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CAPITEC:  462,000   +355 (+0.08%)  28/10/2026 18:08

CAPITEC LIMITED - Dealings in Securities by Associates of a Director

Release Date: 28/10/2026 17:05
Code(s): CPI
Wrap Text
  Dealings in Securities by Associates of a Director

Capitec Limited(previously 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
A2X Ordinary share code: CPI

DEALINGS IN SECURITIES BY ASSOCIATES OF A DIRECTOR

In compliance with the JSE Listings Requirements, the following
information, relating to the dealings in securities by associates of a
director is disclosed.

Shareholders are referred to the announcement released on SENS on
2 July 2025, with regards to the hedging and financing transaction
concluded by Kalander Sekuriteit Proprietary Limited (“Kalander”) over a
portion of its shareholding in Capitec (the “Prior Transaction”).

Shareholders are now advised that Kalander has partially cash settled and
refinanced the Prior Transaction with proceeds raised by associate
companies through the implementation of new hedging and re-financing
transactions (the “Transactions”), the relevant details of which are set
out below:

First Transaction

NAME OF DIRECTOR              M S du P le Roux (“Mr le Roux”)

NAME OF ASSOCIATE             Pottwee Proprietary Limited

DIRECTOR’S RELATIONSHIP       Mr le Loux is a          director   of   Pottwee
WITH ASSOCIATE                Proprietary Limited

COMPANY OF WHICH A DIRECTOR   Capitec

STATUS: EXECUTIVE/NON-        Non-Executive Director
EXECUTIVE

TYPE AND CLASS OF             Ordinary Shares
SECURITIES

NUMBER OF SECURITIES          41,533
TRANSACTED

DEEMED VALUE OF SECURITIES    R191,666,073.07 (based on a share price of
TRANSACTED                    R 4,614.79)

NATURE OF DEALING             Funded Option Transaction

DATE OF DEALING               26 October 2026

PUT STRIKE PRICE              R2,584.28

CAP PRICE                     R6,889.88

OPTION STYLE                  European

EXPIRY DATE                   1.93 years on average
MAXIMUM FINANCIAL             R107,332,901.00
OBLIGATION
NUMBER OF SHARES PROVIDED     41,533
AS SECURITY/COLLATERAL

TRADE                         Off Market

NATURE AND EXTENT OF THE      Indirect, non-beneficial
DIRECTOR’S INTEREST IN THE
DEALING

Second Transaction

NAME OF DIRECTOR              Mr le Roux

NAME OF ASSOCIATE             Potdrie Proprietary Limited

DIRECTOR’S RELATIONSHIP       Mr le Roux is a director of the holding
WITH ASSOCIATE                company of Potdrie Proprietary Limited

COMPANY OF WHICH A DIRECTOR   Capitec

STATUS: EXECUTIVE/NON-        Non-Executive Director
EXECUTIVE

TYPE AND CLASS OF             Ordinary Shares
SECURITIES

NUMBER OF SECURITIES          87,880
TRANSACTED

DEEMED VALUE OF SECURITIES    R405,547,745.20 (based on a share price of
TRANSACTED                    R4,614.79)

NATURE OF DEALING             Funded Option Transaction

DATE OF DEALING               26 October 2026

PUT STRIKE PRICE              R2,584.28

CAP PRICE                     R7,106.78

OPTION STYLE                  European

EXPIRY DATE                   1.93 years on average

MAXIMUM FINANCIAL             R227,106,526.00
OBLIGATION
NUMBER OF SHARES PROVIDED     87,880
AS SECURITY/COLLATERAL

TRADE                         Off Market

NATURE AND EXTENT OF THE      Indirect, non-beneficial
DIRECTOR’S INTEREST IN THE
DEALING

The hedging counterparty shall provide the associate companies with loan
financing for the duration of the Transactions. 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. The associate companies will therefore always be in a
position to fully cover the liability under the financing arrangement with
the hedged shares.


28 October 2026
Stellenbosch

Sponsor
PSG Capital

Date: 28/10/2026 05:05:00
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