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Dealings in Securities: Vesting of Restricted Shares Previously Allocated in 2020

Published: 2023-03-27 18:00:36 ET
<<<  go to JSE:NED company page
NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
JSE alpha code: NEDI
(“Nedbank Group”)


DEALINGS IN SECURITIES BY EXECUTIVE DIRECTORS, PRESCRIBED OFFICERS AND COMPANY
SECRETARY: VESTING OF RESTRICTED SHARES PREVIOUSLY ALLOCATED IN 2020


The following information is disclosed in respect of the vesting of Nedbank Group restricted shares
previously granted to the executive directors, prescribed officers and the company secretary of
Nedbank Group in terms of the Nedbank Group (2005) Share Option, Matched Share and Restricted
Share Scheme. This is a voluntary announcement as these vestings are not classified as ‘dealings’ in
terms of the JSE Listings Requirements.

Restricted shares are issued at no cost to eligible employees and are fully taxable and subject to the
deduction of PAYE at the time of vesting. Participants are entitled to the dividends paid on all
restricted shares from the date the award is allocated.

Restricted share allocations to executive directors and prescribed officers in March 2020 were
awarded with performance-based vesting criteria only. The executive directors and prescribed
officers are not entitled to any of the restricted shares which were allocated on 19 March 2020 and
which vested on 22 March 2023.

Anél Bosman and Terence Sibiya were not prescribed officers or members of the Group Exco at the
time of the allocation in 2020. They and the company secretary were awarded restricted shares with
both performance-based and time-based vesting criteria, and are entitled to 0% of the restricted
shares allocated with performance-based vesting criteria on 19 March 2020, and 100% of the
restricted shares allocated with time-based vesting criteria on 20 March 2020, which vested on 22
March 2023.

As a result of the pre-determined corporate performance conditions not all being fully met in respect
of the performance-based restricted shares allocated on 20 March 2020, the following restricted
Nedbank Group ordinary shares held by the executive directors, prescribed officers and company
secretary of Nedbank Group were forfeited on 20 March 2023:

Name                      Designation                Number of       Notional         Total notional
                                                     restricted      value of loss    value forfeited
                                                       shares        per share on
                                                      forfeited      forfeiture
MWT Brown                Chief Executive               91 824        R207.86          R19 086 536.64
MH Davis             Chief Financial Officer           35 545        R207.86           R7 388 383.70
MC Nkuhlu            Chief Operating Officer           60 722        R207.86          R12 621 674.92
A Bosman               Prescribed Officer              47 155        R207.86           R9 801 638.30
I Ruggiero             Prescribed Officer              39 988        R207.86           R8 311 905.68
TG Sibiya              Prescribed Officer              34 359        R207.86           R7 141 861.74
CJ Thomas              Prescribed Officer              60 722        R207.86          R12 621 674.92
J Katzin              Company Secretary                 8 531        R207.86           R1 773 253.66




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Details of the vesting of the time-based awards for Anél Bosman and Terence Sibiya (prescribed
officers) and Jackie Katzin (company secretary) are set out below:

        Name:                                            A Bosman
        Capacity:                                        Prescribed Officer (Group Managing Executive:
                                                         Corporate & Investment Banking)
        Date of transaction (vesting date):              22 March 2023
        Vesting price per share:                         R213.97
        Number of securities:                            9 716
        Total value:                                     R2 078 932.52
        Nature of transaction:                           100% vesting of time-based restricted shares in
                                                         terms of participation in the Nedbank Group
                                                         (2005) Share Option, Matched Share and
                                                         Restricted Share Scheme
        Inception date:                                  20 March 2020
        Nature of trade:                                 Off market
        Extent of interest:                              Direct beneficial

                                  -------------------------------------------

        Name:                                            TG Sibiya
        Capacity:                                        Prescribed officer (Group Managing Executive:
                                                         Nedbank Africa Regions)
        Date of transaction (vesting date):              22 March 2023
        Vesting price per share:                         R213.97
        Number of securities:                            7 109
        Total value:                                     R1 521 112.73
        Nature of transaction:                           100% vesting of time-based restricted shares in
                                                         terms of participation in the Nedbank Group
                                                         (2005) Share Option, Matched Share and
                                                         Restricted Share Scheme
        Inception date:                                  20 March 2020
        Nature of trade:                                 Off market
        Extent of interest:                              Direct beneficial

                                  -------------------------------------------

        Name:                                            J Katzin
        Capacity:                                        Company Secretary
        Date of transaction (vesting date):              22 March 2023
        Vesting price per share:                         R213.97
        Number of securities:                            5 687
        Total value:                                     R1 216 847.39
        Nature of transaction:                           100% vesting of time-based restricted shares in
                                                         terms of participation in the Nedbank Group
                                                         (2005) Share Option, Matched Share and
                                                         Restricted Share Scheme
        Inception date:                                  20 March 2020
        Nature of trade:                                 Off market
        Extent of interest:                              Direct beneficial

                                  -------------------------------------------

The required prior written clearance was obtained when the awards were initially granted in 2020,
other than in the case of Mike Davis, Anél Bosman and Terence Sibiya who were not executive
directors or prescribed officers at the time.


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Sandton
27 March 2023

Sponsors to Nedbank Group in South Africa:

Merrill Lynch South Africa (Pty) Limited
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Limited




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