DRDGOLD LTD — Regulatory Filings 2021

Oct 26, 2021

6-K 1 EDGARkcover20212.htm 6-K DIRECTORS DEALINGS - ACCEPTANCE OF AWARDS EDGAR HTML document created by Certent CDM HD version: 21.3.5 EDGARkcover20212

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 ____

FORM 6-K

REPORT OF A FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For October 2021

Commission File Number 0-28800 ____

DRDGOLD Limited

Constantia Office Park Cnr 14th Avenue and Hendrik Potgieter Road Cycad House, Building 17, Ground Floor Weltevreden Park, 1709 South Africa

(Address of principal executive offices)

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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F☑Form 40-F☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3- 2(b) under the Securities Exchange Act of 1934.

Yes☐No☑

If ''Yes'' is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

Attached to the Registrant Form 6-K filing for the month of October 2021, incorporated by

reference herein:

Exhibit

99.1 Release dated October 26, 2021, “DEALINGS IN SECURITIES - ACCEPTANCE OF AWARDS ”

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

DRDGOLD LIMITED

Date: October 26, 2021 By: /s/ Riaan Davel Name: Riaan Davel Title: Chief Financial Officer

Exhibit 99.1

On 2 December 2019, shareholders of DRDGOLD (“Shareholders”) approved an equity settled long-term incentive scheme (“LTI Scheme”) to replace the cash settled long-term incentive scheme

established in November 2015. Under the LTI Scheme, qualifying employees are awarded conditional shares on an annual basis, comprising performance shares (80% of the total conditional shares awarded) and retention shares (20% of the total conditional shares awarded). Conditional shares vest 3 years after grant date, subject to the rules of the LTI Scheme, including certain performance conditions being met, and will be settled in the form of DRDGOLD ordinary shares (“DRDGOLD Shares”) at a zero-exercise price.

DRDGOLD hereby advises Shareholders of the following acceptances of awards of conditional shares in terms of the LTI Scheme (“Awards”) by directors, prescribed officers and the company secretary of DRDGOLD:

Nature of transactions:Acceptance of Awards

Class of securities:Conditional shares, comprising 80% performance shares and 20% retention shares, which will be settled in DRDGOLD Shares upon vesting, in accordance with the rules of the LTI Scheme

Nature and extent of interest:Direct beneficial

Transactions completed on-market:No

Name of director:Niël Pretorius

Date of acceptance of Award:26 October 2021

Number of conditional shares:549 986 (439 989 performance shares and 109 997 retention shares)

Vesting date:20 October 2024

Strike price:Rnil

Deemed value of transaction:R7 452 310.30 (based on the DRDGOLD Share price on the grant date, being R13.55 on 20 October 2021)

The table below provides a summary of the participation by Mr Niël Pretorius in the LTI Scheme, following the acceptance of abovementioned Award:

Grant dateNumber of conditionalDeemed valueVesting date

shares awarded(note 1)

2 December 20191 069 321 (855 457R6 576 324.152 December 2021 and performance shares and2 December 2022 213 864 retention shares)(note 2)
22 October 2020332 497 (265 998R6 460 416.7122 October 2023

performance shares and 66 499 retention shares)
20 October 2021549 986 (439 989R7 452 310.3020 October 2024 performance shares and 109 997 retention shares)

Notes:
1. Deemed value is based on the DRDGOLD Share price on the grant date, being R6.15 on 2 December 2019, R19.43 on 22 October 2020 and R13.55 on 20 October 2021.
2. The LTI Scheme made provision for 50% of the Awards made in December 2019 to vest in 2021 (being 2 years after the grant date) and the remaining 50% to vest in December 2022 (being 3 years after the grant date).

Name of director:Riaan Davel

Date of acceptance of Award:26 October 2021

Number of conditional shares:292 796 (234 237 performance shares and 58 559 retention shares)

Vesting date:20 October 2024

Strike price:Rnil

Deemed value of transaction:R3 967 385.80 (based on the DRDGOLD Share price on the grant date, being R13.55 on 20 October 2021)

The table below provides a summary of the participation by Mr Riaan Davel in the LTI Scheme, following the acceptance of abovementioned Award:

Grant dateNumber of conditional sharesDeemed valueVesting date

awarded(note 1) 2 December 2019517 522 (414 018 performanceR3 182 760.302 December 2021 and shares and 103 504 retention2 December 2022 shares)(note 2)
22 October 2020160 919 (128 735 performanceR3 126 656.1722 October 2023

shares and 32 184 retention shares)
20 October 2021292 796 (234 237 performanceR3 967 385.8020 October 2024 shares and 58 559 retention shares)

Notes:
1. Deemed value is based on the DRDGOLD Share price on the grant date, being R6.15 on 2 December 2019, R19.43 on 22 October 2020 and R13.55 on 20 October 2021.
2. The LTI Scheme made provision for 50% of the Awards made in December 2019 to vest in 2021 (being 2 years after the grant date) and the remaining 50% to vest in December 2022 (being 3 years after the grant date).

Name of prescribed officer:Jaco Schoeman

Date of acceptance of Award:26 October 2021

Number of conditional shares:292 796 (234 237 performance shares and 58 559 retention shares)

Vesting date:20 October 2024

Strike price:Rnil

Deemed value of transaction:R3 967 385.80 (based on the DRDGOLD Share price on the grant date, being R13.55 on 20 October 2021)

The table below provides a summary of the participation by Mr Jaco Schoeman in the LTI Scheme, following the acceptance of abovementioned Award:

Grant dateNumber of conditional sharesDeemed valueVesting date

awarded(note 1) 2 December 2019517 522 (414 018 performanceR3 182 760.302 December 2021 and shares and 103 504 retention2 December 2022 shares)(note 2)
22 October 2020160 919 (128 735 performanceR3 126 656.1722 October 2023

shares and 32 184 retention shares)
20 October 2021292 796 (234 237 performanceR3 967 385.8020 October 2024 shares and 58 559 retention shares)

Notes:
1. Deemed value is based on the DRDGOLD Share price on the grant date, being R6.15 on 2 December 2019, R19.43 on 22 October 2020 and R13.55 on 20 October 2021.
2.The LTI Scheme made provision for 50% of the Awards made in December 2019 to vest in 2021 (being 2 years after the grant date) and the remaining 50% to vest in December 2022 (being 3 years after the grant date).

Name of prescribed officer / company secretary:Elise Beukes

Date of acceptance of Award:26 October 2021

Number of conditional shares:39 275 (31 420 performance shares and 7 855 retention shares)

Vesting date:20 October 2024

Strike price:Rnil

Deemed value of transaction:R532 176.25 (based on the DRDGOLD Share price on the grant date, being R13.55 on 20 October 2021)

The table below provides a summary of the participation by Ms Elise Beukes in the LTI Scheme, following the acceptance of abovementioned Award:

Grant dateNumber of conditionalDeemed value (note 1)Vesting date

shares awarded 2 December 201976 362 (61 090R469 626.302 December 2021 and performance shares and2 December 2022 15 272 retention shares)(note 2)

22 October 202023 744 (18 995R461 345.9222 October 2023

performance shares and 4 749 retention shares)
20 October 202139 275 (31 420R532 176.2520 October 2024 performance shares and 7 855 retention shares)

Notes:
1. Deemed value is based on the DRDGOLD Share price on the grant date, being R6.15 on 2 December 2019, R19.43 on 22 October 2020 and R13.55 on 20 October 2021.
2.The LTI Scheme made provision for 50% of the Awards made in December 2019 to vest in 2021 (being 2 years after the grant date) and the remaining 50% to vest in December 2022 (being 3 years after the grant date).

In compliance with paragraph 3.66 of the Johannesburg Stock Exchange (“JSE”) Limited Listings Requirements, prior clearance was obtained from the chairman of the board of directors of DRDGOLD.
The abovementioned transactions were completed outside of a closed period.

Johannesburg

October 27, 2021

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