Physicswallah Limited has made a regulatory disclosure pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board of Directors of the company, via circular resolution dated June 10, 2026, approved the allotment of 77,91,768 (Seventy-Seven Lakh Ninety-One Thousand Seven Hundred Sixty-Eight) equity shares of face value ₹1 each. These shares are fully paid up and were issued pursuant to the exercise of vested options under the Physicswallah Limited Employees' Stock Option Plan, 2022 (ESOP Plan 2022).

The newly allotted equity shares will rank pari passu with the existing equity shares of the company in all respects.

Capital Structure Impact

Consequent to this allotment, the company's paid-up share capital has increased from ₹2,88,86,00,608 to ₹2,89,63,92,376.

ESOP Plan Details

The ESOP scheme is structured in terms of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

  • Total shares covered by these options: 77,91,768 equity shares of face value ₹1 each
  • Exercise Price: ₹1 per stock option
  • Options exercised: 21,64,380 options under ESOP Plan 2022
  • Money realized by exercise of options: ₹21,64,380
  • Options lapsed: Not Applicable
  • Variation of terms of options: Not Applicable

Significant Terms of ESOP Plan 2022

The plan includes provisions for handling options in cases of death, permanent incapacity, resignation, termination, retirement, or abandonment. The plan also mandates appropriate adjustments to options in case of corporate actions such as rights issues, bonus issues, stock splits, consolidations, mergers, amalgamations, sale of divisions/undertakings, or other reorganizations. These adjustments are to be made in a fair and reasonable manner.

Specifically, the disclosure notes that due to a bonus issue approved by the board on March 4, 2025, and by shareholders on March 5, 2025, appropriate adjustments were made to the options exercised under ESOP Plan 2022.

Financial Impact

The diluted earnings per share (DEPS) pursuant to the issue of equity shares on exercise of options is Rs. (0.15). This DEPS calculation is based on the financials for the financial year ended March 31, 2026, and reflects the full dilutive effect of the shares issued upon the exercise of the options.