Dealings in securities by directors and interim company secretary Woolworths Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1929/001986/06) Share code: WHL ISIN: ZAE000063863 (“the company”) DEALINGS IN SECURITIES BY DIRECTORS AND INTERIM COMPANY SECRETARY In compliance with the JSE Limited Listings Requirements, the following information is disclosed. 1. LONG TERM INCENTIVE PLAN (“LTIP”) In terms of the rules of the LTIP, participants are entitled to receive conditional share awards after a 3-year performance period, subject to certain performance conditions. The participants have qualified for the awards in respect of the August 2013 allocations and the company has allocated ordinary Woolworths Holdings Limited shares as below: Executive directors Number of shares Grant price Transaction value Ian Moir 135,111 R86.7550 R11 721 554.80 Zyda Rylands 40,281 R86.7550 R 3 494 578.16 Sam Ngumeni 27,928 R86.7550 R 2 422 893.64 Reeza Isaacs 41 889 R86.7550 R 3 634 080.20 Interim Co. Secretary Ralph Buddle 5,358 R86.7550 R 464 833.29 Clearance has been received in respect of the above transactions. All interests are direct and beneficial. The transactions were completed off market. 2. SHARE APPRECIATION RIGHTS SCHEME (“SARS”) In terms of the August 2009 SARS allocations, 100% of the allocations have vested and the participant qualifies for the following award: Executive director Number of shares Value per share* Transaction value Zyda Rylands 93,178 R87.8568 R 8 186 320.91 Clearance has been received in respect of the above transaction. The nature of the executive director’s interest is direct and beneficial. The transaction was completed off market. * Representing the 5 day volume weighted average traded price of a Woolworths Holdings Limited share. 3. DEALINGS IN SECURITIES BY DIRECTORS Director : Zyda Rylands Company : Woolworths Holdings Limited Date of transaction : 25 August 2016 Nature of transaction : Off-market transfer of shares from the Woolworths Holdings Share Trust to her personal account arising from the August 2006 SARS grant Class of securities : Ordinary shares Number of shares : 129,699 Transaction price : 1330.00 cents per share Total value of transaction : R1 724 996.70 Nature of interest : Direct beneficial Clearance obtained : Yes Director : Zyda Rylands Company : Woolworths Holdings Limited Date of transaction : 25 August 2016 Nature of transaction : On-market sale of shares to settle tax obligations arising from share schemes Class of securities : Ordinary shares Number of shares : 74,750 Sale price (weighted average) : 8800.41 cents per share Highest price : 8800.15 cents per share Lowest price : 8700.90 cents per share Total value of transaction R6,578,306.48 Nature of interest : Direct beneficial Clearance obtained : Yes Director : Zyda Rylands Company : Woolworths Holdings Limited Date of transaction : 25 August 2016 Nature of transaction : Off-market transfer of shares arising from SARS allocation to the Zyda Rylands Family Trust Class of securities : Ordinary shares Number of shares : 18,428 Market price : 8785.68 Total value of transaction : R1 619 025.11 Nature of interest : Indirect beneficial Clearance obtained : Yes Director : Zyda Rylands Company : Woolworths Holdings Limited Date of transaction : 29 August 2016 Nature of transaction : Off-market transfer of shares arising from the LTIP allocation Class of securities : Ordinary shares Number of shares : 40,281 Market price : 8675.50 cents per share Total value of transaction : R3 494 578.16 Nature of interest : Indirect beneficial Clearance obtained : Yes Restricted Share Plan (RSP) Director : Ian Moir Company : Woolworths Holdings Limited Date of transaction : 26 August 2016 Nature of transactiion : On-market purchase of shares in terms of the RSP Class of securities : Ordinary shares Number of shares : 318,442 Purchase price : 8478.79 cents per share Highest price : 8516.00 cents per share Lowest price : 8428.00 cents per share Total value of transaction : R27 000 028.45 Nature of interest : Direct beneficial Clearance obtained : Yes Cape Town 29 August 2016 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 29/08/2016 05:30:00 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.