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WOOLWORTHS HOLDINGS LIMITED - Dealings in securities by share scheme, directors of the company, the group company secretary and directors of subs

Release Date: 23/09/2024 07:05
Code(s): WHL WHL14 WHL13     PDF:  
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Dealings in securities by share scheme, directors of the company, the group company secretary and directors of subs

Woolworths Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number 1929/001986/06
Share code: WHL
ISIN: ZAE000063863
Bond company code: WHLI
("WHL" or the "Company" or the "Group")

DEALINGS IN SECURITIES BY SHARE SCHEME, DIRECTORS OF THE COMPANY, THE GROUP COMPANY
SECRETARY AND DIRECTORS AND COMPANY SECRETARIES OF MAJOR SUBSIDIARIES

In compliance with the JSE Limited Listings Requirements and Debt Listings Requirements, the following
information is disclosed:

1. DEALINGS IN SECURITIES BY THE WOOLWORTHS HOLDINGS SHARE TRUST FOR THE WHL RETENTION
   SHARE PLAN ("RSP") AND PERFORMANCE PLAN ("PP")

    1.1   Sale of forfeited securities
          Nature of transaction                          On-market sale of forfeited securities in terms
                                                         of the RSP and PP
          Class of securities                            Ordinary shares
          Nature of interest                             Indirect non-beneficial
          Clearance obtained                             Yes
          Date of transaction                            18 September 2024
          Number of shares                               323,746
          Sale price                                     6500 cents per share
          Total value of transaction                     R21,043,490.00

    1.2   Acquisition of securities for allocation to participants
          Nature of transaction                           On-market purchase of securities to fulfil
                                                          obligations to participants of the RSP and PP
          Class of securities                             Ordinary shares
          Nature of interest                              Indirect non-beneficial
          Clearance obtained                              Yes

          Date of transaction                            18 September 2024
          Number of shares                               1,029,084
          Volume weighted average purchase price         6472.49 cents per share
          Highest purchase price                         6523.00 cents per share
          Lowest purchase price                          66428.00.00 cents per share
          Total value of transaction                     R66,607,358.99

          Date of transaction                            19 September 2024
          Number of shares                               1,700,362
          Volume weighted average purchase price         6663.77 cents per share
          Highest purchase price                         6720.00 cents per share
          Lowest purchase price                          6428.00 cents per share
          Total value of transaction                     R113,308,226.18

          Date of transaction                            20 September 2024
          Number of shares                               1,840,339
          Volume weighted average purchase price         6764.89 cents per share
          Highest purchase price                         6842.00 cents per share
          Lowest purchase price                          6667.00 cents per share
          Total value of transaction                     R124,496,909.00

2. ACCEPTANCE OF CONDITIONAL ALLOCATIONS UNDER THE COMPANY'S RSP & PP

The following annual allocations of conditional ordinary shares under the Company's PP have been awarded
to and accepted off-market by the directors of the Company, the Group Company Secretary, the directors
and the Company Secretary of Woolworths Proprietary Limited ("WSA") and the directors and Company
Secretary of Country Road Group ("CRG"), both major subsidiaries of the Company, on 18 September 2024,
in accordance with the Group's 2024 Remuneration Policy. Vesting of the annual PP allocations, occurs after
three years, subject to the achievement of certain performance conditions, which will be published on 30
September 2024 in the Group's Remuneration Report. Roy Bagattini, the Group CEO, received a conditional
allocation under the RSP, as described below.

Directors of WHL                    Number of                      Grant price #        Transaction
                                   conditional                                                value
                                shares granted
Roy Bagattini                          458,453         6483.00 cents per share        R 29,721,522*
Roy Bagattini1                         149,984         6667.39 cents per share        R 10,000,018*
Zaid Manjra                             77,125         6483.00 cents per share         R 5,000,000*
Sam Ngumeni                            165,047         6483.00 cents per share        R 10,700,000*

Group Company
Secretary and director
of WSA
Chantel Reddiar                          90,390        6483.00 cents per share         R 5,860,000*

Directors of WSA
Justin Crowhurst                        59,198         6483.00 cents per share         R 3,837,836*
Manie Maritz                           116,613         6483.00 cents per share         R 7,560,000*
Zinzi Mgolodela                         45,633         6483.00 cents per share         R 2,958,400*
Melanie Naidu                           69,412         6483.00 cents per share         R 4,500,000*

Company Secretary of
WSA
Adrian Davey                             14,694        6483.00 cents per share           R 952,640*

Directors of CRG
Rosetta D'Amico                         50,640         6483.00 cents per share         R 3,283,020*
Raju Vuppalapati                       213,401         6483.00 cents per share        R 13,834,800*

Company Secretary of
CRG
Lucy Deane                               12,476        6483.00 cents per share           R 808,826*

*Clearance has been received in respect of these transactions. Interest is direct and beneficial. The shares awarded
were purchased on market, the details of which are set out in 1.2 above.

#Representing the five-day volume weighted average traded price of the Company's shares as at 04 September 2024.

1.Represents the conditional allocation of shares issued to the Group CEO under the RSP and subject to the achievement
of certain performance conditions relating to senior leadership development and succession.

3. DEALINGS IN SECURITIES BY THE DIRECTORS AND COMPANY SECRETARIES OF MAJOR SUBSIDIARIES

  Group Company Secretary and    Chantel Reddiar
  Director
  Companies                      WHL and WSA
  Date of transaction            18 September 2024
  Nature of transaction          On-market sale of shares
  Class of securities            Ordinary shares
  Number of shares               36,308
  Sale price                     6499.15 cents per share
  Total value of transaction     R2,359,711.38
  Nature of interest             Direct beneficial
  Clearance obtained             Yes

  Director                       Justin Crowhurst
  Company                        WSA
  Date of transaction            18 September 2024
  Nature of transaction          On-market sale of shares
  Class of securities            Ordinary shares
  Number of shares               23,343
  Sale price                     6455.00 cents per share
  Total value of transaction     R1,506,790.65
  Nature of interest             Direct beneficial
  Clearance obtained             Yes

  Director                       Melanie Naidu
  Company                        WSA
  Date of transaction            18 September 2024
  Nature of transaction          On-market sale of shares to settle tax obligations
  Class of securities            Ordinary shares
  Number of shares               8,679
  Sale price                     6450.00 cents per share
  Total value of transaction     R559,795.50
  Nature of interest             Direct beneficial
  Clearance obtained             Yes

  Director                       Zinzi Mgolodela
  Company                        WSA
  Nature of transaction          On-market sale of shares to settle tax obligations
  Class of securities            Ordinary shares
  Nature of interest             Direct beneficial

  Date of transaction            18 September 2024
  Number of shares               7,131
  Sale price                     6450.00 cents per share
  Total value of transaction     R459,949.50

  Date of transaction            19 September 2024
  Number of shares               80
  Sale price                     6775.00 cents per share
  Total value of transaction     R5,420.00
  Clearance obtained             Yes
  Company Secretary               Adrian Davey
  Company                         WSA
  Date of transaction             18 September 2024
  Nature of transaction           On-market sale of shares
  Class of securities             Ordinary shares
  Number of shares                8,333
  Sale price                      6455.00 cents per share
  Total value of transaction      R537,895.15
  Nature of interest              Direct beneficial
  Clearance obtained              Yes

  Director                        Rosetta D'Amico
  Company                         CRG
  Date of transaction             18 September 2024
  Nature of transaction           On-market sale of shares
  Class of securities             Ordinary shares
  Number of shares                16,776
  Sale price                      6455.00 cents per share
  Total value of transaction      R1,082,890.80
  Nature of interest              Direct beneficial
  Clearance obtained              Yes

  Company Secretary               Lucy Deane
  Company                         CRG
  Date of transaction             18 September 2024
  Nature of transaction           On-market sale of shares
  Class of securities             Ordinary shares
  Number of shares                4,262
  Sale price                      6455.00 cents per share
  Total value of transaction      R275,112.10
  Nature of interest              Direct beneficial
  Clearance obtained              Yes


Cape Town
23 September 2024

Equity Sponsor and Debt Sponsor
Investec Bank Limited

Date: 23-09-2024 07:05:00
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