Lesaka Technologies (LSAK) Proxy filing summary

Executive summary

• Special Meeting of Shareholders scheduled for August 3, 2026, to approve a share option grant to Executive Chairman Ali Mazanderani, in compliance with Nasdaq Listing Rule 5635(c).

• The Option Award allows Mr. Mazanderani to purchase 1,000,000 shares at $5.00 per share, a price above the market at the time of Board approval, vesting on April 1, 2028, and exercisable after April 1, 2029, if employment continues.

• The Board believes the award aligns Mr. Mazanderani’s interests with shareholders, incentivizes long-term performance, and is critical for company growth.

• If shareholders do not approve, the Option Award is forfeited.

Voting matters and shareholder proposals

• Only one proposal is up for vote: approval of the share option grant to Mr. Mazanderani.

• Approval requires more votes in favor than against; abstentions and broker non-votes do not affect the outcome.

• Shareholders of record as of June 15, 2026, are eligible to vote; special instructions apply for South African shareholders.

• Shareholder proposals and director nominations for the 2026 annual meeting must be submitted by June 29, 2026.

Board of directors and corporate governance

• The Board approved the Option Award on May 12, 2026, subject to shareholder approval.

• The Option Award is administered by the Board or its remuneration committee, which has authority to interpret and apply the agreement.

• The Board recommends a vote in favor of the proposal.