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AFRICAN RAINBOW MINERALS LIMITED - Dealings in Securities

Release Date: 23/12/2024 07:05
Code(s): ARI     PDF:  
Wrap Text
Dealings 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")

DEALINGS IN SECURITIES


A. Equity settlement of conditional shares

In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the JSE
Limited ("the Listings Requirements"), we hereby provide the following
information regarding the equity settlement of conditional shares by ARM to
the undermentioned Directors and Prescribed Officers of the Company, and the
undermentioned Directors of Two Rivers Platinum Proprietary Limited and ARM
Mining Consortium Limited, major subsidiaries of the Company. These awards
were made in terms of The African Rainbow Minerals Limited 2018 Conditional
Share Plan (the "2018 CSP") and on recommendation of the Remuneration
Committee, approved by ARM's Board of Directors. The calculation of the gross
value of conditional shares vested is based upon the closing ARM share price
of R162.19 on 12 December 2024.

Conditional shares

Date of transaction                 18 December 2024
Nature of transaction               Equity settlement of conditional shares in
                                    terms of the 2018 CSP by means of on-
                                    market purchase of shares in the market

Date of award                       8 March 2022
Vesting date for settlement         13 December 2024
Class of securities                 Ordinary shares
Extent of interest                  Direct, beneficial


Name            Designation     Number of   Gross value   Number of     Number of      Value of
                              conditional     of vested      shares   conditional   conditional
                                   shares     shares at    withheld        shares        shares
                                   vested       vesting    to cover    settled on       settled
                                                   date         tax      a net of           (R)
                                            (before tax   liability     tax basis
                                             liability)          **
                                                    (R)

PT Motsepe,     Executive        115 660    18 758 895           -             -    18 222 233
Dr *            Chairman
VP Tobias       Chief             59 850     9 707 072      26 933        32 917     5 186 073
                Executive
                Officer
TTA Mhlanga     Finance           45 958     7 453 928      20 682        25 276     3 982 234
                Director
HL Mkatshana    Prescribed        43 097     6 989 902      19 394        23 703     3 734 408
                Officer
MP Schmidt      Prescribed       100 849    16 356 699      45 383        55 466     8 738 668
                Officer
A Joubert       Prescribed        49 263     7 989 966      22 169        27 094     4 268 660
                Officer
NV Khumalo      Director of       25 807     4 185 637      11 614        14 193     2 236 107
                Two Rivers
                Platinum
                Proprietary
                Limited
BR Tshabalala   Director of       24 068     3 903 589      10 905        13 163     2 073 831
                ARM Mining
                Consortium
                Limited

The calculation of the value of the conditional shares settled is based upon the
volume weighted average price of shares purchased in settlement, being R157.55,
with a low of R152.71 per share and a high of R161.88 per share.

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.

* Dr PT Motsepe has elected to pay for the tax liability from his own resources.

**The number of shares withheld to cover tax liability is determined based on the
  closing ARM share price on the trading day before the vesting date, i.e. 12
  December 2024, of R162.19, in accordance with the provisions of the 2018 CSP
  rules.


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 PT Motsepe, to transfer his shares acquired by market
purchase as described in "A" above to African Rainbow Minerals & Exploration

Investments Proprietary Limited ("ARMI"). More than 99% of 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
PT 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 December 2024
Nature of transaction                   Off-market transfer of shares to ARMI
                                        with beneficial ownership as described
                                        above
Deemed price of securities              Volume weighted average price of shares
transferred                             purchased in settlement, being R157.55,
                                        with a low of R152.71 per share and a high
                                        of R161.88 per share.
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                    115 660         18 222 233

The calculation of the value of the shares transferred is based upon the volume
weighted average price of shares purchased in settlement, being R157.55, with a
low of R152.71 per share and a high of R161.88 per share.

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.


Sandton
23 December 2024

Sponsor to ARM:
Investec Bank Limited


Date: 23-12-2024 07:05:00
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