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Exercise and Related Net-Cash Settlement of Share Options and Dealings in PSG Financial Service securties
PSG FINANCIAL SERVICES LIMITED
(Previously PSG Konsult Limited)
(Incorporated in the Republic of South Africa)
Registration Number: 1993/003941/06
JSE Share Code: KST
NSX Share Code: KFS
SEM Share Code: PSGK.N0000
ISIN Code: ZAE000191417
LEI Code: 378900ECF3D86FD28194
("PSG Financial Services" or the "Company")
EXERCISE AND RELATED NET-CASH SETTLEMENT OF SHARE OPTIONS IN TERMS
OF THE PSG KONSULT GROUP SHARE INCENTIVE TRUST AND DEALINGS IN PSG
FINANCIAL SERVICES SECURITIES
Upon the exercise of the share options referred to below, PSG Financial Services elected to
settle same on a net-cash basis. Accordingly, no shares were traded.
Due to the net-cash settlement, the executive directors did not receive any PSG Financial
Services shares in respect of such options exercised, but only the net after-tax amount in
cash.
In the interest of transparency, the following information regarding the exercise of options is
consequently disclosed:
1.
NAME OF DIRECTOR FJ Gouws
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 1 000 000 (1)
1 200 000 (2)
2 125 000 (3)
1 312 500 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date of
R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
2.
NAME OF DIRECTOR MIF Smith
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 250 000 (1)
300 000 (2)
525 000 (3)
375 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date of
R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
3.
NAME OF DIRECTOR JL Johannes
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 12 500 (1)
12 500 (2)
12 500 (3)
12 500 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date of
R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
4.
NAME OF DIRECTOR AM Ahern
COMPANY OF WHICH A DIRECTOR PSG Asset Management Holdings
Proprietary Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 250 000 (1)
187 500 (2)
400 000 (3)
325 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director at
the closing price on the exercise date of
R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
5.
NAME OF DIRECTOR NM Gudka
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 250 000 (1)
300 000 (2)
525 000 (3)
375 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
6.
NAME OF DIRECTOR PJ Redshaw
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R10.15 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 75 000 (1)
37 500 (2)
31 250 (3)
18 750 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1) – (4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
7.
NAME OF DIRECTOR HKT Johns
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R12.71 (1)
NUMBER OF OPTIONS EXERCISED 25 000 (1)
PERIOD OF EXERCISE Participants have a 5-month period from (1)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
8.
NAME OF DIRECTOR EC de Waal
COMPANY OF WHICH A DIRECTOR PSG Wealth Holdings Proprietary Limited
(a major subsidiary of PSG Financial
Services)
STATUS: EXECUTIVE/NON- Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES Options in relation to ordinary shares
EXERCISE DATE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R9.26 (1)
R7.13 (2)
R9.08 (3)
R12.71 (4)
NUMBER OF OPTIONS EXERCISED 375 000 (1)
300 000 (2)
525 000 (3)
375 000 (4)
PERIOD OF EXERCISE Participants have a 5-month period from (1)
the vesting date of 1 February 2024
during which the options can be exercised
Participants have a 5-month period from (2)-(4)
the vesting date of 1 April 2024 during
which the options can be exercised
NATURE OF TRANSACTION Exercise of share options by the director
at the closing price on the exercise date
of R15.06 per share and related net-cash
settlement (Off-market transaction)
NATURE AND EXTENT OF Direct, Beneficial
INTEREST IN THE TRANSACTION
Clearance for the above was obtained in terms of paragraph 3.66 of the JSE Listings
Requirements.
DEALINGS IN PSG FINANCIAL SERVICES SECURITIES
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited ("JSE") Listings Requirements,
the following information regarding dealings in PSG Financial Services securities is disclosed:
ACCEPTANCE OF OPTIONS IN TERMS OF THE PSG KONSULT GROUP SHARE
INCENTIVE TRUST ("SIT")
1.
NAME OF DIRECTOR FJ Gouws
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 4 650 000
TOTAL RAND VALUE OF OPTIONS R68 355 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
2.
NAME OF DIRECTOR MIF Smith
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 1 250 000
TOTAL RAND VALUE OF OPTIONS R18 375 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
3.
NAME OF DIRECTOR JL Johannes
COMPANY OF WHICH A DIRECTOR PSG Financial Services Limited
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 125 000
TOTAL RAND VALUE OF OPTIONS R1 837 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
4.
NAME OF DIRECTOR NM Gudka
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 1 250 000
TOTAL RAND VALUE OF OPTIONS R18 375 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
5.
NAME OF DIRECTOR EF Gibbens
COMPANY OF WHICH A DIRECTOR PSG Wealth Financial Planning
Proprietary Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 1 500 000
TOTAL RAND VALUE OF OPTIONS R22 050 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
6.
NAME OF DIRECTOR EC de Waal
COMPANY OF WHICH A DIRECTOR PSG Wealth Holdings Proprietary Limited
(a major subsidiary of PSG Financial
Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 2 225 000
TOTAL RAND VALUE OF OPTIONS R32 707 500.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
7.
NAME OF DIRECTOR CM Masondo
COMPANY OF WHICH A DIRECTOR PSG Insure Holdings Proprietary Limited
(a major subsidiary of PSG Financial
Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 1 000 000
TOTAL RAND VALUE OF OPTIONS R14 700 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
8.
NAME OF DIRECTOR HKT Johns
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 200 000
TOTAL RAND VALUE OF OPTIONS R2 940 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
9.
NAME OF DIRECTOR PJ Redshaw
COMPANY OF WHICH A DIRECTOR PSG Life Limited (a major subsidiary of
PSG Financial Services)
STATUS: EXECUTIVE/NON-EXECUTIVE Executive
TYPE AND CLASS OF SECURITIES Share options to acquire ordinary shares
DATE OF AWARD OF OPTIONS 1 April 2024
DATE OF ACCEPTANCE OF OPTIONS 24 April 2024
OPTION STRIKE PRICE R14.70 (PSG Financial Services' 30-day
volume weighted average traded price
prior to 1 April 2024)
NUMBER OF OPTIONS ACCEPTED 50 000
TOTAL RAND VALUE OF OPTIONS R735 000.00
VESTING DATE OF OPTIONS Exercisable in tranches of 25% each on the
2nd, 3rd, 4th and 5th anniversary of the award
NATURE OF TRANSACTION Acceptance of award of options to acquire
ordinary shares in terms of the share
incentive scheme (Off-market transaction)
NATURE AND EXTENT OF INTEREST IN Direct, beneficial
THE TRANSACTION
CLEARANCE OBTAINED Yes
Tyger Valley
25 April 2024
JSE Sponsor: PSG Capital Proprietary Limited
NSX Sponsor: PSG Wealth Management (Namibia) Proprietary Limited, member of the
Namibian Stock Exchange
SEM authorised representative and SEM Sponsor: Perigeum Capital Ltd
This notice is issued pursuant to the JSE Listings Requirements and the SEM Listing Rules.
The board of directors of PSG Financial Services accepts full responsibility for the accuracy
of the information contained in this Communiqué.
Date: 25-04-2024 02:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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