EXX: Share Transactions 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) SHARE TRANSACTIONS In terms of paragraphs 3.63 to 3.65 of the JSE Limited Listings Requirements, notice is hereby given that directors of Exxaro Resources Limited’s major subsidiaries received and accepted conditional awards granted in terms of the Long-Term Incentive Plan scheme (LTIP scheme), after having received clearance to do so in terms of paragraph 3.66 of the JSE Limited Listings Requirements. LTIP performance period: The vesting of the LTIP awards is conditional upon the achievement of group performance targets of a period of 3 years (01/04/2018 to 01/04/2021) Class of shares: Ordinary Nature of interest: Direct Beneficial Offer price: R0 Date of transaction: 8 May 2018 Vesting period: 3 years Name: E Cockrell Position: Director: Exxaro International Trading AG LTIP award: 6 800 Deemed value based on VWAP of R723 724.00 R106.43 per share on 29 March 2018 Name: MR Walker Position: Director: Exxaro Coal Proprietary Limited, Exxaro International Trading AG LTIP award: 17 037 Deemed value based on VWAP of R1 813 247.91 R106.43 per share on 29 March 2018 SE VAN LOGGERENBERG GROUP COMPANY SECRETARY 9 May 2018 Sponsor to Exxaro Absa Corporate and Investment Bank, a division of Absa Bank Limited Date: 09/05/2018 03:39:00 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.