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Dealings in securities by executive directors and company secretary
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 EXECUTIVE DIRECTORS AND COMPANY SECRETARY: VESTING
OF RESTRICTED SHARES PREVIOUSLY ALLOCATED IN 2012 AND SALE OF SHARES
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 and sale of Nedbank Group
ordinary shares that were allocated to the executive directors and company secretary of
Nedbank Group and Nedbank Limited on 7 and 8 March 2012.
In terms of the Nedbank Group (2005) Share Option, Matched Share and Restricted Share
Scheme, 37.9% of the restricted shares allocated with performance-based vesting criteria on
7 March 2012, and 100% of the restricted shares allocated on 8 March 2012 with time-based
vesting criteria, vested on 9 March 2015.
The restricted 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.
Name: MWT Brown
Capacity: Chief Executive
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 12 292
Total value: R3 109 876.00
Nature of transaction: 37.9% vesting of performance-based
restricted shares in terms of participation in
the Nedbank Group (2005) Share Option,
Matched Share and Restricted Share Scheme
Inception date: 7 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
Name: MWT Brown
Capacity: Chief Executive
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 32 431
Total value: R8 205 043.00
Nature of transaction: 100% vesting of time-based restricted shares
in terms of participation in the Nedbank
Group (2005) Share Option, Matched Share
and Restricted Share Scheme
Inception date: 8 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
---
Name: GW Dempster
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 10 536
Total value: R2 665 608.00
Nature of transaction: 37.9% vesting of performance-based
restricted shares in terms of participation in
the Nedbank Group (2005) Share Option,
Matched Share and Restricted Share Scheme
Inception date: 7 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
Name: GW Dempster
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 27 798
Total value: R7 032 894.00
Nature of transaction: 100% vesting of time-based restricted shares
in terms of participation in the Nedbank
Group (2005) Share Option, Matched Share
and Restricted Share Scheme
Inception date: 8 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
---
Name: RK Morathi
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 5 268
Total value: R1 332 804.00
Nature of transaction: 37.9% vesting of performance-based
restricted shares in terms of participation in
the Nedbank Group (2005) Share Option,
Matched Share and Restricted Share Scheme
Inception date: 7 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
Name: RK Morathi
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 13 899
Total value: R3 516 447.00
Nature of transaction: 100% vesting of time-based restricted shares
in terms of participation in the Nedbank
Group (2005) Share Option, Matched Share
and Restricted Share Scheme
Inception date: 8 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
---
Name: MC Nkuhlu
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 5 853
Total value: R1 480 809.00
Nature of transaction: 37.9% vesting of performance-based
restricted shares in terms of participation in
the Nedbank Group (2005) Share Option,
Matched Share and Restricted Share Scheme
Inception date: 7 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
Name: MC Nkuhlu
Capacity: Executive Director
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 15 433
Total value: R3 904 549.00
Nature of transaction: 100% vesting of time-based restricted shares
in terms of participation in the Nedbank
Group (2005) Share Option, Matched Share
and Restricted Share Scheme
Inception date: 8 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
---
Name: TSB Jali
Capacity: Company Secretary
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 3 044
Total value: R770 132.00
Nature of transaction: 37.9% vesting of performance-based
restricted shares in terms of participation in
the Nedbank Group (2005) Share Option,
Matched Share and Restricted Share Scheme
Inception date: 7 March 2012
Nature of trade: Off market
Extent of interest: Direct beneficial
Name: TSB Jali
Capacity: Company Secretary
Date of transaction (vesting date): 9 March 2015
Vesting price per share: R253.00
Number of securities: 8 030
Total value: R2 031 590.00
Nature of transaction: 100% vesting of time-based restricted shares
in terms of participation in the Nedbank
Group (2005) Share Option, Matched Share
and Restricted Share Scheme
Inception date: 8 March 2012
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 7 March 2012, the
following restricted Nedbank Group ordinary shares held by the executive directors of
Nedbank Group and Nedbank Limited were forfeited on 9 March 2015:
Name Number of Notional value Total notional Determination
restricted of loss per value lost date
shares forfeited share on
forfeiture
MWT Brown 20 139 R253.00 R5 095 167.00 9 March 2015
GW Dempster 17 262 R253.00 R4 367 286.00 9 March 2015
RK Morathi 8 631 R253.00 R2 183 643.00 9 March 2015
MC Nkuhlu 9 590 R253.00 R2 426 270.00 9 March 2015
TSB Jali 4 986 R253.00 R1 261 458.00 9 March 2015
---
Subsequent to the vesting and forfeiture of restricted shares as set out above, the following
sales of Nedbank Group ordinary shares were entered into by executive directors and the
Company Secretary:
Name: MWT Brown
Designation: Chief Executive
Date of transaction: 11 March 2015
Number of shares: 44 723
Average price per share: R239.3928
Total value: R10 706 364.19
Lowest price per share: R238.21
Highest price per share: R242.35
Nature of transaction: Sale of shares
Nature of trade: Open market
Extent of interest: Direct beneficial
Page | 4
Name: RK Morathi
Designation: Chief Financial Officer
Date of transaction: 10 March 2015
Number of shares: 7 907
Average price per share: R242.3613
Total value: R1 916 350.80
Lowest price per share: R239.99
Highest price per share: R249.80
Nature of transaction: Sale of shares to fund tax payment as a result
of the vesting of restricted shares
Nature of trade: Open market
Extent of interest: Direct beneficial
Name: TSB Jali
Designation: Company Secretary
Date of transaction: 9 March 2015
Number of shares: 4 570
Average price per share: R249.3564
Total value: R1 139 558.74
Lowest price per share: R248.08
Highest price per share: R253.50
Nature of transaction: Sale of shares to fund tax payment as a result
of the vesting of restricted shares
Nature of trade: Open market
Extent of interest: Direct beneficial
The required prior written clearance for dealing in these shares has been obtained.
Sandton
12 March 2015
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) Limited
Page | 5
Date: 12/03/2015 02:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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