Nuvama Wealth Management Limited

Nature of Disclosure: Regulatory filing pursuant to Regulation 30 of SEBI Listing Regulations regarding adoption of Employee Stock Appreciation Rights Scheme.

Board Approval: The Board of Directors of Nuvama Wealth Management Limited, based on the recommendation of the Nomination and Remuneration Committee, at their meeting held on June 29, 2026, approved the proposal to adopt the "Nuvama Wealth Management Limited Employee Stock Appreciation Rights Scheme 2026" (ESAR 2026). The approval is subject to the approval of the Members of the Company through postal ballot.

Scheme Details:

  • The Company may grant Employee Stock Appreciation Rights (ESARs) under the Scheme to eligible employees of the Company, its existing and future subsidiary company(ies) and/or associate company(ies).
  • The total number of ESARs to be granted under the Scheme shall not exceed 1,37,00,000 (One Crore Thirty Seven Lakh) ESARs.
  • The principal object is to reward Eligible Employees for their performance, motivate them to contribute to growth and profitability, and attract, retain and reward talent.

Administration: The Scheme shall be administered by the Nomination and Remuneration Committee (NRC) of the Board, which will determine eligibility, grant, vesting and other terms in accordance with applicable laws and regulations.

Equity Share Allocation: Exercise of vested ESARs would entitle Eligible Employees to apply for and be allotted Equity Shares of the Company, upon payment of Exercise Price and taxes, up to a maximum of 1,37,00,000 Equity Shares of face value ₹2 each (as adjusted for any capital structure changes).

ESAR Structure: The Scheme adopts an ESAR structure where settlement is linked to the appreciation in the value of underlying Equity Shares over the ESAR price, rather than the full value. Accordingly, the actual number of Equity Shares issued is expected to be materially lower than the ESAR pool, limiting dilution.

Vesting Period: ESARs shall vest not earlier than 1 year and not later than 6 years from the date of grant as determined by the NRC.

Exercise Period: The exercise period for vested ESARs shall be minimum 1 year and maximum 5 years commencing from the date of each vesting, as decided by the NRC.

Grant Horizon: The ESAR 2026 is expected to have a grant horizon of approximately 4 to 5 years during which ESARs may be granted.

Current Status: No ESARs have been granted or exercised under this newly proposed Scheme. Items related to exercised ESARs, money realized, shares issued, lapsed ESARs, variations of terms, and diluted EPS are marked as not applicable at this stage.

Regulatory Compliance: The scheme is in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The disclosure is made pursuant to SEBI Master Circular No. SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.