SOL: Sasol Limited: Grant of Conditional Share Awards to Directors and Prescribed Officers of Sasol, and Directors of Major Subsidiaries of Sasol

News provided by

Mar 05, 2020, 04:48 ET

JOHANNESBURG, March 5, 2020 /PRNewswire/ -- In order for Sasol to remain competitive in the market and to keep senior management and eligible specialists retained, focused, engaged and motivated, Conditional Share Awards are made annually and forms an important component of the reward mix offered in terms of the remuneration policy. Shareholder approval of the Sasol Long-Term Incentive Plan ("the Plan" and/or "LTI", as appropriate) was obtained at the 2016 Annual General Meeting.

The Conditional Share Awards have a split vesting period of 50% after three years with the balance after five years and will only vest to the extent that the Corporate Performance Targets (detailed below), as approved by the Remuneration Committee, have been achieved after the performance period of three years. The full award is subject to the achievement of these targets.

The standard timing for the annual Conditional Share Awards is to be made to eligible participants at the beginning of the new financial year. However, due to the extended closed period at the end of the 2019 financial year, the Board agreed to postpone these awards to later in the 2020 financial year. No compensation is offered to members of the GEC in respect of the delayed award date and the standard vesting periods of three and five years respectively, will apply. To align with this timing, the on-appointment Conditional Share Awards made to F R Grobler and B V Griffith on their appointment as President and Chief Executive Officer and Executive Vice President: Chemicals Business respectively, as well as the recent appointment of H C Brand, Executive Vice President: Sustainability and Technology, all subject to the same performance and vesting conditions as the annual LTI awards, have now been made.

In compliance with paragraphs 3.63 to 3.66 of the JSE Listings Requirements, Sasol hereby announces that directors of Sasol, prescribed officers and directors of major subsidiaries of Sasol, have been granted Conditional Share Awards in terms of the Plan.

The Board, or the Sasol Remuneration Committee, as appropriate, approved the Conditional Share Awards made on 4 March 2020. In terms of the rules of the Plan, the participants have to decline such an award within ten business days after the award date, failing which the award will be deemed to have been accepted.

The rules of the LTI Plan are available on the Sasol website www.sasol.com.

Award date:		4 March 2020
Deemed acceptance date:		14 March 2020
Vesting periods:		50% after 3 years and the balance after 5 years to the extent that the corporate performance targets have been achieved
Class of securities:		Sasol ordinary shares
Nature of transaction:		Annual supplementary LTI Award (off-market)
Price per share*		R192,83
Nature and extent of interest:		Direct beneficial

Surname and initials	Designation		Company			Number of shares	Total value of the transaction** (ZAR)
Victor, P	Director		Sasol Limited Sasol (USA) Corporation Sasol Oil (Pty) Ltd			63 497	12 244 126,51
Kahla, V D	Director		Sasol Limited Sasol South Africa Limited Sasol (USA) Corporation Sasol Oil (Pty) Ltd			43 628	8 412 787,24
Mokoena, C K	Director Prescribed Officer		Sasol South Africa Limited Sasol Oil (Pty) Ltd Sasol Limited			32 424	6 252 319,92
Klingenberg, B E	Director Prescribed Officer		Sasol Oil (Pty) Ltd Sasol Limited			46 010	8 872 108,30
Radebe, M	Director Prescribed Officer		Sasol Oil (Pty) Ltd Sasol Limited			31 953	6 161 496,99
Brand, H C	Prescribed Officer		Sasol Limited			28 025	5 404 060,75

Award date:		4 March 2020
Deemed acceptance date:		14 March 2020
Vesting periods:		50% after 3 years and the balance after 5 years to the extent that the corporate performance targets have been achieved
Class of securities:		Sasol ordinary shares
Nature of transaction:		On-appointment LTI Award (off-market)
Price per share*		R192,83
Nature and extent of interest:		Direct beneficial

Surname and initials	Designation			Company	Number of shares		Total value of the transaction** (ZAR)
Grobler, F R	Director			Sasol Limited	99 569		19 199 890,27
Brand, H C	Prescribed Officer			Sasol Limited	22 644		4 366 442,52

Award date:		4 March 2020
Deemed acceptance date:		14 March 2020
Vesting periods:		50% after 3 years and the balance after 5 years
Class of securities:		Sasol American Depository Receipts (ADRs)
Nature of transaction:		Annual supplementary LTI Award (off-market)
Price per share*		US$12,07
Nature and extent of interest:		Direct beneficial

Surname and initials	Designation		Company	Number of shares	Total value of the transaction** (US$)
Harris, J R	Prescribed Officer		Sasol Limited	44 302	534 725,14

Award date:		4 March 2020
Deemed acceptance date:		14 March 2020
Vesting periods:		50% after 3 years and the balance after 5 years
Class of securities:		Sasol American Depository Receipts (ADRs)
Nature of transaction:		On-appointment LTI Award (off-market)
Price per share*		US$12,07
Nature and extent of interest:		Direct beneficial

Surname and initials	Designation		Company	Number of shares	Total value of the transaction** (US$)
Griffith, B V	Prescribed Officer		Sasol Limited	24 230	292 456,10

The necessary clearance to deal has been obtained for all the transactions set out above in terms of paragraph 3.66 of the JSE Listings Requirements.

*Strike price per share is nil. The Price per share indicated is the closing price of the Sasol ordinary share / ADR on 3 March 2020, the day before the grant was made (R192,83 in the case of Sasol ordinary shares and US$12,07 in the case of ADRs) which was used to calculate the number of shares / ADRs.

**The total transaction value is the Price per share multiplied by the number of Sasol ordinary shares / ADRs awarded.

FY20 Corporate Performance Targets

The Board annually considers the Corporate Performance Targets to ensure they reflect a balanced outcome for both the participants and shareholders and serve as motivation for the participants to focus on objectives that enable the achievement of the longer-term strategic priorities. The participants listed above have 100% of their share awards subject to the achievement of these Corporate Performance Targets (CPTs), which the Board believes is a significant incentive to encourage performance. The following table sets out the targets:

MEASURE	WEIGHTING	THRESHOLD	TARGET	STRETCH
Increase in total tons produced/headcount	30%	1% compound improvement on baseline	2% compound improvement on baseline	3% compound improvement on baseline
Return on Invested Capital (ROIC)	20%	Rest of Sasol: ROIC (excl. AUC) at WACC of 13,5% per annum	Rest of Sasol: ROIC (excl. AUC) at WACC +1% = 14,5% per annum	Rest of Sasol: ROIC (excl. AUC) at WACC +2% = 15,5% per annum
Return on Invested Capital (ROIC)	10%	US: ROIC (excl. AUC) at WACC of 8,0% per annum	US: ROIC (excl. AUC) at US WACC + 0,5% = 8,5% per annum	US: ROIC (excl. AUC) at US WACC + 1,0% = 9,0% per annum
TSR – MSCI World Energy Index*	20%	Below the 50^th percentile of the Index*	60^th percentile of the Index	75^th percentile of the Index
TSR – MSCI Chemicals Index*	20%	Below the 50^th percentile of the Index*	60^th percentile of the Index	75^th percentile of the Index

Disclaimer - Forward-looking statements

Sasol may, in this document, make certain statements that are not historical facts and relate to analyses and other information which are based on forecasts of future results and estimates of amounts not yet determinable. These statements may also relate to our future prospects, expectations, developments and business strategies. Examples of such forward-looking statements include, but are not limited to, statements regarding exchange rate fluctuations, volume growth, increases in market share, total shareholder return, executing our growth projects (including LCCP), oil and gas reserves, cost reductions, our Continuous Improvement (CI) initiative, our climate change strategy and business performance outlook. Words such as "believe", "anticipate", "expect", "intend", "seek", "will", "plan", "could", "may", "endeavour", "target", "forecast" and "project" and similar expressions are intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and there are risks that the predictions, forecasts, projections and other forward-looking statements will not be achieved. If one or more of these risks materialise, or should underlying assumptions prove incorrect, our actual results may differ materially from those anticipated. You should understand that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors and others are discussed more fully in our most recent annual report on Form 20-F filed on 28 October 2019 and in other filings with the United States Securities and Exchange Commission. The list of factors discussed therein is not exhaustive; when relying on forward-looking statements to make investment decisions, you should carefully consider both these factors and other uncertainties and events. Forward-looking statements apply only as of the date on which they are made, and we do not undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise.

For further information, please contact:

Sasol Investor Relations, please contact:
Feroza Syed, Chief Investor Relations Officer
Direct telephone: +27 (0) 10-344-7778
[email protected]

SOURCE Sasol Limited