Dealing in Securities by Share Incentive Schemes, Directors and the Company Secretary THE FOSCHINI GROUP LTD Reg. No.: 1937/009504/06 Code : TFG ISIN : ZAE000148466 (“TFG” and “Company”) Dealing in Securities by Share Incentive Schemes, Directors and the Company Secretary 1. Share Incentive Schemes In compliance with the requirements of paragraph 3.92 of the JSE Listings Requirements, TFG announces the purchase and sale of shares to fulfil obligations to participants of the Company’s Share Incentive Schemes as follows: - Name of scheme: 2010 Share Incentive Scheme Date of transaction: 31 May 2018 Nature of transaction: On-market purchase of shares in terms of the Company’s Share Incentive Schemes Class: Ordinary shares Extent of interest: Indirect non-beneficial (purchased on behalf of participants) No. of shares purchased: 931 400 Highest price of shares purchased: R185.50 Lowest price of shares purchased: R182.50 VWAP of shares purchased: R184.3754 Total value of shares purchased: R171 727 247.56 - Name of scheme: 2007 Share Incentive Scheme Date of transaction: 31 May 2018 Nature of transaction: On-market purchase of shares in terms of the Company’s Share Incentive Schemes Class: Ordinary shares Extent of interest: Indirect non-beneficial (purchased on behalf of participants) No. of shares purchased: 295 950 Highest price of shares purchased: R185.50 Lowest price of shares purchased: R182.50 VWAP of shares purchased: R184.3754 Total value of shares purchased: R54 565 899.63 - Name of scheme: 2010 Share Incentive Scheme Date of transaction: 31 May 2018 Nature of transaction: On-market sale of shares in terms of the Company’s Share Incentive Schemes Class: Ordinary shares Extent of interest: Indirect non-beneficial (sold on behalf of participants) No. of shares sold: 597 458 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R110 404 741.79 2. Directors and the Company Secretary In compliance with the requirements of paragraphs 3.63 to 3.74 of the JSE Listings Requirements, the following should be noted: - Name: A D Murray Position: Executive director – CEO Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 32 800 No. of shares sold: 32 800 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R6 061 138.24 - Name: A E Thunström Position: Executive director – CEO Designate Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 13 400 No. of shares sold: 13 400 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R2 476 196.72 - Name: A E Thunström Position: Executive director – CEO Designate Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 29 January 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 11 800 No. of shares sold: 11 800 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R2 180 531.44 - Name: M Mendelsohn Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 12 700 No. of shares sold: 12 700 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R2 346 843.16 - Name: D B Gedye Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 12 700 No. of shares sold: 5 715 No. of shares retained: 6 985 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R1 056 079.42 - Name: G S Naidoo Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 12 700 No. of shares sold: 12 700 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R2 346 843.16 - Name: B J Curry Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 12 700 No. of shares sold: 5 715 No. of shares retained: 6 985 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R1 056 079.42 - Name: M Maritz Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 10 800 No. of shares sold: 10 800 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R1 995 740.64 - Name: S A Baird Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 10 800 No. of shares sold: 4 860 No. of shares retained: 5 940 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R898 083.29 - Name: J L Fisher Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 10 000 No. of shares sold: 10 000 No. of shares retained: Nil Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R1 847 908.00 - Name: S E Morley Position: Director of Foschini Retail Group (Pty) Ltd Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 12 100 No. of shares sold: 5 445 No. of shares retained: 6 655 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R1 006 185.91 - Name: D van Rooyen Position: Company Secretary Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with performance based restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 2 500 No. of shares sold: 1 125 No. of shares retained: 1 375 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R207 889.65 - Name: D van Rooyen Position: Company Secretary Extent of interest: Direct beneficial Date of transaction: 31 May 2018 Nature of transaction: Sale of TFG shares previously granted (with time restricted conditions) on 8 June 2015 in terms of and subject to the rules of the Company’s 2010 Share Incentive Scheme Class: Ordinary shares Consideration: Nil No. of shares granted: 900 No. of shares sold: 405 No. of shares retained: 495 Highest price of shares sold: R185.00 Lowest price of shares sold: R184.50 VWAP of shares sold: R184.7908 Total value of shares sold: R74 840.27 All the above transactions were done on-market and the pre-requisite clearances were obtained for these transactions. Cape Town 5 June 2018 Sponsor: UBS South Africa Proprietary Limited Date: 05/06/2018 03:00:00 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.