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 DIRECTOR OF ITS MAJOR SUBSIDIARY 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 a directors of a major subsidiary 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: 7 April 2015 DBP vesting date 31 March 2015 Vesting period: 3 years Name: WA de Klerk Director: Exxaro Resources Limited Matching shares vested and released: 1 679 VWAP on day of vesting: R102.59 Shares pledged and released: 1 679 Strike price per pledged share: R209.58 Shares transferred into his portfolio: 3 358 Deemed value of transferred shares: R318 338.40 (based on the closing market price of R94.80/share as at 2 April 2015) Name: N Tsengwa Director: Exxaro Coal Mpumalanga Proprietary Limited Matching shares vested and sold: 366 VWAP on day of vesting: R102.59 Sale price per share: R96.90 Value of shares sold: R35 465.40 Matching shares vested and released: 406 Shares pledged and released: 772 Strike price per pledged share: R210.45 Shares transferred into his portfolio: 1 178 Deemed value of transferred shares: R111 674.40 (based on the closing market price of R94.80/share as at 2 April 2015) CH WESSELS GROUP COMPANY SECRETARY Sponsor Deutsche Securities (SA) Proprietary Limited 7 April 2015 Date: 07/04/2015 04:07:00 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.