false 2023-06-30 0001041514 Lesaka Technologies, Inc. 0001041514 2023-06-30 2023-06-30

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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 30, 2023

LESAKA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

Florida 000-31203 98-0171860
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

President Place, 4th Floor, Cnr.
Jan Smuts Avenue and Bolton Road
 Rosebank, Johannesburg, South Africa
(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: 011-27-11-343-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbols   Name of each exchange on which registered
Common Shares   LSAK   NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b -2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 30, 2023, the board of directors (the "Board") of Lesaka Technologies, Inc., a Florida corporation (the "Company"), appointed Ms. Sharron Vanessa Naidoo to the Board as an independent, non-executive director, effective July 1, 2023, for a term that will expire at the Company's next annual meeting of shareholders. Ms. Naidoo was also appointed to the audit committee, effective July 1, 2023. There are no family relationships between Ms. Naidoo and any directors or officers of the Company. There have been no transactions nor are there any proposed transactions between the Company and Ms. Naidoo that would require disclosure pursuant to Item 404(a) of Regulation S-K.

Ms. Naidoo will be entitled to compensation on the same basis as the other non-executive directors of the Company.

In connection with Ms. Naidoo's appointment to the Board, the Company has entered into (i) an independent director agreement, providing for, among other things, the terms of her services as a director, compensation and liability, and (ii) an indemnification agreement, providing her with customary indemnification, the terms of which are identical in all material respects to the agreements that the Company previously entered into with its directors, and which were filed with the SEC as Exhibit 10.5 and Exhibit 10.4, respectively, to the Company's Annual Report on Form 10-K, dated as of September 9, 2022, respectively.

Item 7.01. Regulation FD Disclosure.

On July 6, 2023, the Company issued a press release announcing the appointment of Ms. Naidoo as described in Item 5.02 above. A copy of the Company's press release is attached hereto as Exhibit 99.1.

The information furnished herewith pursuant to Item 7.01 of this current report shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
   
99.1 Press Release, dated July 6, 2023, issued by Lesaka Technologies, Inc.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  LESAKA TECHNOLOGIES, INC.
     
Date: July 6, 2023 By: /s/ Naeem E. Kola
  Name: Naeem E. Kola
  Title: Group Chief Financial Officer

Exhibit 99.1

Lesaka Appoints Venessa Naidoo, Proven Finance and Technology Leader, as a Board member

Johannesburg, July 6, 2023 - Lesaka Technologies, Inc. ("Lesaka" or the "Company") (NasdaqGS: LSAK; JSE: LSK) today announced that it has appointed Ms. Venessa Naidoo as an independent non-employee director to its Board as of July 1, 2023. Ms. Naidoo has been appointed as a member of the Company's Audit Committee.

Ms. Naidoo brings a wealth of experience in finance, launching new technologies, managing rapid international growth, restructures, operating in emerging market economies and currencies, and delivering success in highly competitive environments. She is an experienced  non-executive director and currently serves on the boards of both OUTsurance, a leading South African insurance company, and RFG Holdings Limited in South Africa.

Ms. Naidoo is a Chartered Accountant (SA) and has completed the Harvard Business School and University of the Witwatersrand Senior Executive Programme.

"I would like to extend a warm welcome to Venessa as she joins our company," said Lesaka Chairman Mr. Kuben Pillay. "Ms. Naidoo is the consummate professional with many years of leadership experience with companies extending into Africa and internationally. Apart from her financial reporting, technical and leadership skills, her experience in the ever-evolving environmental, social and governance considerations will add immense value to Lesaka."

About Lesaka (www.lesakatech.com)

Lesaka Technologies, (Lesaka™) is a South African Fintech company that utilizes its proprietary banking and payment technologies to deliver superior financial services solutions to merchants (B2B) and consumers (B2C) in Southern Africa. Lesaka's mission is to drive true financial inclusion for both merchant and consumer markets through offering affordable financial services to previously underserved sectors of the economy. Lesaka offers cash management solutions, growth capital, card acquiring, bill payment technologies and value-added services to formal and informal retail merchants as well as banking, lending, and insurance solutions to consumers across Southern Africa. The Lesaka journey originally began as "Net1" in 1997 and later rebranded to Lesaka (2022), with the acquisition of Connect. As Lesaka, the business continues to grow its systems and capabilities to deliver meaningful fintech-enabled, innovative solutions for South Africa's merchant and consumer markets.

Lesaka has a primary listing on NASDAQ (NasdaqGS: LSAK) and a secondary listing on the Johannesburg Stock Exchange (JSE: LSK). Visit www.lesakatech.com for additional information about Lesaka Technologies (Lesaka ™).

Investor Relations and Media Relations Contact:

Phillipe Welthagen

Email: phillipe.welthagen@lesakatech.com

Mobile: +27 84 512 5393

FNK IR:

Rob Fink / Matt Chesler, CFA

Email: lsak@fnkir.com

v3.23.2
Document and Entity Information Document
Jun. 30, 2023
Document Information [Line Items]  
Document Type 8-K
Document Creation Date Jun. 30, 2023
Document Period End Date Jun. 30, 2023
Amendment Flag false
Entity Registrant Name Lesaka Technologies, Inc.
Entity Address, Address Line One President Place, 4th Floor, Cnr.
Entity Address, Address Line Two Jan Smuts Avenue and Bolton Road
Entity Address, City or Town Rosebank, Johannesburg
Entity Address, Country ZA
Entity Address, Postal Zip Code  
Entity Incorporation, State Country Name FL
City Area Code 11
Region code of country 27
Local Phone Number 343-2000
Entity File Number 000-31203
Entity Central Index Key 0001041514
Entity Emerging Growth Company false
Entity Tax Identification Number 98-0171860
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Shares
Trading Symbol LSAK
Security Exchange Name NASDAQ
Lesaka Technologies (NASDAQ:LSAK)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Lesaka Technologies Charts.
Lesaka Technologies (NASDAQ:LSAK)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Lesaka Technologies Charts.