Dealing In Securities By Directors Of The Company And Major Subsidiaries Adcorp Holdings Limited Registration number 1974/001804/06 Share code: ADR ISIN number: ZAE000000139 (“Adcorp” or “the Company”) DEALING IN SECURITIES BY DIRECTORS OF THE COMPANY AND MAJOR SUBSIDIARIES In compliance with the JSE Limited Listings Requirements, the following information is disclosed in respect of off-market awards and acceptances of Performance Shares (PFs) in respect of Adcorp ordinary shares. The PFs performance criteria are as follows: Return on invested capital (ROIC)- 50% weighting No award for ROIC below the Weighted Average Cost of Capital (WACC) 50% awarded where ROIC exceeds WACC by 2% 100% awarded where ROIC exceeds WACC by 4% Headline Earnings per Share (HEPS) Growth – 50% weighting No award where HEPS growth is zero or below 50% awarded where HEPS growth is 10% 100% awarded where HEPS growth is 20% Name of director: I Dutiro Date of acceptance: 30 May 2019 Number of shares: 930 533 Fair market price on date of allocation: R24 per share (PFs have a strike price of zero) Total value: R22 332 792 Vesting date: 30 May 2022 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: CJ Kujenga Date of acceptance: 30 May 2019 Number of shares: 241 000 Fair market price on date of allocation: R24 per share (PFs have a strike price of zero) Total value: R5 784 000 Vesting date: 30 May 2022 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director of major subsidiary (being Adcorp Workforce Solutions(Pty)Ltd: K Vittee Date of acceptance: 30 May 2019 Number of shares: 62 262 Fair market price on date of allocation: R24 per share(PFs have a strike price of zero) Total value: R1 494 288 Vesting date: 30 May 2022 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director of major subsidiary (being Adcorp Holdings Australia(Pty)Ltd: D Grant Date of acceptance: 30 May 2019 Number of shares: 34 310 Fair market price on date of allocation: R24 per share (PFs have a strike price of zero) Total value: R823 440 Vesting date: 30 May 2022 Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director of major subsidiary (being Adcorp Holdings Australia(Pty)Ltd: M Woodbury Date of acceptance: 30 May 2019 Number of shares: 27 867 Fair market price on date of allocation: R24 per share (PFs have a strike price of zero) Total value: R668 808 Vesting date: 30 May 2022 Nature of interest: Direct Beneficial Clearance obtained: Yes 5 June 2019 Bryanston Sponsor: Deloitte & Touche Sponsor Services (Pty) Ltd Date: 05/06/2019 04:46:00 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.