DRDGOLD (NYSE: DRD) awards zero‑cost deferred shares to top execs

Rhea-AI Filing Summary

DRDGOLD Limited (DRD) reports that, under its Single Incentive Plan incorporating the Deferred Share Plan (DSP), several directors, prescribed officers and the company secretary have accepted annual deferred share awards. The awards carry a zero exercise price and are settled in DRDGOLD ordinary shares on vesting, subject to continued employment and DSP rules. The deemed price per DRDGOLD share for these awards is R36.15, based on the 7‑trading‑day volume weighted average price on the award date of 12 August 2026. Key participants include CEO Niël Pretorius with 163,530 deferred shares (vesting 12 August 2031) and CFO Henriette Hooijer with 74,019 deferred shares (also vesting 12 August 2031), alongside other senior executives and officers with vesting dates in 2029 or 2031.

Key Figures

Deemed price per DRDGOLD Share: R36.15 per share Deferred shares awarded to CEO Niël Pretorius: 163,530 deferred shares Deemed value of CEO award: R5,911,609.50 +4 more

7 metrics

Deemed price per DRDGOLD Share R36.15 per share Based on the 7-trading day volume weighted average price on 12 August 2026

Deferred shares awarded to CEO Niël Pretorius 163,530 deferred shares Award under DRDGOLD Single Incentive Plan, vesting 12 August 2031

Deemed value of CEO award R5,911,609.50 163,530 deferred shares at deemed price R36.15

Deferred shares awarded to CFO Henriette Hooijer 74,019 deferred shares Award vesting 12 August 2031

Deemed value of CFO award R2,675,786.85 74,019 deferred shares at deemed price R36.15

Largest non-director executive award 88,557 deferred shares Award to prescribed officer Jaco Schoeman, vesting 12 August 2031

Company secretary award 20,028 deferred shares Award to company secretary Kgomotso Mbanyele, vesting 12 August 2029

Key Terms

Deferred Share Plan, Single Incentive Plan, deferred shares, volume weighted average price, +2 more

6 terms

Deferred Share Plan financial

"In terms of the DRDGOLD Single Incentive Plan, incorporating the Deferred Share Plan"

A deferred share plan is a company program that promises employees or executives shares or the cash value of shares at a future date, often contingent on meeting performance goals or staying with the firm. Think of it like a bonus you earn now but receive later; investors watch these plans because they affect potential share dilution, reveal how management is being motivated, and signal whether pay incentives align with long‑term shareholder value.

Single Incentive Plan financial

"In terms of the DRDGOLD Single Incentive Plan, incorporating the Deferred Share Plan"

deferred shares financial

"qualifying employees are awarded deferred shares on an annual basis"

Deferred shares are a class of stock whose economic benefits or certain shareholder rights are delayed or paid later than ordinary shares—for example, dividends may be paid only after other shareholders receive theirs, or voting or redemption rights may be postponed. For investors, that timing difference matters because deferred shares typically offer lower near-term income and different risk, affecting expected returns, priority in payouts, and the share’s market value; think of them like a delayed paycheck compared with a regular salary.

volume weighted average price financial

"based on the 7-trading day volume weighted average price of a DRDGOLD Share"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

direct beneficial financial

"Nature and extent of interests: Direct beneficial"

zero-exercise price financial

"Vested Awards are settled through the issue or delivery of DRDGOLD ordinary shares at a zero-exercise price"

FAQ

What executive awards did DRDGOLD (DRD) grant under its Deferred Share Plan in August 2026?

DRDGOLD granted deferred share awards on 12 August 2026 at a deemed price of R36.15 per share. CEO Niël Pretorius received 163,530 deferred shares, CFO Henriette Hooijer 74,019, with additional awards to other executives, subsidiary directors and the company secretary.

When do the new DRDGOLD (DRD) deferred share awards vest?

The disclosed awards vest on either 12 August 2029 or 12 August 2031, depending on the participant. Under the DRDGOLD Single Incentive Plan, awards generally vest over three or five years in annual tranches, subject to continued employment and the Deferred Share Plan rules.

What is the exercise price of the August 2026 DRDGOLD (DRD) deferred share awards?

The awards have a zero exercise price (Rnil). Vested awards are settled through the issue or delivery of DRDGOLD ordinary shares, meaning participants do not pay an exercise price when the deferred shares vest, subject to the plan rules.

How is the deemed value of DRDGOLD (DRD) awards calculated in this 6-K?

The deemed value is calculated using a deemed price of R36.15 per DRDGOLD share, based on the 7‑trading‑day volume weighted average price on the award date of 12 August 2026, multiplied by the number of deferred shares granted to each participant.

Did DRDGOLD (DRD) obtain prior clearance for these executive dealings in securities?

Yes. In line with paragraph 6.83 of the JSE Limited Listings Requirements, prior clearance to deal in securities was obtained from the chairman of DRDGOLD’s board before these deferred share awards were accepted by the relevant participants.

Who besides DRDGOLD’s directors received deferred share awards in August 2026?

Awards were also accepted by prescribed officer Jaco Schoeman, directors and alternate directors of major subsidiaries Ergo Mining and Far West Gold Recoveries, and DRDGOLD’s company secretary Kgomotso Mbanyele, with individual grants ranging from 20,028 to 88,557 deferred shares.

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Available on EDGAR 08/27/2026 - 01:49 PM Accepted by SEC EDGAR 08/27/2026 - 01:48 PM Learn about SEC filing dates

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

August 27, 2026

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

Exhibit

99.1    Release dated August 27, 2026 “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: August 27, 2026    By: /s/ Henriette Hooijer

        Name: Henriette Hooijer

        Title: Chief Financial Officer

Exhibit 99.1

DRDGOLD LIMITED

(Incorporated in the Republic of South Africa)

(Registration number: 1895/000926/06)

ISIN: ZAE000058723

JSE & A2X share code: DRD

NYSE trading symbol: DRD

(“DRDGOLD” or the “Group”)

DEALINGS IN SECURITIES – ACCEPTANCE OF AWARDS

In terms of the DRDGOLD Single Incentive Plan, incorporating the Deferred Share Plan, which was approved by shareholders of DRDGOLD (“Shareholders”) on 29 November 2023 (“DSP”), qualifying employees are awarded deferred shares on an annual basis (“Awards”).

Awards vest over a period of five years, at a rate of 20% per annum, in respect of F-band participants, and over a period of three years, at a rate of 33.3% per annum, in respect of E and D band participants, in each case commencing on the award date. Vesting is subject to the rules of the DSP, including the participant’s continued employment with the Group. Vested Awards are settled through the issue or delivery of DRDGOLD ordinary shares (“DRDGOLD Shares”) at a zero-exercise price.

DRDGOLD hereby advises Shareholders of the acceptance of the Awards by directors, prescribed officers and the company secretary of DRDGOLD, as well as directors of its major subsidiaries:

Nature of transactions:			Acceptance of Awards
Class of securities:			Deferred shares, which will be settled in DRDGOLD Shares upon vesting, in accordance with the rules of the DSP
Date of acceptance of Awards:			26 August 2026
Strike price:			Rnil
Nature and extent of interests:			Direct beneficial
Deemed price per DRDGOLD Share:			R36.15 (based on the 7-trading day volume weighted average price of a DRDGOLD Share on the award date, being 12 August 2026)
Transactions completed:			Off-market

Name of director:			Niël Pretorius
Name of company of which a director:			DRDGOLD
Number of deferred shares:			163,530
Deemed value of transaction:			R5 911 609.50
Vesting date:			12 August 2031

Name of director:			Henriette Hooijer
Name of company of which a director:			DRDGOLD
Number of deferred shares:			74,019
Deemed value of transaction:			R2 675 786.85
Vesting date:			12 August 2031

Name of prescribed officer:			Jaco Schoeman
Name of company of which a prescribed officer:			DRDGOLD
Number of deferred shares:			88,557
Deemed value of transaction:			R3 201 335.55
Vesting date:			12 August 2031

Name of director of major subsidiary:			Henry Gouws
Name of companies of which a director:			Ergo Mining Proprietary Limited (“Ergo”) and Far West Gold Recoveries Proprietary Limited (“FWGR”)
Number of deferred shares:			76,769
Deemed value of transaction:			R2 775 199.35
Vesting date:			12 August 2031

Name of alternate director of major subsidiary:			Dean Lindecke
Name of company of which an alternate director:			Ergo
Number of deferred shares:			54,293
Deemed value of transaction:			R1 962 691.95
Vesting date:			12 August 2029

Name of alternate director of major subsidiary:			Ryno Bornman
Name of company of which an alternate director:			Ergo
Number of deferred shares:			32,909
Deemed value of transaction:			R1 189 660.35
Vesting date:			12 August 2029

Name of director of major subsidiary:			Kevin Kruger
Name of company of which a director:			FWGR
Number of deferred shares:			76,719
Deemed value of transaction:			R2 773 391.85
Vesting date:			12 August 2031

Name of alternate director of major subsidiary:			Kgabo Moloto
Name of company of which an alternate director:			FWGR
Number of deferred shares:			38,828
Deemed value of transaction:			R1 403 632.20
Vesting date:			12 August 2029

Name of alternate director of major subsidiary:			Lihan Laas
Name of company of which an alternate director:			FWGR
Number of deferred shares:			29,053
Deemed value of transaction:			R1 050 265.95
Vesting date:			12 August 2029

Name of company secretary:			Kgomotso Mbanyele
Name of company of which company secretary:			DRDGOLD
Number of deferred shares:			20,028
Deemed value of transaction:			R724 012.20
Vesting date:			12 August 2029

In compliance with paragraph 6.83 of the JSE Limited Listings Requirements, prior clearance to deal was obtained from the chairman of the board of directors of DRDGOLD.

Johannesburg

27 August 2026

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