SEC Form 4 · accession 0001011438-26-000458
Super Group (SGHC) Ltd · SGHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kirsty Farrah Ross
Officer — Chief Operating Officer
Period of report
Jul 31, 2026
Accepted (ET)
Aug 3, 2026 · 8:34 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001878057
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 31, 2026 | M | 35,812 | — | A | 62,812 | D | |
| Common StockF2 | Jul 31, 2026 | M | 80,000 | — | A | 142,812 | D | |
| Common Stock | Jul 31, 2026 | S | 54,551 | $13.97 | D | 88,261 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSUs)F1 | — | Jul 31, 2026 | M | 35,812 | D | — | — | Common Stock | 35,812 | 71,625 | D |
| Restricted Stock Unit (RSUs)F2 | — | Jul 31, 2026 | M | 80,000 | D | — | — | Common Stock | 80,000 | 0 | D |
Explanation of responses
- F1On July 1, 2026, Super Group (SGHC) Ltd (the "Issuer") amended the vesting schedule for its global LTIP plan impacting the vesting schedule of the 107,437 restricted stock units ("RSUs") that it granted to Ms. Ross on March 1, 2025, so that 35,812 of the vesting RSUs have been settled into common stock on July 31, 2026. The remaining RSUs will vest in two equal annual installments on March 31, 2027, and March 31, 2028. Upon vesting the RSUs will be settled on a one-for-one basis in shares of the Issuer's common stock or the cash value thereof, at the election of the Issuer.
- F2On October 1, 2023, the Issuer granted 80,000 RSUs to Ms. Ross, all of which have been settled into common stock on July 31, 2026.
- F3Ms. Ross sold 54,551 shares of the Issuer's common stock upon the partial vesting of RSUs that settled on July 31, 2026, solely to satisfy tax withholding obligations incurred upon vesting.