africa) and has extensive financial, operational and leadership experience, gained across large
listed and multinational organisations. The Board is confident that Ms Rookledge's experience and leadership will support the continued execution of
the Group's strategic priorities and the ongoing turnaround and long-term growth of the business.

The Board welcomes Ms Rookledge to the Board and wishes her every success in her new role.

In compliance with paragraphs 6.73 and 6.74 of the JSE Listings Requirements, the Board confirms that it has conducted the requisite fit and proper
assessment for Ms Rookledge and further confirms that there are no matters requiring disclosure in relation to the integrity information contained in
the director's declaration completed by Ms Rookledge in terms of Schedule 1 of the JSE Listings Requirements.

By order of the Board
Cape Town
6 August 2026

Sponsor: RAND MERCHANT BANK (a division of FirstRand Bank Limited)

Date: 06-08-2026 04:03:00
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