Zaggle Prepaid Ocean Services Limited has granted 1,27,623 stock options to eligible employees under its Employee Stock Option Scheme 2022, following approval from the Nomination and Remuneration Committee on February 12, 2026. The committee meeting was held from 12:45 PM to 01:07 PM IST, where the grant was formally approved in compliance with SEBI regulations.

ESOP Grant Details

The stock options granted under Zaggle ESOP 2022 carry specific terms and pricing structure designed to benefit eligible employees:

Each stock option is convertible into one fully paid-up equity share, meaning the grant covers 1,27,623 equity shares with a face value of ₹1 each. The exercise price of ₹223 per option was determined at a 25% discount to the closing market price of the company's shares on February 11, 2026.

Exercise and Vesting Framework

The ESOP scheme provides flexibility in terms of exercise periods and conditions. Option grantees are entitled to exercise their options from the first date of vesting until ten years from the vesting of the final tranche. However, specific cases such as resignation, death, and other circumstances outlined in Clause 17(d) of the Zaggle ESOP 2022 may have different exercise periods as specified in the scheme.

The options will be exercisable according to terms and conditions determined by the Nomination and Remuneration Committee and detailed in individual grant letters issued to employees.

Regulatory Compliance and Administration

The Zaggle ESOP 2022 scheme operates in full accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The scheme is administered by the Nomination and Remuneration Committee, which oversees all aspects of option grants and exercises.

Key Scheme Features:

• Provisions for handling options in cases of death, permanent incapacity, resignation, termination, and retirement
• Adjustment mechanisms for corporate actions including rights issues, bonus issues, stock splits, mergers, and reorganizations
• No lock-in period for equity shares allotted upon exercise of stock options
• Fair and reasonable adjustment procedures for various corporate scenarios

Corporate Governance

The company has fulfilled its disclosure obligations under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intimation was formally communicated to both the National Stock Exchange of India Limited and BSE Limited, ensuring transparency in corporate actions.

The grant represents part of Zaggle's employee retention and motivation strategy, providing eligible employees with an opportunity to participate in the company's growth through equity ownership. The scheme's structure allows for long-term employee engagement while maintaining compliance with regulatory requirements and best practices in corporate governance.

Zaggle Prepaid Ocean Services Limited has entered into a strategic agreement with Rebel Foods Private Limited, the company announced in a regulatory filing dated February 12, 2026. The agreement involves the provision of Zaggle's Zoyer Platform services to Rebel Foods, marking a significant business development for the fintech company.

Agreement Details

The key parameters of the agreement are outlined in the regulatory disclosure:

Regulatory Compliance

The agreement disclosure was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided comprehensive details as required under SEBI Master Circular Ho/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026.

Transaction Structure

The agreement represents a standard commercial arrangement between the two entities. Key aspects include:

• No Related Party Interest: The promoter, promoter group, or group companies have no interest in Rebel Foods Private Limited
• Arms Length Transaction: The agreement does not fall within related party transactions
• Domestic Focus: Both the contracting entity and nature of services are domestic

Platform Services

Under the agreement, Zaggle will provide its Zoyer Platform services to Rebel Foods Private Limited. The Zoyer Platform represents one of Zaggle's key service offerings in the fintech and prepaid services space. The one-year duration provides a structured timeline for service delivery and performance evaluation.

The agreement was signed by Avinash Ramesh Godkhindi, Managing Director and Chief Executive Officer of Zaggle Prepaid Ocean Services Limited, with the digital signature executed on February 12, 2026. This partnership with Rebel Foods Private Limited demonstrates Zaggle's continued expansion in providing platform-based financial technology solutions to corporate clients.