R594 million win for South Africa’s richest self-made woman
Sygnia’s investors have passed a resolution approving an amendment to the company’s share option scheme, potentially unlocking R594 million in executive share options.
The proposed amendment involved increasing the maximum number of shares which could be acquired by participants in the share scheme “B”.
It proposed increasing the maximum number of shares from 15 million to 25 million across all participants, which includes members of the company’s executive team.
In the circular outlining the proposed amendment, it was noted that there were just shy of 7 million shares which had been awarded.
“After increasing the aggregate number of Shares to 25 million, the remaining number of Shares that can be awarded under the B Scheme will be 18,000,500 Shares,” the circular said.
With the new 25 million maximum, there would be roughly R594 million in additional shares available to scheme B participants, based on Sygnia’s closing share price of 3,300 cents on 22 October 2026.
The circular included other proposed amendments, such as the introduction of performance conditions and the enabling of single, multiple, and annual offers.
The rationale behind these changes was to ensure the company could attract new employees and retain existing participants in the scheme.
“Sygnia now wishes to further amend the Rules to improve alignment with the interests of Sygnia Shareholders, while still attracting, motivating, rewarding and retaining Participants,” the company said.
In a general meeting on 23 October 2026, Sygnia’s investors voted in favour of passing the proposed amendments to scheme B.
“Shareholders are advised that the ordinary resolutions to adopt and implement the Third Deed of Amendment were passed by the requisite majority of votes of shareholders present in person or represented by proxy,” Sygnia said.
Roughly 83% of the company’s shareholders voted on the resolution, with 86.99% voting in its favour and 13.01% voting against it.
Controversy around executive pay
After the amendments to Sygnia’s share option programme were initially proposed, controversy erupted over the potential benefit to the company’s CEO and founder, Magda Wierzycka.
Under the proposed changes, Wierzycka and others would stand to gain through access to additional shares, which some investors opposed.
Wierzycka spoke to Alec Hogg on Biznews about the proposal and said it was intended to reward executive staff who had helped build the business.
“The only reason to do that is to incentivise and lock in our executives and executive team,” she said.
She said the share option scheme, in its previous form, was not sufficient to attract new senior executives in the current market.
The scheme would also ensure that a future CEO would be adequately remunerated for the role in the company should she leave.
“If I fall under the bus tomorrow, we don’t have a share option scheme that would attract a new CEO and reward a new CEO. We have nothing,” Wierzycka said.
While she said this was the intention behind the proposed change to the scheme, she acknowledged that she would benefit from it.
“I’m not denying for a second, neither is the board, that I would benefit from that scheme as a CEO,” she said.
Wierzycka said the dispute over the change reminded her of a belief she formed early in her career that she would not work for others.
Before founding Sygnia, she worked for Coronation Fund Managers and, after leaving the company, said to herself, “I will never, ever work for anyone else again. Ever.”
Due to disagreements over the proposed scheme, she said she may have to reconsider her position at the company.
She stressed that this was not a threat to resign immediately, saying, “It’s not a threat. I mean, it’s just I’m putting it out there.”
“I will have to look at it and go, well, do I want to, whether it’s a vote of no confidence in the decision-making I’m making or not, I have to look at it very carefully.”
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