Diginex (NASDAQ: DGNX) insider sells 7.2M shares at $1

Rhea-AI Filing Summary

Diginex Ltd (DGNX) reported that director and ten percent owner Miles Pelham filed a Form 4 for multiple sales of Ordinary Shares on August 17, 2026 at $1.00 per share. Three transactions were sales of indirectly held shares by Rhino Ventures Limited, an entity wholly owned and managed by Pelham, over which he has voting and dispositive control. A further sale of 294,380 directly held shares left Pelham with 303,400 Ordinary Shares held directly. The company effected a one-for-eight Share Consolidation of its Ordinary Shares on April 28, 2026, and the reported share numbers reflect this adjustment.

Insider Trade Summary

Net Seller: 7,202,920 shares

Net Sell 4 txns

Insider Pelham Miles Christian

Role Director, 10% Owner

Sold 7,202,920 shs ($7.20M)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares F1, F2	1,908,540	$1.00	$1.91M
Sale	Ordinary Shares F1, F2	2,500,000	$1.00	$2.50M
Sale	Ordinary Shares F1, F2	2,500,000	$1.00	$2.50M
Sale	Ordinary Shares F1	294,380	$1.00	$294K

Holdings After Transaction: Ordinary Shares — 731,707 shares (Indirect, See Footnote); Ordinary Shares — 303,400 shares (Direct)

Footnotes (2)

1. F1. On April 28, 2026, the issuer effected a one-for-eight share consolidation of the issuer's ordinary shares (the "Share Consolidation"). The number of ordinary shares reported on this Form 4 have been adjusted to reflect the Share Consolidation.
2. F2. Consists of securities held by Rhino Ventures Limited ("Rhino"), which is wholly owned and managed by Miles Pelham, who has voting and dispositive control over the securities held by Rhino. Mr. Pelham, through his position as director of Rhino, may be deemed to hold the power to vote or direct the vote and dispose of or direct the disposition of the securities beneficially held by Rhino.

Key Figures

Total shares sold: 7,202,920 Ordinary Shares Sale price per share: $1.00 per share Direct shares sold: 294,380 Ordinary Shares +3 more

6 metrics

Total shares sold 7,202,920 Ordinary Shares Aggregate of four sale transactions reported for August 17, 2026

Sale price per share $1.00 per share Price for each of the four reported Ordinary Share sales

Direct shares sold 294,380 Ordinary Shares Directly held shares sold on August 17, 2026

Direct shares held after transaction 303,400 Ordinary Shares Direct holdings of Miles Pelham following the reported direct sale

Share Consolidation ratio one-for-eight Share Consolidation of Ordinary Shares effective April 28, 2026

Number of sale transactions 4 Sale transactions reported in the Form 4 transaction summary

Key Terms

Share Consolidation, beneficially held, dispositive control, Form 4

4 terms

Share Consolidation financial

"the issuer effected a one-for-eight share consolidation of the issuer's ordinary shares"

Share consolidation is a process where a company reduces the total number of its shares by combining multiple existing shares into a smaller number of higher-value shares. This can make each share more expensive and potentially improve the company’s image. For investors, it often means their ownership remains the same, but the value of each share increases, which can influence how the stock is perceived and traded.

beneficially held financial

"the securities beneficially held by Rhino"

dispositive control financial

"has voting and dispositive control over the securities held by Rhino"

Form 4 regulatory

"The number of ordinary shares reported on this Form 4 have been adjusted"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

What insider transactions did Diginex Ltd (DGNX) report on this Form 4?

Diginex Ltd reported that director and ten percent owner Miles Pelham disclosed four sales of Ordinary Shares on August 17, 2026, involving both indirectly held shares through Rhino Ventures Limited and directly held shares.

How many DGNX shares did Miles Pelham sell on August 17, 2026 and at what price?

Across four transactions, the Form 4 shows sales totaling 7,202,920 Ordinary Shares of Diginex Ltd at a price of $1.00 per share, consisting of three indirect sales and one direct sale.

How many DGNX shares does Miles Pelham hold directly after these transactions?

After the reported August 17, 2026 sale of directly held shares, Miles Pelham holds 303,400 Ordinary Shares of Diginex Ltd directly, as shown in the post-transaction holdings field for the direct ownership entry.

How are the indirect DGNX share sales on this Form 4 held?

The indirect sales involve securities held by Rhino Ventures Limited, which is wholly owned and managed by Miles Pelham. The footnote states he may be deemed to have the power to vote and dispose of the securities beneficially held by Rhino.

Did a share consolidation affect the DGNX share amounts reported on this Form 4?

Yes. A footnote states that on April 28, 2026 Diginex Ltd effected a one-for-eight Share Consolidation of its Ordinary Shares, and the numbers reported on this Form 4 have been adjusted to reflect that consolidation.

Were the DGNX insider sales made under a Rule 10b5-1 trading plan?

The Form 4’s Rule 10b5-1 checkbox is not marked as affirming trading under such a plan. There is no footnote stating that these August 17, 2026 sales were made pursuant to a Rule 10b5-1 or pre-arranged trading plan.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/21/2026 - 08:37 PM Accepted by SEC EDGAR 08/21/2026 - 08:36 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pelham Miles Christian

(Last) (First) (Middle)

C/O DIGINEX LIMITED

25 WILTON ROAD, VICTORIA

(Street)

LONDON UK SW1V 1LW

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
Diginex Ltd [ DGNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	08/17/2026		S		1,908,540	D	$1	5,731,707(1)	I	See Footnote(2)
Ordinary Shares	08/17/2026		S		2,500,000	D	$1	3,231,707(1)	I	See Footnote(2)
Ordinary Shares	08/17/2026		S		2,500,000	D	$1	731,707(1)	I	See Footnote(2)
Ordinary Shares	08/17/2026		S		294,380	D	$1	303,400(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On April 28, 2026, the issuer effected a one-for-eight share consolidation of the issuer's ordinary shares (the "Share Consolidation"). The number of ordinary shares reported on this Form 4 have been adjusted to reflect the Share Consolidation.

2. Consists of securities held by Rhino Ventures Limited ("Rhino"), which is wholly owned and managed by Miles Pelham, who has voting and dispositive control over the securities held by Rhino. Mr. Pelham, through his position as director of Rhino, may be deemed to hold the power to vote or direct the vote and dispose of or direct the disposition of the securities beneficially held by Rhino.

	/s/ Miles Pelham	08/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)