PICK N PAY STORES LIMITED - Pick n Pay Stores Limited - Dealing in Securities

Pick n Pay Stores Limited - Dealing in Securities

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

PICK N PAY STORES LIMITED - DEALING IN SECURITIES

1. CEO performance shares - award under Group's restricted forfeitable share plan

Allocation of restricted forfeitable shares in terms of the Pick n Pay Forfeitable Share Plan (RSP), which was approved
by shareholders at the General Meeting held on 12 February 2014 and amended at the Annual General Meeting held
on 4 August 2020.

In May 2024, the Remuneration Committee resolved to award Sean Summers 4 000 000 performance-based shares
under the terms and conditions of the Restricted Share Plan ("RSP shares"), with performance conditions linked to
targets under the Group's long-term plan. As the Company was in a closed period on the date of the resolution, due
to it being under a cautionary announcement related to its proposed two-step Recapitalisation Plan, the formal
allocation of the shares and clearance to trade was deferred until the terms of the Rights Offer were announced in
the market and the cautionary announcement was withdrawn.

The Company announced the terms of the Rights Offer to shareholders on SENS on 11 July 2024 and subsequently
withdrew its cautionary announcement. As a result, the Remuneration Committee has awarded the RSP shares to
Sean Summers who, with the requisite clearance received from the Chair of the Board, has duly accepted.
The RSP shares are issued at nil cost and may vest, subject to performance conditions being met, over a period of 32
months (further detail provided below). The performance conditions combine qualitative and quantitative
performance indicators critical to the turnaround of the core Pick n Pay supermarket business.

In compliance with rule 3.63 of the JSE Listings Requirements, the following information is disclosed:

Director                                       Sean Robin Summers
Designation                                    Chief Executive Officer
Company                                        Pick n Pay Stores Limited
Nature of transaction                          Award of 4 000 000 (four million) RSP shares*
Date of award                                  11 July 2024
Date of acceptance of award                    11 July 2024
Nature of transaction                          Off-market allocation of restricted forfeitable shares
Nature of interest                             Direct beneficial
Clearance obtained                             Yes

*Deemed value of award at a share price of R27.00 - R 108 000 000

Salient details of the RSP award:

Number of    Vesting Date         Term              Performance Conditions
shares
2 000 000    31 October 2025      16 months         Implementation of effective leadership and operational structures
1 000 000    28 February 2027     32 months         CEO succession
1 000 000    28 February 2027     32 months         Financial performance targets linked to long-term plan

2. Vesting of the 2021 long-term restricted share incentive scheme awards

Dealing in securities by Company Secretary on the vesting of restricted forfeitable share plan awards, in terms of the
Company's restricted Forfeitable Share Plan (RSP), which was approved by shareholders at the General Meeting held
on 12 February 2014 and amended at the Annual General Meeting held on 4 August 2020.
Upon vesting, the Company Secretary elected to sell, on-market, sufficient shares to pay tax and related costs, with
the balance of the shares being retained.

In compliance with rule 3.63 of the JSE Listings Requirements, the following information is disclosed:

Company Secretary                              Vaughan Ian Pierce
Nature of transaction                          Nil cost vesting of share awards
Number of restricted shares delivered          4 800
Date of vesting                                11 July 2024
Class of shares                                Ordinary shares
Average price per share                        R26.54
High price per share                           R27.04
Low price per share                            R26.40
Market value of shares                         R127 392.00
Number of shares subsequently sold             2 232
Date of transaction                            11 July 2024
Market value of shares sold                    R59 237.28
Number of shares retained                      2 568
Market value of shares retained                R68 154.72
Nature of interest                             Direct beneficial
Clearance obtained                             Yes

By order of the board
Cape Town
11 July 2024

Sponsor:
Investec Bank Limited

Date: 11-07-2024 05:15:00
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