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Dealings in securities by directors
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
(“Nedbank Group”)
DEALINGS IN SECURITIES BY DIRECTORS
In terms of paragraphs 3.63 - 3.66 of the Listings Requirements of the JSE Limited, the following
information is disclosed in respect of the vesting of Nedbank Group ordinary shares to executive
directors and a non-executive director (executive at time participation was approved) of Nedbank
Group and Nedbank Limited.
These shares have vested in terms of the 2010 Matched Share Scheme, whereby:
(a) in terms of the compulsory bonus deferral scheme (CBSS), deferred bonus amounts could
be invested in the Matched Share Scheme. The deferred amount would be forfeited
should the employee resign before the end of the deferral period as well as in cases where,
in the sole opinion of the Nedbank Group board, material irregularities or
misrepresentation of financial results came to light during the deferral period. In these
instances, the employee forgoes the right to matching on the deferred bonus amount
subject to forfeiture;
(b) in terms of the voluntary bonus share scheme (VBSS), up to 50% of an employee’s total
after-tax bonus (less any amount already deferred under the compulsory bonus deferral
scheme) could be used to acquire shares in Nedbank Group which would then be
committed into the Matched Share Scheme. Alternatively, the employee could commit
shares already owned by them up to an equivalent amount of 50% of the employee’s total
after-tax bonus less any amount already deferred under the compulsory bonus deferral
scheme. The employee could dispose of these shares at any time prior to the vesting
dates, which would cancel their participation in the scheme in respect of those shares and
render them ineligible to qualify for any matching of shares.
On the vesting date (the day following three years after the inception date), 50% of the shares still
held in trust in respect of the participant’s portfolio would be matched on a one-for-one basis if
the person continued in the employ of the company throughout the vesting period. A further 50%
of the shares held on vesting date could have been matched on a one-for-one basis if the
predetermined company performance target for the period 2010 to 2012 was met. However, this
performance target was not achieved and therefore the participants will forfeit the matching that
was potentially due in this regard.
Name: MWT Brown
Capacity: Chief Executive
Date of transaction: 1 April 2013
Price per share: R193.49 (volume-weighted average price for the three trading
days preceding 31 March 2013)
Number of securities: 2 448 (50% of 4 895 CBSS shares held in trust)
2 176 (50% of 4 351 VBSS shares held in trust)
Total value: R894 697,76
Nature of transaction: Vesting of shares in terms of participation in 2010 Matched
Share Scheme
Inception date: 31 March 2010
Vesting date: 1 April 2013
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R894 697,76
---
Name: GW Dempster
Capacity: Executive Director
Date of transaction: 1 April 2013
Price per share: R193.49 (volume-weighted average price for the three trading
days preceding 31 March 2013)
Number of securities: 2 176 (50% of 4 351 CBSS shares held in trust)
1 361 (50% of 2 721 VBSS shares held in trust)
Total value: R684 374,13
Nature of transaction: Vesting of shares in terms of participation in 2010 Matched
Share Scheme
Inception date: 31 March 2010
Vesting date: 1 April 2013
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R684 374,13
---
Name: RK Morathi
Capacity: Executive Director
Date of transaction: 1 April 2013
Price per share: R193,49 (volume-weighted average price for the three trading
days preceding 31 March 2013)
Number of securities: 1 088 (50% of 2 175 VBSS shares held in trust)
Total value: R210 517,12
Nature of transaction: Vesting of shares in terms of participation in 2010 Matched
Share Scheme
Inception date: 31 March 2010
Vesting date: 1 April 2013
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R210 517,12
---
Name: TA Boardman
Capacity: Non-executive director. Approval for participation was
granted whilst Mr Boardman was still an executive director.
Date of transaction: 1 April 2013
Price per share: R193,49 (volume-weighted average price for the three trading
days preceding 31 March 2013)
Number of securities: 8 159 (50% of 16 318 CBSS shares held in trust)
2 176 (50% of 4 351 VBSS shares held in trust)
Total value: R1 999 719,15
Nature of transaction: Vesting of shares in terms of participation in 2010 Matched
Share Scheme
Inception date: 31 March 2010
Vesting date: 1 April 2013
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R1 999 719,15
The required prior written clearance for the vesting of the shares has been obtained.
Sandton
3 April 2013
Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank Capital
Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd
Date: 03/04/2013 01:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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