Dealing in securities by directors of the company, a major subsidiary and the company secretary Adcorp Holdings Limited Registration number 1974/001804/06 Share code: ADR ISIN number: ZAE000000139 (“Adcorp” or “the Company”) DEALING IN SECURITIES BY DIRECTORS OF THE COMPANY, A MAJOR SUBSIDIARY AND THE COMPANY SECRETARY In compliance with the JSE Limited Listings Requirements, the following information is disclosed in respect of off-market awards and acceptances of Performance Shares (PFs) in respect of Adcorp ordinary shares. These allocations relate to the February 2017 year end and hence they vest in 2020. The allocations were proposed during the 2018 financial year however as the performance criteria were finalised during the closed period, the allocations were only accepted now. The above allocations have been provided for in the results for the year ended February 2018. The PFs performance criteria are as follows: Return on invested capital (ROIC)- 50% weighting No award for ROIC below the Weighted Average Cost of Capital (WACC) 50% awarded where ROIC exceeds WACC by 2% 100% awarded where ROIC exceeds WACC by 4% Headline Earnings per Share (HEPS) Growth – 50% weighting No award where HEPS growth is zero or below 50% awarded where HEPS growth is 10% 100% awarded where HEPS growth is 20% Name of director: MA Jurgens Date of acceptance: 23 May 2018 Number of shares: 139 650 Fair market price on date of allocation: R17.67 (PFs have a strike price of zero) Total value: R2 467 615.50 Vesting date: 1 March 2020 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director of major subsidiary (being Adcorp Workforce Solutions (Pty) Ltd : K Vittee Date of acceptance: 23 May 2018 Number of shares: 139 650 Fair market price on date of allocation: R17.67 (PFs have a strike price of zero) Total value: R2 467 615.50 Vesting date: 1 March 2020 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of company secretary: KH Fihrer Date of acceptance: 23 May 2018 Number of shares: 46 550 Fair market price on date of allocation: R17.67 (PFs have a strike price of zero) Total value: R822 538.50 Vesting date: 1 March 2020 Nature of interest: Direct Beneficial Clearance obtained: Yes 24 May 2018 Bryanston Sponsor: Deloitte & Touche Sponsor Services (Pty) Ltd Date: 24/05/2018 05:05:00 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.