RMB HOLDINGS LIMITED - Dealings in securities

Dealings in securities

RMB HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/005115/06)
ISIN: ZAE000024501
JSE ordinary share code: RMH
(“RMH” or “the Company”)

DEALING IN SECURITIES 

In compliance with the JSE Limited Listings Requirements, the following dealings are disclosed in
relation to the RMH forfeitable share plan (“RMH FSP”) that vested on 26 September 2023. The
RMH FSP allowed for the value lost that participants experienced in their RMH share appreciation
right scheme (“RMH SARs”), due to the September 2022 and April 2021 special dividends, to be
replaced by an award of forfeitable shares (“the replacement awards”).

The RMH FSP awards are subject to the performance conditions being met. The Company
purchased the ordinary shares in the market and placed those shares in restricted accounts for the
benefit of participants, restrictions are lifted to the extent that performance conditions are met. The
SENS announcements released on 15 March 2022 and 13 December 2022 refer.

Considering the required performance conditions have been met, both directors have elected to
have the restriction lifted on the net of tax number of shares. The PAYE amount due is based on
vesting and has been calculated using a 5-day Volume Weighted Average Price (“VWAP”) of the
RMH shares. The number of shares that will be required to settle the PAYE have been returned to
RMH. The Company will be in a closed period from 30 September 2023 considering the financial
year end change, announced on 30 June 2023. The shares will be sold in the open market post the
closed period and this will be announced accordingly.

As a result of the settlement mechanics of the RMH FSP, the following disclosures are made.

 Director                                               :   BM Roberts
 Company                                                :   RMH
 Original award date of RMH SARs                        :   25 September 2020
 Date of replacement awards                             :   11 March 2022 and 13 December 2022
 Performance period                                     :   30 June 2020 to 31 March 2025
 Percentage of award vested                             :   95%
 Date of vesting                                        :   26 September 2023
 Nature of transaction                                  :   Vesting post restriction on RMH ordinary
                                                            shares lifted as a result of RMH FSP
                                                            awards
 Date of transaction                                    :   26 September 2023
 Class of securities                                    :   RMH ordinary shares
 Net number of shares                                   :   8 632 537
 Number of shares returned to RMH to settle tax             6 982 736
 Selling price per share                                :   47.029 cents*
 Value of shares returned to RMH for tax purposes       :   R3 283 910.91
 Net value of shares retained post vesting              :   R4 059 795.83
 Total value                                            :   R7 343 706.74
 Confirmation                                           :   Off-market
 Nature of interest                                     :   Direct beneficial
 Clearance obtained                                     :   Yes

 Director                                               :   EJ Marais
 Company                                                :   RMH
 Original award date of RMH SARs                        :   25 September 2020
 Date of replacement awards                             :   11 March 2022 and 13 December 2022
 Performance period                                     :   30 June 2020 to 31 March 2025
 Percentage of award vested                             :   95%
 Date of vesting                                        :   26 September 2023
 Nature of transaction                                  :   Vesting post restriction on RMH ordinary
                                                            shares lifted as a result of RMH FSP
                                                            awards
 Date of transaction                                    :   26 September 2023
 Class of securities                                    :   RMH ordinary shares
 Net number of shares                                   :   3 551 494
 Number of shares returned to RMH to settle tax         :   2 934 316
 Selling price per share                                :   47.029* cents
 Value of shares returned to RMH for tax purposes       :   R1 379 979.47
 Net value of shares retained post vesting              :   R1 670 232.11
 Total value                                            :   R3 050 211.58
 Confirmation                                           :   Off-market
 Nature of interest                                     :   Direct beneficial
 Clearance obtained                                     :   Yes


*5-day VWAP starting on 11 September 2023 and ending on 18 September 2023.

Bryanston
27 September 2023

Sponsor
BSM Sponsors Proprietary Limited

Date: 27-09-2023 03:01:00
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