Exercise of matching awards and sale in terms of the Deferred Bonus Plan Scheme EXXARO RESOURCES LIMITED Incorporated in the Republic of South Africa (Registration Number: 2000/011076/06) JSE share code: EXX ISIN code: ZAE000084992 ADR code: EXXAY (“Exxaro”) EXERCISE OF MATCHING AWARDS AND SALE IN TERMS OF THE DEFERRED BONUS PLAN SCHEME (“DBP SCHEME”) BY A DIRECTOR OF EXXARO AND DIRECTORS OF ITS MAJOR SUBSIDIARIES In terms of paragraphs 3.63 to 3.65 of the JSE Limited Listings Requirements, notice is hereby given that a director of Exxaro and directors of major subsidiaries of Exxaro exercised the matching awards granted in terms of the DBP Scheme and sold Exxaro ordinary shares, after having received clearance to do so in terms of paragraph 3.66 of the JSE Limited Listings Requirements. Class of shares: Ordinary Nature of transaction: Exercise of matching awards vested and/or on market sale in terms of the DBP Scheme Nature of interest: Direct Beneficial Date of transaction: 17 March 2015 DBP vesting date 6 March 2015 Vesting period: 3 years Name: MDM Mgojo Director: Exxaro Coal Proprietary Limited and Exxaro Coal Mpumalanga Proprietary Limited Matching shares vested and sold: 252 VWAP on day of vesting: R109.72 Sale price per share: R97.80 Shares pledged and released: 252 Strike price per share: R179.00 Value of shares: R24 646.60 Matching shares vested and sold: 558 VWAP on day of vesting: R109.72 Sale price per share: R97.80 Shares pledged and released: 558 Strike price per share: R199.50 Value of shares: R54 572.40 Shares transferred into his portfolio: 810 Name: N Tsengwa Director: Exxaro Coal Mpumalanga Proprietary Limited Matching shares vested and released: 376 Shares pledged and released: 376 Strike price per share: R200.00 Shares transferred into her portfolio: 752 Deemed value of matching shares: R73 432.80 (based on the closing market price of R97.65/share as at 16 March 2015) Name: SA Nkosi Director: Exxaro Resources Limited Matching shares vested and sold: 680 VWAP on day of vesting: R109.72 Sale price per share: R97.75 Matching shares vested and released: 666 Shares pledged and released: 1 346 Strike price per share: R200.31 Shares transferred into his portfolio: 2 012 Deemed value of matching shares: R196 471.80 (based on the closing market price of R97.65/share as at 16 March 2015) CH WESSELS GROUP COMPANY SECRETARY Sponsor Deutsche Securities (SA) Proprietary Limited 20 March 2015 Date: 20/03/2015 03:50:00 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.