Award and Acceptance of Share Appreciation Rights by Executive Directors and Directors of a Major Subsidiary
PREMIER GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/016008/06)
ISIN: ZAE000320321
Share Code: PMR
("Premier" or "Company")
AWARD AND ACCEPTANCE OF SHARE APPRECIATION RIGHTS BY EXECUTIVE DIRECTORS AND DIRECTORS OF A MAJOR SUBSIDIARY
In compliance with paragraphs 6.77 to 6.85 of the JSE Listings Requirements, shareholders are advised of the following
information relating to the award and off-market acceptance of share appreciation rights (SARs) under the 2024 Premier Share
Appreciation Rights Scheme (Scheme).
The SARs were awarded at a strike price of R173.82 per share, being the 7-day volume weighted average price (VWAP) of
the Company's ordinary shares traded on the JSE up to and including 15 June 2026 (Award Price).
The SARs will vest in two equal tranches in July 2030 and July 2031, subject to employment conditions and the achievement
of growth in headline earnings per share in excess of compound annual growth in CPI over the vesting period. Once vested,
SARs may be exercised in tranches of 50% or 100% at any time up to the eighth anniversary of the relevant vesting date.
Upon exercise, the total value of each award will be determined, for the number of SARs exercised, by calculating the difference
between the Exercise Price and the Award Price in accordance with the rules of the Scheme. The Award Price will be adjusted
downwards by the cumulative amount of dividends per share declared and paid to ordinary shareholders between the award
date and the exercise date, grossed up by the applicable corporate tax rate. This difference in value will determine the number
of ordinary shares that will be issued to the participant when the SARs are exercised.
Director : Johannes Jacobus Gertenbach
Designation : Chief Executive Officer
Company : Premier Group Limited
Nature of transaction : Off-market award and acceptance of SARs
Nature of interest : Direct beneficial
Class of shares : SARs in respect of Premier ordinary shares
Date of award of SARs : 17 June 2026
Date of acceptance of SARs : 17 June 2026
Clearance to deal : Yes
Number of SARs : 1 369 863
SARs strike price : R173.82
Value of transaction : Nil value on acceptance
Director : Fritz Grobbelaar
Designation : Chief Financial Officer
Company : Premier Group Limited
Nature of transaction : Off-market award and acceptance of SARs
Nature of interest : Direct beneficial
Class of shares : SARs in respect of Premier ordinary shares
Date of award of SARs : 17 June 2026
Date of acceptance of SARs : 17 June 2026
Clearance to deal : Yes
Number of SARs : 890 411
SARs strike price : R173.82
Value of transaction : Nil value on acceptance
Director : Julian Ndoyisile Singonzo
Designation : Director
Company : Premier FMCG Proprietary Limited, a major subsidiary of Premier
Nature of transaction : Off-market award and acceptance of SARs
Nature of interest : Direct beneficial
Class of shares : SARs in respect of Premier ordinary shares
Date of award of SARs : 17 June 2026
Date of acceptance of SARs : 17 June 2026
Clearance to deal : Yes
Number of SARs : 342 466
SARs strike price : R173.82
Value of transaction : Nil value on acceptance
Director : Anastasia Sodalay
Designation : Director
Company : Premier FMCG Proprietary Limited, a major subsidiary of Premier
Nature of transaction : Off-market award and acceptance of SARs
Nature of interest : Direct beneficial
Class of shares : SARs in respect of Premier ordinary shares
Date of award of SARs : 17 June 2026
Date of acceptance of SARs : 17 June 2026
Clearance to deal : Yes
Number of SARs : 342 466
SARs strike price : R173.82
Value of transaction : Nil value on acceptance
Johannesburg
17 June 2026
Sponsor
Investec Bank Limited
Date: 17-06-2026 12:00:00
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