CAPITEC BANK HOLDINGS LIMITED - Dealing In Securities By An Associate Of A Director

Dealing In Securities By An Associate Of A Director

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
("Capitec")

DEALING IN SECURITIES BY AN ASSOCIATE OF A DIRECTOR

In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings
Requirements ("Listings Requirements"), the following information, relating
to the dealing in securities by an associate of a director is disclosed.

Shareholders are referred to the announcements released on SENS on (a) 3
August 2021 regarding the implementation of a hedging and financing
transaction over 330 000 Capitec shares (the "August 2021 Transaction") by
an associate of Mr M S du P le Roux, Kalander Sekuriteit (Pty) Ltd
("Kalander") and (b) 22 November 2024 regarding the implementation of a
hedging and financing transaction (the "November 2024 Transaction") over
95,000 underlying Capitec shares (the "Original Shares") to refinance a
portion of the August 2021 Transaction.

Shareholders are now advised that Kalander has, in order to settle and
refinance the remaining portion of the August 2021 Transaction, implemented
a restructure of the November 2024 Transaction (the "Transaction"), which
included the addition of 100,000 Capitec shares to the November 2024
Transaction (the "Additional Shares"), the relevant details of which are set
out below.

NAME OF DIRECTOR                   M S du P le Roux

NAME OF ASSOCIATE                  Kalander

DIRECTOR'S RELATIONSHIP WITH       Mr Le Roux is a director of Kalander
ASSOCIATE

COMPANY OF WHICH A DIRECTOR        Capitec

STATUS: EXECUTIVE/NON-EXECUTIVE    Non-Executive Director

TYPE AND CLASS OF SECURITIES       Ordinary Shares

NUMBER OF SECURITIES TRANSACTED    195,000 (being the sum of the Original
                                   Shares and the Additional Shares ("the
                                   total number of underlying Capitec
                                   shares"))

DEEMED VALUE OF SECURITIES         R297,392,000.00 in relation to the
TRANSACTED                         Additional Shares and R579,914,400.00
                                   in relation to the total number of
                                   underlying Capitec shares with
                                   reference to the closing price of
                                   Capitec shares on 3 February 2025)

NATURE OF TRANSACTION              Funded Option Transaction

DATE OF TRANSACTION                31 January 2025 in relation to the
                                   Additional Shares
PUT STRIKE PRICE                   R2,660.481 in relation to the
                                   Additional Shares and R2,810.79 in
                                   relation to the Original Shares

CAP STRIKE PRICE                   R3,643.00 in relation to the total
                                   number of underlying Capitec shares
                                   (previously R4,100.44 in relation to
                                   the Original Shares)

OPTION STYLE                       European

EXPIRY DATE                        0.8 years on average in relation to the
                                   total number of underlying Capitec
                                   shares (being the remaining tenor of
                                   the November 2024 Transaction)

MAXIMUM FINANCIAL OBLIGATION       R266,048,100.00 in relation to the
                                   Additional Shares and R533,073,150.00
                                   in relation to the total number of
                                   underlying Capitec shares

NUMBER OF SHARES PROVIDED AS       195,000
SECURITY/COLLATERAL

TRADE                              Off-market

NATURE AND EXTENT OF               Indirect, non-beneficial
THE DIRECTOR'S
INTEREST IN THE TRANSACTIONS

The hedging counterparty shall provide Kalander with further loan financing
in relation to the Additional Shares for the duration of the Transaction.
The maximum financial obligation under that financing arrangement, including
all interest thereon, will never exceed the total number of Additional
Shares hedged multiplied by the put strike price. Kalander will therefore
always be in the position to fully cover the liability under the financing
arrangement with the hedged Additional Shares.

Kalander hedged a total number of underlying Capitec shares to refinance
330,000 Capitec shares previously hedged under the August 2021 Transaction.

5 February 2025
Stellenbosch

Sponsor
PSG Capital

Date: 05-02-2025 10:00:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
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.