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Dealing in Securities by Director

Published: 2022-12-09 18:15:29 ET
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Naspers Limited
(Incorporated in the Republic of South Africa)
(Registration number 1925/001431/06)
JSE share code: NPN ISIN: ZAE000015889
(Naspers)


DEALING IN SECURITIES BY DIRECTOR

In compliance with rules 3.63 to 3.74 of the JSE Limited Listings Requirements, the
following information is disclosed:

Director:                              Bob van Dijk
Company:                               Naspers Limited
Transaction date:                      7 December 2022
Nature of transaction:                 on market disposal of shares
Number of shares:                      31,395 Naspers N ordinary shares
Class of shares:                       N ordinary shares
Total value of transaction:            R82,796,611.31
Price per share:                       R2,637.2547
Nature of transaction:                 On 9 September 2019, Bob van Dijk was
                                       awarded 24,527 Naspers performance share
                                       units (PSUs) at a nil base cost.

                                       PSUs were awarded in FY20 following feedback
                                       from shareholders, to better incentivise long-
                                       term value creation in our underlying internet
                                       businesses.

                                       These Naspers PSUs and the linked Prosus N.V.
                                       (Prosus) PSUs were due to vest on 30 June
                                       2022 subject to performance conditions linked
                                       to the growth of the Ecommerce portfolio being
                                       met but the board could not determine the
                                       achievement of the PSU performance condition
                                       at that time and delayed the vesting until 9
                                       November 2022 following the conclusion of the
                                       Avito disposal.

                                       Following the vesting, Bob van Dijk exercised
                                       31,395 Naspers PSUs and the linked Prosus
                                       PSUs. He disposed of the entirety of the award
                                       on market.

Nature of interest:                    Direct Beneficial


Director:                              Basil Sgourdos
Company:                               Naspers Limited
Transaction date:                      7 December 2022
Nature of transaction:                 on market disposal of shares
Number of shares disposed:             2,451 Naspers N ordinary shares
Class of shares:                       N ordinary shares
Total value of transaction:            R6,463,911.27
Price per share:                       R2,637.2547
Nature of transaction:                 On 9 September 2019, Basil Sgourdos was
                                       awarded 12,718 Naspers PSUs at a nil base
                                       cost.
                                                              PSUs were awarded in FY20 and following
                                                              feedback    from    shareholders,   to   better
                                                              incentivise   long-term   value   creation   in
                                                              our underlying internet businesses.

                                                              These Naspers PSUs and the linked Prosus PSUs
                                                              were due to vest on 30 June 2022 subject to
                                                              performance conditions linked to the growth of
                                                              the Ecommerce portfolio being met but the
                                                              board could not determine the achievement of
                                                              the PSU performance condition at that time and
                                                              delayed the vesting until 9 November 2022
                                                              following the conclusion of the Avito disposal.

                                                              Following the vesting, Basil Sgourdos exercised
                                                              16,279 Naspers PSUs and the linked Prosus
                                                              PSUs. He disposed of 2,451 Naspers N ordinary
                                                              shares to cover taxes and other related costs on
                                                              market and took delivery of the remaining
                                                              13,828 Naspers N ordinary shares.

Nature of interest:                                           Direct Beneficial

Clearance:                                                    Clearance has been received in terms of
                                                              paragraph   3.66  of  the  JSE   Listings
                                                              Requirements

CAPE TOWN
9 December 2022
Sponsor: Investec Bank Limited



Investor Enquiries

Eoin Ryan, Head of Investor Relations                                                             +1 347-210-4305

Media Enquiries

Shamiela Letsoalo, Media Relations Director                                                       + 27 78 802 6310


About Naspers

Established in 1915, Naspers has transformed itself to become a global consumer internet company and one of the largest technology
investors in the world. Through Prosus, the group operates and invests globally in markets with long-term growth potential, building
leading consumer internet companies that empower people and enrich communities. Prosus has its primary listing on Euronext
Amsterdam and a secondary listing on the Johannesburg Stock Exchange and Naspers is the majority owner of Prosus.

In South Africa, Naspers is one of the foremost investors in the technology sector and is committed to building its internet and
ecommerce companies in the country. These include Takealot, Mr D Food, Superbalist, Autotrader, Property24 and PayU, in addition to
Media24, South Africa’s leading print and digital media business.

Naspers has a primary listing on the Johannesburg Stock Exchange (NPN.SJ) and a secondary listing on the A2X Exchange (NPN.AJ) in
South Africa and has a level 1 American Depository Receipt (ADR) programme which trades on an over-the-counter basis in the US.

For more information, please visit www.naspers.com.

Naspers Foundry

Naspers is focused on stimulating South Africa’s local tech sector through Naspers Foundry. This is a R1.4 billion investment vehicle that
invests in early-stage technology companies that seek to address big societal needs.
Naspers Labs

In 2019, Naspers Labs, a youth development programme designed to transform and launch South Africa’s unemployed youth into
economic activity, was launched. Naspers Labs focuses on digital skills and training, enabling young people to pursue tech careers.

Naspers for Good

Naspers employees are equally committed to giving back. Naspers for Good is a corporate philanthropy fund administered by a
committee of employees in South Africa. Through the fund, Naspers forms partnerships with organisations that have a proven track
record of delivering solutions for the most pressing challenges affecting our communities. Email causes@naspers.com for more
information.

Response to COVID-19

Naspers contributed R1.5 billion of emergency aid to support the South African government’s response to the COVID-19 pandemic. This
contribution consisted of R500 million towards the Solidarity Fund, and R1 billion worth of PPE sourced and distributed to South Africa’s
front-line healthcare workers. In addition, Naspers contributed R6.9 million to the Nelson Mandela Foundation’s EachOne FeedOne
programme to support families impacted by COVID-19 with meals for a year.