Dealings in securities by a share incentive scheme and a director Woolworths Holdings Limited (Incorporated in the Republic of South Africa) Registration number 1929/001986/06 Share code: WHL ISIN: ZAE000063863 Bond company code: WHLI Bond code: WHL01 ISIN: ZAG000147133 (the "Company") DEALINGS IN SECURITIES BY A SHARE INCENTIVE SCHEME AND A DIRECTOR In compliance with the JSE Limited Listings Requirements, the following information is disclosed. DEALINGS IN SECURITIES BY A SHARE INCENTIVE SCHEME Date of transaction : 7 June 2018 Nature of transaction : On-market purchase of shares to fulfil obligations to participants of the Company’s Retention Share Plan Class of securities : Ordinary shares Number of shares : 438 574 Volume weighted average purchase price : 5661.53 cents per share Highest purchase price : 5700.00 cents per share Lowest purchase price : 5639.00 cents per share Total value of transaction : R24,829,998.58 Nature of interest : Indirect non-beneficial (purchase on behalf of participants) Clearance obtained : Yes Date of transaction : 7 June 2018 Nature of transaction : On-market sale of shares in terms of the Company’s Retention Share Plan Class of securities : Ordinary shares Number of shares : 8 058 Volume weighted average sale price : 5659.69 cents per share Highest sale price : 5703.00 cents per share Lowest sale price : 5633.00 cents per share Total value of transaction : R456,057.82 Nature of interest : Indirect non-beneficial (sold on behalf of participants) Clearance obtained : Yes DEALINGS IN SECURITIES BY A DIRECTOR Director : Zyda Rylands Company: : Woolworths Holdings Limited Nature of transaction : Off-market exercise of Share Appreciation Rights (SARS) Class of securities : Ordinary shares Date of allocation : August 2011 Allocation price : 2789.00 cents per share Number of SARS exercised : 53 538 Date of exercise : 6 June 2018 Exercise price : 5820.42 cents per share Appreciation in share price : 3031.42 cents per share Total value of transaction : R1,622,961.64 Number of shares received : 27,884 Nature of interest : Direct beneficial Clearance obtained : Yes Director : Zyda Rylands Company: : Woolworths Holdings Limited Nature of transaction : Off-market exercise of Share Options Class of securities : Ordinary shares Number of options exercised : 65 279 Exercise price : 881.00 cents per share Date of exercise : 6 June 2018 Total value of transaction : R575,107.99 Nature of interest : Direct beneficial Clearance obtained : Yes Director : Zyda Rylands Company : Woolworths Holdings Limited Date of transaction : 8 June 2018 Nature of transaction : On-market sale of shares to settle tax obligations arising from exercise of SARS and Options Class of securities : Ordinary shares Number of shares : 47 522 Average selling price : 5666.67 cents per share Highest price : 5701.00 cents per share Lowest price : 5636.00 cents per share Total value of transaction : R2,692,914.92 Nature of interest : Direct beneficial Clearance obtained : Yes Cape Town 8 June 2018 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 08/06/2018 05:42:00 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.