Share incentive schemes: Dealings in securities by the company, directors and the company secretary

Datatec Limited

(Incorporated in the Republic of South Africa) (Registration number: 1994/005004/06)

ISIN: ZAE000017745

Share Code: DTC

("Datatec" or "the Company")

SHARE INCENTIVE SCHEMES: DEALINGS IN SECURITIES BY THE COMPANY, DIRECTORS AND THE COMPANY SECRETARY

Datatec announces the following in relation to its Share Incentive schemes:

1) DEALINGS IN SECURITIES BY THE COMPANY

Datatec announces the purchase of Datatec shares by the Company to be held as treasury shares to be used in settlement of the Company's share-based remuneration awards:

Nature of transaction	: On market purchase of shares
Class of security	:	Ordinary shares
Date of transaction	:	6 July 2022
Number of Datatec shares	:	22,890
Purchase price	:	R42.20
Transaction value	:	R 965,958
Date of transaction	:	7 July 2022
Number of Datatec shares	:	16,911
Average purchase price	:	R 42.19932
Highest price traded	:	R42.20
Lowest price traded	:	R42.19
Transaction value	:	R 713,632
Nature of interest	:	Direct non-beneficial
Clearance obtained	:	Yes

After these purchases, the Company held 589,668 Datatec shares as treasury shares to be used in settlement of share-based remuneration awards as follows.

2) SHARE APPRECIATION RIGHTS SCHEME("SARS")

The SARS was originally approved by shareholders at the Company's annual general meeting held on 16 August 2005 and subsequently amended and approved by shareholders at the annual general meeting held on 14 September 2011.

Holders of SARs granted in May 2015 have exercised their SARs and the Company has transferred 245,247 Datatec shares from treasury to the SARs holders in settlement of the exercises.

Details of the transfer of Datatec shares to the participants of the 2015 SARs Scheme who are a Director and the Company Secretary of Datatec are disclosed below, in compliance with the JSE Limited Listings Requirements:

Director	:	J P Montanana
Company	:	Datatec Limited
Class of security	:	Ordinary shares
Nature of transaction	:	Off market receipt of
		Datatec shares following

		exercise of SARS
Date of transaction	:	4 July 2022
Number of securities	:	191,476
Deemed price per share	:	R43.01^
Transaction value	:	R 8,235,383
Nature of interest	:	Indirect beneficial
Clearance obtained	:	Yes
Company Secretary	:	S P Morris
Company	:	Datatec Limited
Class of security	:	Ordinary shares
Nature of transaction	:	Off market receipt of
		Datatec shares following
		exercise of SARS
Date of transaction	:	4 July 2022
Number of securities	:	42,866
Deemed price per share	:	R43.01^
Transaction value	:	R1,843,667
Nature of interest	:	Direct beneficial
Clearance obtained	:	Yes

• the closing share price on 1 July 2022, being the exercise price of the SARs.

3) CONDITIONAL SHARE PLAN ("CSP")

The CSP was approved by shareholders at the Company's annual general meeting held on 14 September 2017.

The CSP awards granted in June 2019 had two performance conditions each applying to half the award: an underlying EPS growth condition and a Return on Invested Capital (ROIC) condition.

The Remuneration Committee has determined that 25% of the June 2019 CSP awards would vest on 6 July 2022 as the threshold for the ROIC performance condition had been achieved for FY22 but the underlying EPS growth condition had not been achieved.

Accordingly,344,422 Datatec shares have been delivered to participants in the June 2019 CSP on 6 July 2022.

Details of the transfer of Datatec shares to the participants of the 2019 CSP who are Directors and the Company Secretary of Datatec are disclosed below, in compliance with the JSE Limited Listings Requirements:

Director	:	J P Montanana
Company	:	Datatec Limited
Class of security	:	Ordinary shares
Nature of transaction	:	Off market receipt of
		vested CSP shares
Date of transaction	:	6 July 2022
Number of securities	:	153,174
Deemed price per share	:	R38.89*
Transaction value	:	R 5,956,937
Nature of interest	:	Indirect beneficial
Clearance obtained	:	Yes
Director	:	I P Dittrich
Company	:	Datatec Limited
Class of security	:	Ordinary shares

Nature of transaction	:	Off market receipt of
		vested CSP shares
Date of transaction	:	6 July 2022
Number of securities	:	54,068
Deemed price per share	:	R38.89*
Transaction value	:	R2,102,705
Company Secretary	:	S P Morris
Company	:	Datatec Limited
Class of security	:	Ordinary shares
Nature of transaction	:	Off market receipt of
		vested CSP shares
Date of transaction	:	6 July 2022
Number of securities	:	23,707
Deemed price per share	:	R38.89*
Transaction value	:	R921,965
Nature of interest	:	Direct beneficial
Clearance obtained	:	Yes

• the closing share price on 24 May 2022, the day of the FY22 Results Announcement.

4) DEFERRED BONUS PLAN ("DBP")

Under the terms of the DBP which was approved by shareholders at the Company's annual general meeting held on 14 September 2017, Executive Directors and the Company Secretary deferred a portion of their FY19 bonus to purchase Datatec shares under the terms of the DBP as detailed in SENS announcement on 4 June 2019. Shares purchased in terms of the DBP are subject to an employment condition and only vest with the participant if they remain in employment with the Company for three years, otherwise the DBP shares are forfeited. It is noted for completeness that the 2019 DBP shares vested with participants on 1 June 2022.

5) TREASURY SHARES

Following the above transactions, the Company holds no Treasury Shares.

8 July 2022

Sponsor

RAND MERCHANT BANK (A division of FirstRand Bank Limited)