Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)

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

December 8, 2022

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

(

Address of principal executive offices

)

______________________

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 if the registrant is submitting the Form 6-K on paper as permitted by

Regulation S-T Rule 101(b)(1):

☐

 

Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by

Regulation S-T Rule 101(b)(7):

☐

 

 

 

Exhibit

 

99.1

 

Release dated December 8, 2022, “DEALINGS IN SECURITIES”

 

 

 

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: December 8, 2022

 

By: /s/ Riaan Davel

 

Name: Riaan Davel

 

Title: Chief Financial Officer

 

 

 

Exhibit 99.1

DRDGOLD LIMITED

(Incorporated in the Republic of South Africa)

(Registration number 1895/000926/06)

ISIN: ZAE000058723

JSE share code: DRD

NYSE trading symbol: DRD

(“

DRDGOLD

”)

DEALINGS IN SECURITIES

 

Shareholders of DRDGOLD (“

Shareholders

”) are advised that in terms of the

 

equity settled long-term incentive

scheme

 

(“

LTI

 

Scheme

”),

 

as

 

approved

 

by

 

Shareholders

 

on

 

2

 

December

 

2019,

 

qualifying

 

employees

(“

Participants

”) 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) (“

Awards

”).

 

Awards vest 3 years after grant

 

date (“

Vesting Period

”), subject to the rules

 

of the LTI Scheme, including certain

performance conditions being met. Notwithstanding the Vesting Period, the LTI Scheme made provision for 50%

of the Awards made in December 2019

 

(“

2019 Awards

”) to vest in December 2021

 

(being 2 years after the

 

grant

date) and the remaining 50% to

 

vest in December 2022 (being 3

 

years after the grant date),

 

subject to the rules

of the LTI

 

Scheme. Vested

 

Awards are settled in the form of

 

DRDGOLD ordinary shares (“

DRDGOLD Shares

”)

at a zero-exercise price.

DRDGOLD

 

hereby

 

advises

 

Shareholders

 

of

 

the

 

off-market

 

vesting

 

of

 

50%

 

of

 

the

 

2019

 

Awards

 

to

 

directors,

prescribed

 

officers

 

and the

 

company secretary

 

of DRDGOLD

 

and its

 

major

 

subsidiaries

 

on 2

 

December

 

2022

(“

Vesting

”),

 

the

 

deemed

 

value

 

of

 

which

 

is

 

based

 

on

 

the

 

closing

 

price

 

of

 

a

 

DRDGOLD

 

Share

 

on

 

the

 

date

immediately preceding the date of Vesting,

 

being R11.80 on 1 December

 

2022.

 

Furthermore,

 

various

 

Participants have

 

elected to

 

dispose

 

of all

 

or a

 

portion of

 

the vested

 

DRDGOLD

 

Shares

(“

Relevant

 

DRDGOLD

 

Shares

”).

 

Accordingly,

 

in

 

order

 

to

 

facilitate

 

the

 

disposal

 

of

 

the

 

Relevant

 

DRDGOLD

Shares,

 

a

 

pooled

 

sale

 

arrangement

 

has

 

been

 

put

 

in

 

place

 

in

 

terms

 

of

 

which

 

the

 

aggregate

 

of

 

the

 

Relevant

DRDGOLD

 

Shares

 

are

 

being

 

disposed

 

of,

 

by

 

an

 

independent

 

third

 

party,

 

through

 

various

 

on-market

 

trades

(“

Sales

”).

The details of the Vesting and

 

Sales

 

(to date) are set out below:

Vesting

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Company Name

Number of

conditional

shares subject

to Vesting

Performance

shares

Retention

shares

Deemed value

of vested

conditional

shares

Directors

Niël Pretorius

DRDGOLD

534 660

427 728

106 932

R6 308 988.00

Riaan Davel

DRDGOLD

258 761

207 009

51 752

R3 053 379.80

Henry Gouws

Ergo Mining

Proprietary Limited

(“

Ergo

”)

177 497

141 998

35 499

R2 094 464.60

Mark Burrell

Ergo

117 638

94 110

23 528

R1 388 128.40

Henriette

Hooijer

Far West Gold

Recoveries

Proprietary Limited

(“

FWGR

”)

80 292

64 234

16 058

R947 445.60

Kevin Kruger

FWGR

146 977

117 582

29 395

R1 734 328.60

Prescribed

officer

Jaco

Schoeman

DRDGOLD

258 761

207 009

51 752

R3 053 379.80

Prescribed

officer and

company

secretary

Elise Beukes

DRDGOLD

38 181

30 545

7 636

R450 535.80

Sales

Date of Sale

Number of

DRDGOLD

Shares sold

Price per DRDGOLD Share

Total value of Sale

2 December 2022

23 716

638 000

Trade 1

:

 

Various different

 

trades with the

following price information:

-

 

volume weighted average price

(“

VWAP

”) of R11.5277

-

 

highest price of R11.70

-

 

lowest price of R11.50

Trade 2:

R11.45

R273 390.93

R7 305 100.00

5 December 2022

97 701

Various different

 

trades with the

following price information:

-

 

VWAP of R11.5756

-

 

highest price of R11.80

-

 

lowest price of R11.55

R1 130 947.70

6 December 2022

399 172

Various different

 

trades with the

following price information:

-

 

VWAP of R11.

 

3387

-

 

highest price of R11.41

-

 

lowest price of R11.30

R4 526 091.56

7 December 2022

390 306

R11.35

R4 429 973.10

Further Sales are expected to be implemented,

 

the details of which will be announced on SENS

 

in due course.

In compliance with paragraph 3.66 of the JSE Limited Listings Requirements, prior clearance was obtained from

the chairman

 

of the

 

board of

 

directors of

 

DRDGOLD. The

 

nature and

 

extent of

 

the Participants’

 

interest in

 

the

abovementioned transactions is direct beneficial, which transactions

 

were completed outside of a closed period.

 

Johannesburg

8 December 2022

Sponsor

 

One Capital