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ARM:  19,295   -835 (-4.15%)  05/06/2026 19:00

AFRICAN RAINBOW MINERALS LIMITED - Dealings in Securities

Release Date: 05/06/2026 16:10
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 6.77 to 6.85 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 Officers 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 R205.00
on 15 May 2026.

Conditional shares

Date of transaction                       3 June 2026
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                             4 December 2022
Vesting date for settlement               17 May 2026
Class of securities                       Ordinary shares
Extent of interest                        Direct, beneficial

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

PT Motsepe, Dr   Chairman          62 427     12 797 535            -          -       12 917 694
*

VP Tobias        Chief             32 305      6 622 525       14 538     17 767        3 676 433
                 Executive
                 Officer

TTA Mhlanga      Finance           25 041      5 133 405       11 269     13 772        2 849 768
                 Director

JC Jansen        Prescribed        15 942      3 268 110        7 174      8 768        1 814 317
                 Officer

A Joubert        Prescribed        26 590      5 450 950       11 966     14 624        3 026 068
                 Officer

NV Khumalo       Director of       13 929      2 855 445        6 386      7 543        1 560 834
                 Two Rivers
                 Platinum
                 Proprietary
                 Limited

HL Mkatshana     Prescribed        23 261      4 768 505       10 468     12 793        2 647 189
                 Officer

MP Schmidt       Prescribed        54 431     11 158 355       24 494     29 937        6 194 708
                 Officer

BR Tshabalala,   Director of       12 991      2 663 155        5 846      7 145        1 478 478
Dr               ARM Mining
                 Consortium
                 Limited

J van der        Prescribed        14 601      2 993 205            -          -        3 021 309
Bijl*            Officer  

The calculation of the value of the conditional shares settled is based upon the
volume weighted average price of shares purchased in settlement, being R206.9248,
with a low of R205.00 per share and a high of R210.21 per share, purchased by way
of a bulk trade on 1 and 3 June 2026.

The requisite clearances and approvals for these transactions have been obtained
in compliance with the securities dealing policies and procedures of ARM and
paragraph 6.83 of the Listings Requirements.

*Dr PT Motsepe and Mr J van der Bijl have elected to pay for the tax liability from
their own resources.

**The number of shares withheld to cover tax liability is determined based on the
closing ARM share price on the trading day before the vesting date, i.e. 15 May
2026, of R205.00, in accordance with the provisions of the 2018 CSP rules.


B. Transfer of shares

In terms of paragraphs 6.77 to 6.85 of the Listings Requirements, the following
information is provided regarding the election by the 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"). More than 99% of 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                       3 June 2026
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 R206.9248,
                                          with a low of R205.00 per share and a high
                                          of R210.21 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   Chairman                               62 427         12 917 694

The calculation of the value of the shares transferred is based upon the volume
weighted average price of shares purchased in settlement, being R206.9248, with a
low of R205.00 per share and a high of R210.21 per share, purchased by way of a
bulk trade on 1 and 3 June 2026.

The requisite clearances and approvals for this transaction have been obtained
in compliance with the securities dealing policies and procedures of ARM and
paragraph 6.83 of the Listings Requirements.


Sandton
5 June 2026

Sponsor to ARM:
Investec Bank Limited


Date: 05-06-2026 04:10:00
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