African Rainbow Minerals (JSE:ARI) News - Dealing in Securities 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”) DEALING IN SECURITIES A. Equity settlement of bonus shares and performance shares In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the JSE Limited (“the Listings Requirements”), we provide the following information regarding the equity settlement of bonus shares and performance shares by ARM to the undermentioned Director of the Company. These awards were made in terms of The African Rainbow Minerals Limited 2008 Share Plan and on recommendation of the Remuneration Committee, approved by ARM’s Board of Directors. The calculation of the value of bonus shares and performance shares vested is based upon the closing ARM share price of R271.90 on 7 March 2022. 1. Performance shares Date of transaction 18 March 2022 Nature of transaction Equity settlement of performance shares in terms of The African Rainbow Minerals Limited 2008 Share Plan in off-market transactions Date of award 6 November 2018 Vesting date for settlement 8 March 2022 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number of Gross value of Number of Number of Value of performance vested shares shares performance performance shares at vesting withheld shares shares settled vested date to cover settled on a (R) (before tax tax net of tax liability) liability basis (R) PT Executive 75 115 20,423,768.50 N/A 75 115 21 004 407.45 Motsepe, Chairman Dr * The calculation of the value of the performance shares settled is based upon the closing ARM share price on 17 March 2022, which was R279.63. *Dr PT Motsepe has elected to pay for the tax liability from his own resources. 2. Bonus shares Date of transaction 18 March 2022 Nature of transaction Equity settlement of bonus shares in terms of The African Rainbow Minerals Limited 2008 Share Plan in off-market transactions Date of award 6 November 2018 Vesting date for settlement 8 March 2022 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number Gross value of Number of Number Value of bonus of vested shares shares of bonus shares settled bonus at vesting withheld shares (R) shares date to cover settled vested (before tax tax on a net liability) liability of tax (R) basis PT Motsepe, Executive 75 115 20,423,768.50 N/A 75 115 21 004 407.45 Dr * Chairman The calculation of the value of the bonus shares settled is based upon the closing ARM share price on 17 March 2022, which was R279.63. *Dr PT Motsepe has elected to pay for the tax liability from his own resources. 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. 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 subscription 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 18 March 2022 Nature of transaction Off-market transfer of shares to ARMI with beneficial ownership as described above Deemed price of securities Closing price of R279.63 on 17 March 2022 transferred 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 150 230 42 008 814.90 The calculation of the value of the shares transferred is based upon the closing ARM share price on 17 March 2022, which was R279.63. 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. C. Award and acceptance of conditional shares In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, we hereby provide the following information regarding the award to and acceptance of conditional shares by the undermentioned Directors of ARM Mining Consortium Limited, a major subsidiary of the Company: Conditional Shares Acceptance date 15 March 2022 Nature of transaction Off-market awards and acceptance of conditional shares in terms of The African Rainbow Minerals Limited 2018 Conditional Share Plan Vesting date for settlement 4 December 2024 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number of Value of award conditional (R) shares* BR Mashiane Director of ARM Mining 14 293 3 743 908 Consortium Limited, a major subsidiary of ARM PS Thwala Director of ARM Mining 14 660 3 840 040 Consortium Limited, a major subsidiary of ARM * The vesting of the conditional shares is conditional on pre-determined performance conditions and continued employment by ARM and where applicable, the reasons for the cessation of such employment. The calculation of the value of these awards is based upon the volume weighted average ARM share price for the 20 trading days ended 8 March 2022, which was R261.94. 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. D. Exercise of share options and acquisition of shares In compliance with paragraphs 3.63 to 3.66 of the Listings Requirements, the following information is provided regarding the exercise of share options and acquisition of shares by subscription by the undermentioned Director of ARM Mining Consortium Limited, a major subsidiary of ARM: In terms of the rules of the African Rainbow Minerals Limited Share Incentive Scheme, the share options described below would have expired on 18 March 2022, if not exercised by that date. Name of Director Princess Thwala Category of director Director of ARM Mining Consortium Limited, a major subsidiary of ARM Date of transaction 4 March 2022 Nature of transaction Exercise of share options and off-market acquisition of shares by subscription Class of securities Ordinary shares Offer price 5 214 options at R200.75 per share option; granted on 29 October 2013 and vested on 30 October 2017. Number of securities 5 214 Market price of securities Closing price of R287.69 per ARM share on Thursday, 3 March 2022 Total market value of R1 500 015.66 securities Nature of interest Direct, beneficial Clearance to deal Yes The requisite clearances and approvals for this transaction were obtained in compliance with the securities dealing policies and procedures of ARM and paragraph 3.66 of the Listings Requirements. Sandton 22 March 2022 Sponsor to ARM: Investec Bank Limited Date: 22-03-2022 05:50:00 Produced by the JSE SENS Department. 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