African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
(“ARM” or “the Company”)

DEALINGS IN SECURITIES


A. Equity settlement of conditional shares

In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the JSE
Limited (“the Listings Requirements”), we hereby provide the following
information regarding the equity settlement of conditional shares by ARM to
the undermentioned Directors and Prescribed Officer of the Company, and the
undermentioned Directors of Two Rivers Platinum Proprietary Limited and ARM
Mining Consortium Limited, major subsidiaries of the Company. These awards
were made in terms of The African Rainbow Minerals Limited 2018 Conditional
Share Plan (the “2018 CSP”) and on recommendation of the Remuneration
Committee, approved by ARM’s Board of Directors. The calculation of the gross
value of conditional shares vested is based upon the closing ARM share price
of R294.26 on 9 December 2022.

Conditional shares
Date of transaction                 19 December 2022
Nature of transaction               Equity settlement of conditional shares in
                                    terms of the 2018 CSP by means of on-
                                    market purchase of shares in the market

Date of award                       6 December 2019
Vesting date for settlement         12 December 2022
Class of securities                 Ordinary shares
Extent of interest                  Direct, beneficial




                                                                            1
Name           Designation       Number of   Gross value   Number of      Number of      Value of
                               conditional     of vested      shares    conditional   conditional
                                    shares     shares at    withheld         shares        shares
                                    vested       vesting    to cover   settled on a       settled
                                                    date         tax     net of tax           (R)
                                             (before tax   liability          basis
                                              liability)          **
                                                     (R)

PT Motsepe,    Executive          179 189    52 728 155         N/A        179 189    50 416 922
Dr *           Chairman
MP Schmidt     Chief              156 241    45 975 476      72 246         83 995    23 632 976
               Executive
               Officer
HL Mkatshana   Executive           66 770    19 647 740      30 875         35 895    10 099 478
               Director
A Joubert      Prescribed          76 322    22 458 511      35 320         41 002    11 536 392
               Officer
NV Khumalo     Director of         39 983    11 765 397      18 489         21 494     6 047 588
               Two Rivers
               Platinum
               Proprietary
               Limited, a
               major
               subsidiary of
               ARM
BR Mashiane    Director of         37 287    10 972 072      17 270         20 017     5 632 017
               ARM Mining
               Consortium
               Limited, a
               major
               subsidiary of
               ARM
PS Thwala      Director of         38 245    11 253 973      17 685         20 560     5 784 797
               ARM Mining
               Consortium
               Limited, a
               major
               subsidiary of
               ARM

   The calculation of the value of the conditional shares settled is based upon the
   volume weighted average price of shares purchased in settlement, being R281.3617,
   with a low of R271.79 per share and a high of R291.99 per share.

   The requisite clearances and approvals for these transactions have been
   obtained in compliance with the securities dealing policies and procedures of
   ARM and paragraph 3.66 of the Listings Requirements.

   *Dr PT Motsepe has elected to pay for the tax liability from his own resources.

   **The number of shares withheld to cover tax liability is determined based on the
   20-day volume weighted average share price on the vesting date, i.e. 12 December
   2022, of R286.37, in accordance with the provisions of the 2018 CSP rules.

                                                                                          2
B. Transfer of shares

In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by the Executive
Chairman of ARM, Dr Patrice Motsepe, to transfer his shares acquired by market
purchase as described in “A” above to African Rainbow Minerals & Exploration
Investments Proprietary Limited (“ARMI”). The shares of ARMI are indirectly
held and beneficially owned by trusts, which trusts, with the exception of The
Motsepe Foundation, hold those shares for the benefit of Dr Patrice Motsepe
and his immediate family. The Motsepe Foundation applies the benefits
emanating from its indirect shareholding in ARMI for philanthropic purposes.


Date of transaction                     19 December 2022
Nature of transaction                   Off-market transfer of shares to ARMI
                                        with beneficial ownership as described
                                        above
Deemed price of securities              Volume weighted average price of shares
transferred                             purchased in settlement, being R281.3617,
                                        with a low of R271.79 per share and a high
                                        of R291.99 per share.
Class of securities                     Ordinary shares
Nature of interest                      Indirect, beneficial
Clearance to deal                       Yes


Name               Designation                 Number of Ordinary       Total value
                                               shares transferred       (before tax
                                                                      liability) of
                                                                             shares
                                                                        transferred
                                                                                  R
PT Motsepe, Dr     Executive Chairman                    179 189        50 416 922

The calculation of the value of the shares transferred is based upon the volume
weighted average price of shares purchased in settlement, being R281.3617, with a
low of R271.79 per share and a high of R291.99 per share.

The requisite clearances and approvals for this transaction have been obtained
in compliance with the securities dealing policies and procedures of ARM and
paragraph 3.66 of the Listings Requirements.


Sandton
22 December 2022

Sponsor to ARM:
Investec Bank Limited




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