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AFRICAN RAINBOW MINERALS LIMITED - Dealings in Securities

Release Date: 21/12/2023 11:52
Code(s): ARI     PDF:  
Wrap Text
Dealings in Securities

African Rainbow Minerals Limited
(Incorporated in the Republic of South Africa)
(Registration Number 1933/004580/06)
JSE Share code: ARI
ISIN: ZAE000054045
("ARM" or "the Company")

DEALINGS IN SECURITIES

A. Equity settlement of conditional shares

In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the JSE
Limited ("the Listings Requirements"), we hereby provide the following
information regarding the equity settlement of conditional shares by ARM to
the undermentioned Directors and Prescribed Officer of the Company, and the
undermentioned Directors of Two Rivers Platinum Proprietary Limited and ARM
Mining Consortium Limited, major subsidiaries of the Company. These awards
were made in terms of The African Rainbow Minerals Limited 2018 Conditional
Share Plan (the "2018 CSP") and on recommendation of the Remuneration
Committee, approved by ARM's Board of Directors. The calculation of the gross
value of conditional shares vested is based upon the closing ARM share price
of R180.14 on 7 December 2023.

Conditional shares

Date of transaction                 18 December 2023
Nature of transaction               Equity settlement of conditional shares in
                                    terms of the 2018 CSP by means of on-
                                    market purchase of shares in the market

Date of award                       7 December 2020
Vesting date for settlement         8 December 2023
Class of securities                 Ordinary shares
Extent of interest                  Direct, beneficial




                                                                            1
Name            Designation       Number of   Gross value   Number of     Number of      Value of
                                conditional     of vested      shares   conditional   conditional
                                     shares     shares at    withheld        shares        shares
                                     vested       vesting    to cover    settled on       settled
                                                     date         tax      a net of           (R)
                                              (before tax   liability     tax basis
                                               liability)          **
                                                      (R)

PT Motsepe,     Executive          141 638    25 514 669           -       141 638    25 131 284
Dr *            Chairman
TTA Mhlanga     Finance             55 076     9 921 391      25 019        30 057     5 333 110
                Director
HL Mkatshana    Executive           52 777     9 507 249      23 975        28 802     5 110 431
                Director ***
MP Schmidt      Prescribed         123 500    22 247 290      56 102        67 398    11 958 643
                Officer
A Joubert       Prescribed          60 329    10 867 666      27 406        32 923     5 841 633
                Officer
NV Khumalo      Director of         31 604     5 693 145      14 357        17 247     3 060 190
                Two Rivers
                Platinum
                Proprietary
                Limited, a
                major
                subsidiary
                of ARM
BR Tshabalala   Director of         29 474     5 309 446      13 389        16 085     2 854 013
                ARM Mining
                Consortium
                Limited, a
                major
                subsidiary of
                ARM

   The calculation of the value of the conditional shares settled is based upon the
   volume weighted average price of shares purchased in settlement, being R177.4332,
   with a low of R173.60 per share and a high of R184.89 per share.

   The requisite clearances and approvals for these transactions have been
   obtained in compliance with the securities dealing policies and procedures of
   ARM and paragraph 3.66 of the Listings Requirements.

   *Dr PT Motsepe has elected to pay for the tax liability from his own resources.

   **The number of shares withheld to cover tax liability is determined based on the
   20-day volume weighted average share price on the vesting date, i.e. 8 December
   2023, of R178.45, in accordance with the provisions of the 2018 CSP rules.

   ***Mr HL Mkatshana was an Executive Director of ARM at the time the
   conditional shares vested. Mr Mkatshana is now a Prescribed Officer of ARM.
                                                                                           
B. Transfer of shares

In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the
following information is provided regarding the election by the Executive
Chairman of ARM, Dr PT Motsepe, to transfer his shares acquired by market
purchase as described in "A" above to African Rainbow Minerals & Exploration
Investments Proprietary Limited ("ARMI"). The shares of ARMI are indirectly
held and beneficially owned by trusts, which trusts, with the exception of The
Motsepe Foundation, hold those shares for the benefit of Dr PT Motsepe and his
immediate family. The Motsepe Foundation applies the benefits emanating from
its indirect shareholding in ARMI for philanthropic purposes.


Date of transaction                     18 December 2023
Nature of transaction                   Off-market transfer of shares to ARMI
                                        with beneficial ownership as described
                                        above
Deemed price of securities              Volume weighted average price of shares
transferred                             purchased in settlement, being R177.4332,
                                        with a low of R173.60 per share and a high
                                        of R184.89 per share.
Class of securities                     Ordinary shares
Nature of interest                      Indirect, beneficial
Clearance to deal                       Yes


Name               Designation                 Number of Ordinary       Total value
                                               shares transferred       (before tax
                                                                      liability) of
                                                                             shares
                                                                        transferred
                                                                                  R
PT Motsepe, Dr     Executive Chairman                    141 638        25 131 284

The calculation of the value of the shares transferred is based upon the volume
weighted average price of shares purchased in settlement, being R177.4332, with a
low of R173.60 per share and a high of R184.89 per share.

The requisite clearances and approvals for this transaction have been obtained
in compliance with the securities dealing policies and procedures of ARM and
paragraph 3.66 of the Listings Requirements.


Sandton
21 December 2023

Sponsor to ARM:
Investec Bank Limited




                                                                                  

Date: 21-12-2023 11:52:00
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