Dealings in securities by directors, by directors of a major subsidiary and by the company secretary RFG HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2012/074392/06) JSE share code: RFG ISIN: ZAE000191979 DEALINGS IN SECURITIES BY DIRECTORS, BY DIRECTORS OF A MAJOR SUBSIDIARY AND BY THE COMPANY SECRETARY In compliance with the JSE Limited Listings Requirements, the following information is disclosed in relation to the acceptance of Performance Shares allocated under the Rhodes Food Group 2015 Share Plan ("Plan") on 1 December 2020 ("Allocation Date"). Director : BAS Henderson Company : RFG Holdings Limited Date of transaction : 3 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 135 778 Performance Share allocation price* : R12.44 Total value of transaction : R1 689 078.32 Nature of interest : Direct beneficial Clearance obtained : Yes Director : WP Hanekom Company : RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 83 946 Performance Share allocation price* : R12.44 Total value of transaction : R1 044 288.24 Nature of interest : Direct beneficial Clearance obtained : Yes Director : CC Schoombie Company : RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 72 147 Performance Share allocation price* : R12.44 Total value of transaction : R897 508.68 Nature of interest : Direct beneficial Clearance obtained : Yes Director : J Mpele Company : Rhodes Food Group Proprietary Limited, a major subsidiary of RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 49 464 Performance Share allocation price* : R12.44 Total value of transaction : R615 332.16 Nature of interest : Direct beneficial Clearance obtained : Yes Director : C Mareka Company : Rhodes Food Group Proprietary Limited, a major subsidiary of RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 51 932 Performance Share allocation price* : R12.44 Total value of transaction : R646 034.08 Nature of interest : Direct beneficial Clearance obtained : Yes Director : C Costaras Company : Rhodes Food Group Proprietary Limited, a major subsidiary of RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 58 276 Performance Share allocation price* : R12.44 Total value of transaction : R724 953.44 Nature of interest : Direct beneficial Clearance obtained : Yes Director : B Lakey** Company : Rhodes Food Group Proprietary Limited, a major subsidiary of RFG Holdings Limited Date of transaction : 1 December 2020 Nature of transaction : Off market acceptance of Performance Shares granted to the director under the terms of the Plan Class of securities : Performance Shares in respect of ordinary shares Number of Performance Shares granted : 43 081 Performance Share allocation price* : R12.44 Total value of transaction : R535 927.64 Nature of interest : Direct beneficial Clearance obtained : Yes * Allocation price per Performance Share is based on a 10-day VWAP ended 27 November 2020. ** B Lakey is also the Company Secretary of RFG Holdings Limited. • The vesting of the Performance Shares is subject to certain conditions, including continued employment and the satisfaction of certain performance criteria. • To the extent that the employment and performance criteria are met, the Performance Shares will vest on the third anniversary of the Allocation Date. Groot Drakenstein 4 December 2020 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 04-12-2020 09:00:00 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.