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NEDBANK GROUP LIMITED - Dealings in Securities by Executive Directors, Prescribed Officers and Company Secretary: Vesting

Release Date: 25/03/2025 17:30
Wrap Text
Dealings in Securities by Executive Directors, Prescribed Officers and Company Secretary: Vesting

NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
JSE alpha code: NEDI
(Nedbank Group)


DEALINGS IN SECURITIES BY EXECUTIVE DIRECTORS, PRESCRIBED OFFICERS AND COMPANY
SECRETARY: VESTING OF RESTRICTED SHARES PREVIOUSLY ALLOCATED IN 2022


The following information is disclosed in respect of the vesting of Nedbank Group restricted shares
previously granted to the executive directors, prescribed officers and the company secretary of
Nedbank Group in terms of the Nedbank Group (2005) Share Option, Matched Share and Restricted
Share Scheme (Scheme).

This is a voluntary announcement as these vestings are not classified as dealings in terms of the JSE
Listings Requirements.

Restricted shares (being Nedbank Group ordinary shares) are issued at no cost to eligible employees
and are fully taxable and subject to the deduction of PAYE at the time of vesting. Participants are
entitled to the dividends paid on all restricted shares from the date the award is allocated.

Restricted share allocations to executive directors and prescribed officers (and all other Group Exco
members) were all awarded with performance-based vesting criteria. The executive directors and
prescribed officers are entitled to 60.5% of the restricted shares which were allocated on 17 March
2022 and which vested on 18 March 2025. The company secretary was awarded restricted shares with
both performance-based and time-based vesting criteria. She is entitled to 61.3% of the performance-
based restricted shares which were allocated on 17 March 2022 and which vested on 18 March 2025,
and 100% of the time-based restricted shares which were allocated on 18 March 2022 and which vested
on 19 March 2025. From March 2023, restricted share allocations to cluster exco members carry 100%
performance-based vesting criteria.

                                                 ---

Name:                                          MC Nkuhlu
Capacity:                                      Chief Operating Officer

Date of transaction (vesting date):            18 March 2025
Vesting price per share:                       R267.04
Number of securities:                          34 665
Total value:                                   R9 256 941.60
Nature of transaction:                         60.5% vesting of performance-based restricted
                                               shares in terms of participation Scheme
Inception date:                                17 March 2022
Nature of trade:                               Off market
Extent of interest:                            Direct beneficial

                                                 ---

                                                                                            
Name:                            MH Davis
Capacity:                        Chief Financial Officer

Vesting date:                    18 March 2025
Vesting price per share:         R267.04
Number of securities:            27 732
Total value:                     R7 405 553.28
Nature of transaction:           60.5% vesting of performance-based restricted
                                 shares in terms of participation in the Scheme
Inception date:                  17 March 2022
Nature of trade:                 Off market
Extent of interest:              Direct beneficial

                           ---

Name:                            A Bosman
Capacity:                        Prescribed officer (Group Managing Executive:
                                 Corporate & Investment Banking)

Vesting date:                    18 March 2025
Vesting price per share:         R267.04
Number of securities:            26 346
Total value:                     R7 035 435.84
Nature of transaction:           60.5% vesting of performance-based restricted
                                 shares in terms of participation in the Share
                                 Scheme
Inception date:                  17 March 2022
Nature of trade:                 Off market
Extent of interest:              Direct beneficial

                           ---

Name:                            I Ruggiero
Capacity:                        Prescribed officer (Group Managing Executive:
                                 Nedbank Wealth)

Vesting date:                    18 March 2025
Vesting price per share:         R267.04
Number of securities:            20 799
Total value:                     R5 554 164.96
Nature of transaction:           60.5% vesting of performance-based restricted
                                 shares in terms of participation in the Scheme
Inception date:                  17 March 2022
Nature of trade:                 Off market
Extent of interest:              Direct beneficial

                           ---

Name:                            TG Sibiya
Capacity:                        Prescribed officer (Group Managing Executive:
                                 Nedbank Africa Regions)

Vesting date:                    18 March 2025
Vesting price per share:         R267.04
Number of securities:            22 186
Total value:                     R5 924 549.44
Nature of transaction:           60.5% vesting of performance-based restricted
                                 shares in terms of participation in the Scheme
                                                                             
        
        Inception date:                                17 March 2022
        Nature of trade:                               Off market
        Extent of interest:                            Direct beneficial

                                                 ---

        Name:                                          CJ Thomas
        Capacity:                                      Prescribed officer (Group Managing Executive:
                                                       Retail and Business Banking)

        Vesting date:                                  18 March 2025
        Vesting price per share:                       R267.04
        Number of securities:                          27 732
        Total value:                                   R7 405 553.28
        Nature of transaction:                         60.5% vesting of performance-based restricted
                                                       shares in terms of participation in the Scheme
        Inception date:                                17 March 2022
        Nature of trade:                               Off market
        Extent of interest:                            Direct beneficial

                                                 ---

        Name:                                          J Katzin
        Capacity:                                      Company secretary

        Vesting date:                                  18 March 2025
        Vesting price per share:                       R267.04
        Number of securities:                          3 161
        Total value:                                   R844 113.44
        Nature of transaction:                         61.3% vesting of performance-based restricted
                                                       shares in terms of participation in the Scheme
        Inception date:                                17 March 2022
        Nature of trade:                               Off market
        Extent of interest:                            Direct beneficial

        Vesting date:                                  19 March 2025
        Vesting price per share:                       R264.65
        Number of securities:                          1 719
        Total value:                                   R454 933.35
        Nature of transaction:                         100% vesting of time-based restricted shares in
                                                       terms of participation in the Scheme
        Inception date:                                18 March 2022
        Nature of trade:                               Off market
        Extent of interest:                            Direct beneficial


                                                 ---


As a result of the pre-determined corporate performance conditions not all being fully met in respect
of the performance-based restricted shares allocated on 17 March 2022, the following restricted
Nedbank Group ordinary shares held by the executive directors, prescribed officers and company
secretary of Nedbank Group were forfeited on 18 March 2025:

 Name               Designation                           Number of            Notional     Total notional
                                                           restricted      value of loss             value
                                                              shares       per share on          forfeited
                                                            forfeited         forfeiture

 MH Davis        Chief Financial Officer                   18 105            R267.04             R4 834 759.20
 MC Nkuhlu       Chief Operating Officer                  22 632             R267.04             R6 043 649.28
 A Bosman        Prescribed Officer                       17 200             R267.04             R4 593 088.00
 I Ruggiero      Prescribed Officer                       13 579             R267.04             R3 626 136.16
 TG Sibiya       Prescribed Officer                       14 484             R267.04             R3 867 807.36
 CJ Thomas       Prescribed Officer                       18 105             R267.04             R4 834 759.20
 J Katzin        Company Secretary                         1 995             R267.04             R532 744.80


The required prior written clearance was obtained when the awards were initially granted in 2022.


Sandton
25 March 2025

Sponsors to Nedbank Group in South Africa:

Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Limited




                                                                                            

Date: 25-03-2025 05:30:00
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