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PRS - Dealings in securities by a director and associates of a director of NEPI Rockcastle and amendment to existing financial obligation

Company: NEPI Rockcastle N.V. Date: 2024-11-06 Language: English Register to download
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**NEPI ROCKCASTLE N.V.** Incorporated and registered in the Netherlands Registered number: 87488329 Share code: NRP ISIN: NL0015000RT3 ("**NEPI Rockcastle**")

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## **DEALINGS IN SECURITIES BY A DIRECTOR AND ASSOCIATES OF A DIRECTOR OF NEPI ROCKCASTLE AND AMENDMENT TO EXISTING FINANCIAL OBLIGATION**

Shareholders are referred to the declaration announcement published by Fortress Real Estate Investments Limited ("**Fortress**") on 15 October 2024 in terms of which Fortress shareholders were given the opportunity to receive the dividend for the six months ended 30 June 2024 as a cash dividend, or to elect to receive a dividend *in specie* of ordinary shares in NEPI Rockcastle in respect of all or some of their Fortress B shares *in lieu* of the cash dividend ("**dividend** *in specie*").

Shareholders are advised of the following information under the JSE Listings Requirements and the Market Abuse Regulation ("**MAR**") in Europe relating to the election to receive the dividend *in specie:*

| Steven Brown                                                                                                                                                 |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                              |
| Initial notification                                                                                                                                         |
| 1<br>November<br>2024                                                                                                                                        |
| Ordinary shares of EUR0.01 each                                                                                                                              |
| 19 228                                                                                                                                                       |
| ZAR<br>139.47<br>(based on the closing market price of<br>NEPI Rockcastle shares on 1 November<br>2024,<br>being the record date for the dividend in specie) |
| ZAR<br>2<br>681<br>729.16                                                                                                                                    |
| Off-market receipt of NEPI Rockcastle shares<br>following the election to receive<br>the dividend<br>in<br>specie                                            |
| Direct beneficial                                                                                                                                            |
| Yes                                                                                                                                                          |
|                                                                                                                                                              |
| Juliette van der Veer                                                                                                                                        |
|                                                                                                                                                              |
| Name of director / person discharging managerial responsibilities:<br>Andre van der Veer, who is the father of Juliette                                      |
| van der Veer                                                                                                                                                 |
| Initial notification<br>1 November 2024                                                                                                                      |
| Ordinary shares of EUR0.01 each                                                                                                                              |
| 21                                                                                                                                                           |
| ZAR 139.47<br>(based on the closing market price of<br>NEPI Rockcastle shares on 1 November 2024,<br>being the record date for the dividend in specie)       |
| ZAR 2<br>928.87                                                                                                                                              |
| Off-market receipt of NEPI Rockcastle shares                                                                                                                 |
| following the election to receive the dividend in                                                                                                            |
| specie<br>Indirect beneficial                                                                                                                                |
|                                                                                                                                                              |

| Name of associate / person closely associated:                     | Danielle van der Veer                             |
|--------------------------------------------------------------------|---------------------------------------------------|
| Name of director / person discharging managerial responsibilities: | Andre van der Veer, who is the father of Danielle |
|                                                                    | van der Veer                                      |
| Initial notification / amendment according to MAR:                 | Initial notification                              |
| Transaction date*:                                                 | 1 November<br>2024                                |
| Class of securities / description and type of the financial        | Ordinary shares of EUR0.01 each                   |
| instrument:                                                        |                                                   |
| Number of securities / volume:                                     | 21                                                |
| Deemed price per security:                                         | ZAR 139.47 (based on the closing market price of  |
|                                                                    | NEPI Rockcastle shares on 1 November 2024,        |
|                                                                    | being the record date for the dividend in specie) |
| Deemed total value:                                                | ZAR 2 928.87                                      |
| Nature of transaction:                                             | Off-market receipt of NEPI Rockcastle shares      |
|                                                                    | following the election to receive the dividend in |
|                                                                    | specie                                            |
| Nature and extent of director's interest:                          | Indirect beneficial                               |
| Clearance to deal received:                                        | Yes                                               |

Shareholders are further advised that on 5 November 2024, Steven Brown, a non-executive director of NEPI Rockcastle, pledged an additional 25 295 NEPI Rockcastle shares as security for the existing financial obligation of R23 million (as announced on 25 October 2024) as an off-market transaction, which constitutes a dealing in securities by a director under the JSE Listings Requirements. Following this pledge, for which clearance to deal was obtained, the total number of NEPI Rockcastle shares pledged as security for the existing financial obligation has increased to 185 480 NEPI Rockcastle shares. The existing financial obligation remains unchanged at a limit of R23 million.

For further information please contact:

| NEPI Rockcastle N.V.       |                                   |
|----------------------------|-----------------------------------|
| Rüdiger Dany/Eliza Predoiu | +31 20 237 4770                   |
|                            |                                   |
| JSE sponsor                |                                   |
| Java Capital               | +27 (0)78 456 9999                |
|                            |                                   |
| Euronext Listing Agent     |                                   |
| ING Bank                   | +31 20 563 6685                   |
|                            |                                   |
| Media Relations            | mediarelations@nepirockcastle.com |

6 November 2024
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