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MTN GROUP LIMITED - Allocation/Award of MTN Group Shares in Accordance with the Performance Share Plan 2010 and Dealings in Securities

Release Date: 07/04/2026 17:35
Code(s): MTN     PDF:  
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Allocation/Award of MTN Group Shares in Accordance with the Performance Share Plan 2010 and Dealings in Securities

MTN Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1994/009584/06
Share code: MTN
ISIN: ZAE000042164
(MTN or MTN Group)


ALLOCATION/AWARD OF MTN GROUP SHARES IN ACCORDANCE WITH THE PERFORMANCE SHARE
PLAN 2010 (MTN PERFORMANCE SHARE PLAN) AND DEALINGS IN SECURITIES BY DIRECTORS,
PRESCRIBED OFFICERS AND COMPANY SECRETARIES OF MTN AND ITS MAJOR SUBSIDIARIES


In accordance with paragraph 6.77 – 6.85 and 6.90 of the JSE Limited Listings Requirements,
shareholders are advised that the following directors, Company Secretaries and Prescribed Officers of
MTN as well as of major subsidiaries of MTN were awarded and accepted shares, which are subject to
performance conditions, in accordance with the MTN Performance Share Plan.

The salient details of which are set out below:

1.      Name of director &                        Ralph Mupita
        MTN Prescribed Officer

        Office held                               Group President & CEO & Prescribed Officer

        Name of the company and the subsidiary    MTN & Mobile Telephone Networks
        companies                                 Proprietary Limited and MTN Nigeria
                                                  Communications Plc

        Date of transaction                       31 March 2026

        Number of shares awarded                  207,633 shares

        Class of security                         MTN ordinary shares of 0.01 cents each

        Market price per share at which shares    R192.50
        were awarded

        Total value of shares                     R39,969,275.25

        Vesting period                            Three years from award date

        Nature of transaction                     Off-market award of shares to employee

        Nature of interest                        Direct beneficial

        Clearance                                 Yes





2.       Name of director & MTN Prescribed        Tsholofelo Molefe
         Officer

         Office held                              Group Chief Financial Officer & Prescribed
                                                  Officer

         Name of the company and the subsidiary   MTN & Mobile Telephone Networks
         companies                                Proprietary Limited and MTN Nigeria
                                                  Communications Plc

         Date of transaction                      31 March 2026

         Number of shares awarded                 111,931 shares

         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded

         Total value of shares                    R21,546,714.00

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



3.       Name of director                         Paul Norman

         Office held                              Director of major subsidiary

         Name of the subsidiary company           Mobile Telephones Networks Proprietary
                                                  Limited

         Date of transaction                      31 March 2026

         Number of shares awarded                 56,333 shares

         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded

         Total value of shares                    R10,843,943.75

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee




         Nature of Interest                       Direct beneficial

         Clearance                                Yes



4.       Name of director and MTN Prescribed      Karl Olutokun Toriola
         Officer

         Office held                              MTN Nigeria CEO & Prescribed Officer of MTN

         Name of the subsidiary company           MTN Nigeria Communications Plc

         Date of transaction                      31 March 2026

         Number of shares awarded                 28,704 shares


         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded

         Total value of shares                    R5,525,459.88

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes




5.       Name of director and MTN Prescribed      Ferdinand J Moolman
         Officer
         Office held                              MTN SA CEO & Prescribed Officer of MTN

         Name of the subsidiary companies         Mobile Telephone Networks Proprietary
                                                  Limited and MTN Nigeria Communications Plc

         Date of transaction                      31 March 2026

         Number of shares awarded                 104,545 shares


         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded



         Total value of shares                    R20,125,000.00

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes


6.       Name of director                         Yolanda Cuba

         Office held                              Director of major subsidiary

         Name of the subsidiary company           Mobile Telephones Networks Proprietary
                                                  Limited

         Date of transaction                      31 March 2026

         Number of shares awarded                 62,718 shares


         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded
         Total value of shares                    R12,073,220.00


         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



7.      Name of director                          Dineo Molefe

         Office held                              Director of major subsidiary

         Name of the subsidiary company           Mobile Telephone Networks Proprietary
                                                  imited

         Date of transaction                      31 March 2026

         Number of shares awarded                 35,559 shares



         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded

         Total value of shares
                                                  R6,845,196.96

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



8.       Name of Director                         Sugentharen Perumal

         Office held                              Director of major subsidiary

         Name of the subsidiary company           Scancom Ghana Plc


         Date of transaction                      31 March 2026

         Number of shares awarded                 35,436 shares


         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded
         Total value of shares                    R6,821,370.00

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



9.       Name of Director                         Stephen Blewett

         Office held                              CEO: MTN Ghana, Director of major subsidiary

         Name of the subsidiary company           Scancom Ghana Plc

         Date of transaction                      31 March 2026



         Number of shares awarded                 21,382 shares

         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded
                                                  R4,115,998.20
         Total value of shares
         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



10.      Name of Director                         Antoinette Kwofie

         Office held                              CFO: MTN Ghana, Director of major subsidiary

         Name of the subsidiary company           Scancom Ghana Plc (MTN Ghana)

         Date of transaction                      31 March 2026

         Number of shares awarded                 13,660 shares

         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded

         Total value of shares                    R 2,629,636.21

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



11.      Name of Company Secretary                Lucy Mokoka

         Office held                              MTN Group Company secretary

         Name of company                          MTN


         Date of transaction                      31 March 2026


         Number of shares awarded                 12,008 shares


         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded
         Total value of shares                    R2,311,583.32


         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



12.      Name of Company Secretary                Mateboho Rantofi

         Office held                              Company secretary of major subsidiary

         Name of subsidiary company               Mobile Telephone Networks Proprietary
                                                  Limited

         Date of transaction                      31 March 2026

         Number of shares awarded                 9,953 shares

         Class of security                        MTN ordinary shares of 0.01 cents each

         Market price per share at which shares   R192.50
         were awarded
         Total value of shares                    R1,916,046.72

         Vesting period                           Three years from award date

         Nature of transaction                    Off-market award of shares to employee

         Nature of interest                       Direct beneficial

         Clearance                                Yes



13.      Name of MTN Prescribed Officer                      Ebenezer Asante

         Office held                                         Senior Vice President, Markets and Prescribed
                                                             officer of MTN

         Name of company                                     MTN

         Date of transaction                                 31 March 2026

         Number of shares awarded                            120,880 shares

         Class of security                                   MTN ordinary shares of 0.01 cents each

         Market price per share at which shares              R192.50
         were awarded

         Total value of shares                               R23,269,457.01

         Vesting period                                      Three years from award date

         Nature of transaction                               Off-market award of shares to employee

         Nature of interest                                  Direct beneficial

         Clearance                                           Yes




14.      Name of director                                   Modupe Kadri

         Office held                                        Director of a major subsidiary

         Name of the subsidiary company                     MTN Nigeria Communications Plc

         Date of transaction                                31 March 2026

         Number of shares awarded                           11,855 shares

         Class of security                                  MTN ordinary shares of 0.01 cents each

         Market price per share at which shares             R192.50
         were awarded

         Total value of shares                              R2,282,019.83

         Vesting period                                     Three years from award date

         Nature of transaction                              Off-market award of shares to employee

         Nature of interest                                 Direct beneficial

         Clearance                                          Yes


•     All award recipients with Minimum Shareholding Requirements obligations have fulfilled their requirements.
•     Karl Toriola and Modupe Kadri also receive Long Term Incentive (LTI) awards in respect of MTN Nigeria shares in
      their capacities as executives of MTN Nigeria, and this supplements their Group LTI awards.
•     The vesting date has been accelerated to 10 December 2028, aligning with the date on which the award would
      normally have been granted being 10 December 2025.

Fairland

7 April 2026

Lead Sponsor

Tamela Holdings Proprietary Limited

Joint Sponsor

J.P. Morgan Equities Proprietary Limited


Date: 07-04-2026 05:35:00
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