NEDBANK GROUP LIMITED - Dealings in Securities by Executive Directors, Prescribed Officers and Company Secretary

Dealings in Securities by Executive Directors, Prescribed Officers and Company Secretary

NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
A2X share code: NED
ISIN: ZAE000004875
JSE alpha code: NEDI
('Nedbank Group' or the 'company')


DEALINGS IN SECURITIES BY EXECUTIVE DIRECTORS, PRESCRIBED OFFICERS AND COMPANY SECRETARY:
2025 COMPULSORY AND VOLUNTARY BONUS DEFERRAL SCHEMES


In terms of paragraphs 3.63 - 3.66 of the Listings Requirements of the JSE Limited, the following information is disclosed
in respect of dealings by the executive directors, prescribed officers and the company secretary of Nedbank Group
Limited.

The following Nedbank Group ordinary shares have been committed by the executive directors, prescribed officers and
the company secretary to the 2025 Matched Share Scheme (MSS), which is a scheme operated under the approved
Nedbank Group (2005) Employee Share Scheme, whereby:

(a)      in terms of the compulsory bonus share scheme (CBSS), deferred bonus amounts are invested in the MSS,
         which offers a share-matching arrangement up to a one-for-one basis. The participant is eligible for a match
         provided the participant remains in service and the deferred amounts remain invested in the scheme for 36
         months. The deferred amounts are subject to malus and clawback provisions, in the sole discretion of the
         Nedbank Group Board. The match is 100% subject to performance conditions.

(b)      in terms of the voluntary bonus share scheme, up to 50% of an employee's total after-tax bonus (less any
         amount already deferred under the CBSS set out above) can be used to acquire shares in Nedbank Group which
         are then committed into the MSS, which similarly offers a share matching arrangement, and is also 100%
         performance based. Alternatively, the employee can commit shares already owned by them up to an
         equivalent amount of 50% of the employee's total after-tax bonus less any amount already deferred under the
         compulsory bonus share scheme. The employee can dispose of these shares at any time prior to the vesting
         date, which will cancel their participation in the scheme in respect of those shares and will render them
         ineligible to qualify for any matching of shares.

The date of the transactions (off-market) was 31 March 2025 (the inception date) and the value of the shares was
determined using a weighted average price of Nedbank Group shares acquired between 24 March 2025 and 26 March
2025.

For executive directors, prescribed officers (and all other members of the Nedbank Group Executive Committee as well
as the members of Cluster Executive Committees), on the vesting date (the day following three years after the inception
date), 100% of the MSS is subject to a corporate performance condition. 100% of the Nedbank Group shares held in
the trust on vesting date will be matched on a one-for-one basis only if the predetermined corporate performance
target for the period April 2025 to March 2028 is met and if the person has remained in the employ of the company
throughout the vesting period.

For participants below Cluster Executive Committee level, on the vesting date, 50% of the shares still held in trust in
respect of the participant's portfolio will be matched on a one-for-one basis if the person attains a minimum individual
performance standard and has remained in the employ of the company throughout the vesting period. A further 50%
of the shares held on vesting date may be matched on a one-for-one basis if the predetermined corporate performance
target for the period April 2025 to March 2028 is met.
Compulsory Bonus Share Scheme:

                                 No. of shares acquired on open
                                                                      Value @ R266.29
     Name and Capacity              market and committed to                                    Extent of interest
                                                                         per share
                                 scheme on behalf of participant
 Jason Quinn
                                                             8 778         R2 337 493.62    Indirect beneficial
 Chief Executive
 Mike Davis
                                                           13 425          R3 574 943.25    Indirect beneficial
 Executive Director
 Mfundo Nkuhlu
                                                           12 908          R3 437 271.32    Indirect beneficial
 Executive Director
 Anel Bosman
                                                           20 137          R5 362 281.73    Indirect beneficial
 Prescribed Officer
 Terence Sibiya
                                                             9 294         R2 474 899.26    Indirect beneficial
 Prescribed Officer
 Ciko Thomas
                                                           10 843          R2 887 382.47    Indirect beneficial
 Prescribed Officer
 Jackie Katzin
                                                             1 549          R412 483.21     Indirect beneficial
 Company Secretary

In terms of the CBSS, the executive directors, prescribed officers and company secretary have no discretion in relation
to the number of shares awarded nor the price at which such shares are awarded. Employees are entitled to the
dividends that are paid on the shares whilst held in trust.

Voluntary Bonus Share Scheme:

                                No. of existing shares committed
                                                                      Value @ R266.29
     Name and Capacity               to scheme on behalf of                                    Extent of interest
                                                                          per share
                                            participant
 Mike Davis
                                                             1 549          R412 483.21     Indirect beneficial
 Executive Director
 Anel Bosman
                                                             1 549          R412 483.21     Indirect beneficial
 Prescribed Officer

                                 No. of shares acquired on open
                                                                      Value @ R266.29
     Name and Capacity              market and committed to                                    Extent of interest
                                                                         per share
                                 scheme on behalf of participant
 Ciko Thomas
                                                             1 549          R412 483.21     Indirect beneficial
 Prescribed Officer
 Terence Sibiya
                                                             1 549          R412 483.21     Indirect beneficial
 Prescribed Officer
 Mfundo Nkuhlu
                                                             1 549          R412 483.21     Indirect beneficial
 Executive Director

The required prior written clearance for the share dealings has been obtained.


Sandton
3 April 2025


Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd

Sponsors to Nedbank Group in South Africa:
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 03-04-2025 05:30:00
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