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Vesting of shares to directors and company secretary: 2015 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’)
VESTING OF SHARES TO DIRECTORS AND COMPANY SECRETARY: 2015 MATCHED SHARE SCHEME
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.
This voluntary announcement confirms that these shares have vested in terms of the 2015 Matched Share
Scheme. This is not classified as a ‘dealing’ in terms of JSE Listings Requirements.
(a) In terms of the compulsory bonus share scheme (CBSS), compulsory 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 2015 to 2017 was met.
Name: MWT Brown
Capacity: Chief Executive
Date of transaction: 3 April 2018
Price per share: R283.78 (volume-weighted average price for the three trading days
up to and including 29 March 2018)
Number of securities: 16 435 (100% of 16 435 CBSS shares held in trust)
1 173 (100% of 1 173 VBSS shares held in trust)
Total value: R4 996 798.24
Nature of transaction: Vesting of shares in terms of participation in 2015 Matched Share
Scheme
Inception date: 31 March 2015
Vesting date: 3 April 2018
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R4 996 798.24
---
Name: MC Nkuhlu
Capacity: Executive Director
Date of transaction: 3 April 2018
Price per share: R283.78 (volume-weighted average price for the three trading days
up to and including 29 March 2018)
Number of securities: 8 511 (100% of 8 511 CBSS shares held in trust)
1 173 (100% of 1 173 VBSS shares held in trust)
Total value: R2 748 125.52
Nature of transaction: Vesting of shares in terms of participation in 2015 Matched Share
Scheme
Inception date: 31 March 2015
Vesting date: 3 April 2018
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R2 748 125.52
---
Name: RK Morathi
Capacity: Executive Director
Date of transaction: 3 April 2018
Price per share: R283.78 (volume-weighted average price for the three trading days
up to and including 29 March 2018)
Number of securities: 7 924 (100% of 7 924 CBSS shares held in trust)
1 173 (100% of 1 173 VBSS shares held in trust)
Total value: R2 581 546.66
Nature of transaction: Vesting of shares in terms of participation in 2015 Matched Share
Scheme
Inception date: 31 March 2015
Vesting date: 3 April 2018
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R2 581 546.66
---
Name: TSB Jali
Capacity: Company Secretary
Date of transaction: 3 April 2018
Price per share: R283.78 (volume-weighted average price for the three trading days
up to and including 29 March 2018)
Number of securities: 3 874 (100% of 3 874 CBSS shares held in trust)
1 173 (100% of 1 173 VBSS shares held in trust)
Total value: R1 432 237.66
Nature of transaction: Vesting of shares in terms of participation in 2015 Matched Share
Scheme
Inception date: 31 March 2015
Vesting date: 3 April 2018
Nature of trade: Off market
Extent of interest: Direct beneficial
Taxable gain: R1 432 237.66
Sandton
4 April 2018
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: 04/04/2018 03:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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