OUTsurance Conditional Share Plan Awards and Share Deliveries

In Short

OUTsurance Group Limited reported new Conditional Share Plan share acceptances and off-market share deliveries to directors and company secretaries.

What Happened

OUTsurance Group Limited, the JSE-listed owner of OUTsurance, published a SENS update on director and company secretary dealings linked to its Conditional Share Plan, or CSP.

A CSP is a long-term incentive plan where executives receive performance shares. These are shares that only vest, meaning they convert into actual shares, if pre-set targets are met and the person stays employed for a defined period.

The group said ordinary shares were delivered off-market on 28 September 2026 to participants whose CSP awards were previously disclosed. The final number of shares delivered differed from the original awards due to performance conditions, special dividends, and tax effects.

The delivered shares were:

• MC Visser, director of OUTsurance Group Limited, 198,724 shares delivered after adjustments from an initial allocation of 286,499.
• DH Matthee, director at a major subsidiary, OUTsurance Insurance Company Limited, 159,753 shares delivered after adjustments from an initial allocation of 230,313.
• JH Hofmeyr, director of OUTsurance Group Limited, 147,383 shares delivered after adjustments from an initial allocation of 212,480.
• ZM Waterston, company secretary at a major subsidiary, OUTsurance Holdings Limited, 6,691 shares delivered after adjustments from an initial allocation of 12,010.

The disclosure also covered new acceptances of CSP awards dated 30 September 2026. These awards have a three-year vesting period.

For the acceptances, the deemed value per share was based on a 15-day volume weighted average price as at 21 September 2026. The deemed value was 8,583 cents per share.

Accepted CSP awards included:

• MC Visser, 150,691 performance shares, with a total deemed value of R12,933,809.
• DH Matthee, 121,138 performance shares, with a total deemed value of R10,397,275.
• JS Human, company secretary of OUTsurance Group Limited, 13,905 performance shares, with a total deemed value of R1,193,466.
• ZM Waterston, company secretary of OUTsurance Holdings Limited, 5,659 performance shares, with a total deemed value of R485,712.

The broader SENS disclosure also noted that shares were delivered to JH Hofmeyr to settle exercised units after his departure from the group, effective 2 October 2026.

Why It Matters

Director and company secretary dealings matter because they show how senior leaders are being incentivised, and how much equity is being delivered after performance and tax adjustments.

For investors, CSP updates also provide clues about retention terms, performance hurdles, and how corporate actions like special dividends can change the final share outcomes.

For operators across African financial services and insurance, these disclosures are a reminder that listed groups often use multi-year equity plans to tie leadership pay to longer-term results, not just annual bonuses.