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Dealing in securities by directors and company secretary: 2013 matched share scheme
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 AND COMPANY SECRETARY: 2013 MATCHED SHARE
SCHEME
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 the company secretary of Nedbank Group and Nedbank Limited.
These shares have vested in terms of the 2013 Matched Share Scheme, whereby:
(a) in terms of the compulsory bonus share 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 and not be classified as a good
leaver, 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 set out above) 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.
Participants are entitled to the dividends paid on the shares committed into the Matched Share
Scheme but no rights to dividends accrue to Participants in respect of the Matched Shares unless
and until the requisite Matched Shares are delivered to the Participant.
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 would be matched on a one-for-one basis if the predetermined
company performance target for the period 2013 to 2015 was met.
Name: MWT Brown
Capacity: Chief Executive
Date of transaction: 1 April 2016
Price per share: R189.66 (volume-weighted average price for the three trading
days up to and including 31 March 2016)
Number of securities: 16 099 (100% of 16 099 CBSS shares held in trust)
1 533 (100% of 1 533 VBSS shares held in trust)
Total value: R3 344 085.12
Nature of transaction: Vesting of shares in terms of participation in 2013 Matched
Share Scheme
Inception date: 31 March 2013
Vesting date: 1 April 2016
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R3 344 085.12
---
Name: MC Nkuhlu
Capacity: Executive Director
Date of transaction: 1 April 2016
Price per share: R189.66 (volume-weighted average price for the three trading
days up to and including 31 March 2016)
Number of securities: 2 556 (100% of 2 556 CBSS shares held in trust)
1 533 (100% of 1 533 VBSS shares held in trust)
Total value: R775 519.74
Nature of transaction: Vesting of shares in terms of participation in 2013 Matched
Share Scheme
Inception date: 31 March 2013
Vesting date: 1 April 2016
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R775 519.74
---
Name: RK Morathi
Capacity: Executive Director
Date of transaction: 1 April 2016
Price per share: R189.66 (volume-weighted average price for the three trading
days up to and including 31 March 2016)
Number of securities: 7 666 (100% of 7 666 CBSS shares held in trust)
1 533 (100% of 1 533 VBSS shares held in trust)
Total value: R1 744 682.34
Nature of transaction: Vesting of shares in terms of participation in 2013 Matched
Share Scheme
Inception date: 31 March 2013
Vesting date: 1 April 2016
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R1 744 682.34
---
Name: TSB Jali
Capacity: Company Secretary
Date of transaction: 1 April 2016
Price per share: R189.66 (volume-weighted average price for the three trading
days up to and including 31 March 2016)
Number of securities: 3 833 (100% of 3 833 CBSS shares held in trust)
1 533 (100% of 1 533 VBSS shares held in trust)
Total value: R1 017 715.56
Nature of transaction: Vesting of shares in terms of participation in 2013 Matched
Share Scheme
Inception date: 31 March 2013
Vesting date: 1 April 2016
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R1 017 715.56
---
The required prior written clearance for the vesting of the shares has been obtained.
Sandton
5 April 2016
Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank Corporate and Investment Banking
Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd
Date: 05/04/2016 10:59:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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