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Notification of transactions by relevant Directors, Persons Discharging Managerial Responsibilities

Published: 2022-06-09 14:01:05 ET
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Ninety One Limited                                                          Ninety One plc
Incorporated in the Republic of South Africa                                Incorporated in England and Wales
Registration number 2019/526481/06                                          Registration number 12245293
JSE share code: NY1                                                         LSE share code: N91
ISIN: ZAE000282356                                                          JSE share code: N91
                                                                            ISIN: GB00BJHPLV88




Notification of transactions by relevant Directors, Persons Discharging Managerial Responsibilities and
persons closely associated with them, prescribed officers, company secretaries and associates.

As part of the dual listed company structure, Ninety One plc and Ninety One Limited (together "Ninety One") notify both
the London and Johannesburg Stock Exchanges of those interests (and changes to those interests) of (i) directors of both
entities and the respective company secretaries and such persons’ respective associates and persons closely associated
with them, (ii) prescribed officers and persons discharging managerial responsibilities ("PDMRs") and such persons’
respective associates and persons closely associated with them, and (iii) in certain instances the directors and company
secretaries of major subsidiaries of Ninety One and such persons’ respective associates, in the securities of Ninety One
plc and Ninety One Limited which are required to be disclosed under Article 19(1) of the Market Abuse Exit Regulations
2019 (“UK MAR”), the Listing Rules, and the Disclosure Guidance and Transparency Rules of the FCA and/or the JSE
Listings Requirements. Clearance was obtained for the below dealing in securities.

1    Details of the person discharging managerial responsibilities / person closely associated / associate




a)   Legal person                                Forty Two Point Two




2    Reason for the notification




a)   Position/status                               In terms of UK MAR, the Listing Rules, and the Disclosure Guidance
                                                   and Transparency Rules of the FCA, this notification concerns a
                                                   person closely associated with Hendrik du Toit and Kim McFarland,
                                                   each of whom is a Director of Ninety One plc (i.e. a PDMR).

                                                   In terms of the JSE Listings Requirements, Forty Two Point Two is
                                                   wholly owned by the Marathon Trust and the undermentioned
                                                   persons (who are directors of Ninety One plc, Ninety One Limited
                                                   and/or major subsidiaries of Ninety One) are beneficiaries of the
                                                   Marathon Trust. Forty Two Point Two is an associate of these
                                                   persons for the purpose of the JSE Listings Requirements:-

                                                      •    Hendrik du Toit – Director of Ninety One plc and Ninety
                                                           One Limited
                                                      •    Kim McFarland – Director of Ninety One plc and Ninety
                                                           One Limited
                                                      •    Johan Schreuder – Director of Ninety One Assurance
                                                           Limited
                                                      •    Adam Fletcher – Director of Ninety One Guernsey Limited
                                                      •    David McGillveray - Director of Ninety One Guernsey
                                                           Limited

b)   Initial notification /Amendment             Initial notification




3    Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor




a)   Name                                        Ninety One plc




b)   LEI                                         549300G0TJCT3K15ZG14
4         Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction;
         (iii) each date; and (iv) each place where transactions have been conducted


a)        Description of the financial instrument, type
         of instrument
                                                          Ordinary shares of GBP0.0001 each


         Identification code
                                                          GB00BJHPLV88




b)       Nature of the transaction                        Acquisition of shares




c)       Price(s) and volume(s)                           a)
                                                          Price     GBP 2.126

                                                          Volume    650,000


d)       Date of the transaction                          9 June 2022




e)       Place of the transaction                         London Stock Exchange




In June 2020, Ninety One granted conditional share awards to Hendrik du Toit and Kim McFarland (being the deferred
portion of the short term incentive awards for their time as Executive Directors of Investec) for nil consideration. The
second and final tranche of those conditional share awards vested on 6 June 2022 and are subject to a twelve month
retention period from that date.

Take up of shares following vesting of conditional shares

Hendrik du Toit took up shares following vesting of conditional shares on 6 June 2022.

     1     Details of the person discharging managerial responsibilities / person closely associated /
           associate

    a)     Legal person                                       Hendrik du Toit

    2      Reason for the notification

    a)     Position/status                                    Director

    b)     Initial notification /Amendment                    Initial notification

    3      Details of the issuer, emission allowance market participant, auction platform, auctioneer or
           auction monitor

    a)     Name                                               Ninety One plc

    b)     LEI                                                549300G0TJCT3K15ZG14

    4      Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of
           transaction; (iii) each date; and (iv) each place where transactions have been conducted

    a)     Description of the financial instrument, type      Ordinary shares of GBP0.0001 each
           of instrument

           Identification code                                GB00BJHPLV88
 b)    Nature of the transaction                       Off market take up of shares on vesting of conditional
                                                       shares.


 c)    Price(s) and volume(s)                           Price(s)                      Volume(s)

                                                        GBP 2.18                      7,953

 d)    Aggregated information

       - Aggregated volume                             7,953

       - Price                                         GBP 2.18

 e)    Date of the transaction                         6 June 2022

 f)    Place of the transaction                        London


In compliance with Rules 3.63 – 3.74 of the JSE Listings Requirements we disclose the following additional information:

 Price                                                 £2.18
 Total value of transaction                            £17,337.54
 Highest price                                         N/A
 Lowest price                                          N/A
 Nature of interest                                    Direct beneficial

Take up of shares following vesting of conditional shares

Kim McFarland took up shares following vesting of conditional shares on 6 June 2022.

  1    Details of the person discharging managerial responsibilities / person closely associated /
       associate

 a)    Legal person                                    Kim McFarland

 2     Reason for the notification

 a)    Position/status                                 Director

 b)    Initial notification /Amendment                 Initial notification

 3     Details of the issuer, emission allowance market participant, auction platform, auctioneer or
       auction monitor

 a)    Name                                            Ninety One plc

 b)    LEI                                             549300G0TJCT3K15ZG14

 4     Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of
       transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)    Description of the financial instrument, type   Ordinary shares of GBP0.0001 each
       of instrument

       Identification code                             GB00BJHPLV88

 b)    Nature of the transaction                       Off market take up of shares on vesting of conditional
                                                       shares.


 c)    Price(s) and volume(s)                           Price(s)                      Volume(s)

                                                        GBP 2.18                      6,224

 d)    Aggregated information

       - Aggregated volume                             6,224

       - Price                                         GBP 2.18
 e)    Date of the transaction                         6 June 2022

 f)    Place of the transaction                        London


In compliance with Rules 3.63 – 3.74 of the JSE Listings Requirements we disclose the following additional information:

 Price                                                 £2.18
 Total value of transaction                            £13,568.32
 Highest price                                         N/A
 Lowest price                                          N/A
 Nature of interest                                    Direct beneficial


On 31 May 2022, additional Ninety One plc conditional shares were granted by Investec to Hendrik du Toit and Kim
McFarland, in respect of unvested Investec plc share awards as a result of the distribution of Ninety One shares to
existing Investec shareholders. A tranche of these conditional shares vested on 6 June 2022 in line with the vesting of
the 2020 Investec short term incentive awards and are subject to a twelve month retention period.

Take up of shares following vesting of conditional shares

Hendrik du Toit took up shares following vesting of conditional shares on 6 June 2022.

  1    Details of the person discharging managerial responsibilities / person closely associated /
       associate

 a)    Legal person                                    Hendrik du Toit

 2     Reason for the notification

 a)    Position/status                                 Director

 b)    Initial notification /Amendment                 Initial notification

 3     Details of the issuer, emission allowance market participant, auction platform, auctioneer or
       auction monitor

 a)    Name                                            Ninety One plc

 b)    LEI                                             549300G0TJCT3K15ZG14

 4     Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of
       transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)    Description of the financial instrument, type   Ordinary shares of GBP0.0001 each
       of instrument

       Identification code                             GB00BJHPLV88

 b)    Nature of the transaction                       Off market take up of shares on vesting of conditional
                                                       shares.


 c)    Price(s) and volume(s)                           Price(s)                      Volume(s)

                                                        GBP 2.18                      2,833

 d)    Aggregated information

       - Aggregated volume                             2,833

       - Price                                         GBP 2.18

 e)    Date of the transaction                         6 June 2022

 f)    Place of the transaction                        London


In compliance with Rules 3.63 – 3.74 of the JSE Listings Requirements we disclose the following additional information:

 Price                                                 £2.18
 Total value of transaction                            £6,175.94
 Highest price                                         N/A
 Lowest price                                          N/A
 Nature of interest                                    Direct beneficial



Take up of shares following vesting of conditional shares

Kim McFarland took up shares following vesting of conditional shares on 6 June 2022.

  1    Details of the person discharging managerial responsibilities / person closely associated /
       associate

 a)    Legal person                                    Kim McFarland

 2     Reason for the notification

 a)    Position/status                                 Director

 b)    Initial notification /Amendment                 Initial notification

 3     Details of the issuer, emission allowance market participant, auction platform, auctioneer or
       auction monitor

 a)    Name                                            Ninety One plc

 b)    LEI                                             549300G0TJCT3K15ZG14

 4     Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of
       transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)    Description of the financial instrument, type   Ordinary shares of GBP0.0001 each
       of instrument

       Identification code                             GB00BJHPLV88

 b)    Nature of the transaction                       Off market take up of shares on vesting of conditional
                                                       shares.


 c)    Price(s) and volume(s)                           Price(s)                      Volume(s)

                                                        GBP 2.18                      2,217

 d)    Aggregated information

       - Aggregated volume                             2,217

       - Price                                         GBP 2.18

 e)    Date of the transaction                         6 June 2022

 f)    Place of the transaction                        London


In compliance with Rules 3.63 – 3.74 of the JSE Listings Requirements we disclose the following additional information:

 Price                                                 £2.18
 Total value of transaction                            £4,833.06
 Highest price                                         N/A
 Lowest price                                          N/A
 Nature of interest                                    Direct beneficial

Date of release: 9 June 2022

JSE Sponsor: J.P. Morgan Equities South Africa (Pty) Ltd