UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
Dated 3 June 2019
Commission File Number: 001-31318
GOLD FIELDS LIMITED
(Translation of registrant’s name into English)
150 Helen Rd.
Sandown, Sandton 2196
South Africa
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F.
Form 20-F
Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): _____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): _____
Gold Fields Limited
Reg. No. 1968/004880/06)
Incorporated in the Republic of South Africa)
Share Code: GFI
ISIN Code: ZAE000018123
(the “Company”)
DEALING IN SECURITIES
In compliance with paragraphs 3.63 - 3.74 of the Listings
Requirements of JSE Limited, shareholders are advised that Gold
Fields Limited has awarded on 28 May 2019 (“the Award Date”),
Award effective 15 February 2019, Conditional Performance Shares
to directors of the Company and major subsidiaries in terms of
the Gold Fields Limited 2012 Share Plan (as amended) as set out
below.
Performance Shares (PS) are conditionally awarded, based on a share
price of R57.3756 being the 3 day VWAP of 27, 28, 29 February 2019.
The number of PS which may settle to a participant on vesting date
price of R57.3756 being the 3 day VWAP of 27, 28, 29 February 2019.
The number of PS which may settle to a participant on vesting date
i.e. three years from effective date of the award, will be
determined by the company achieving pre-determined performance
conditions as follows:
Relative TSR - measured against the performance of ten other major
gold mining companies based on the Gold Fields share price compared
gold mining companies based on the Gold Fields share price compared
to the basket of respective US dollar share prices of the peer group,
Absolute TSR - Gold Fields share price measured at the start and the
end of the performance period.
end of the performance period.
Free Cash Flow Margin – achievement of pre-determined FCFM target.
The number of shares to be settled will range from 0% to 200% of the
The number of shares to be settled will range from 0% to 200% of the
initial conditional award.
Name
NJ HOLLAND
Position
Director of Gold Fields Limited
No of PS awarded and accepted
163 966
Award Acceptance Date
28 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
R BARDIEN
Position
Director of a Major
Subsidiaries: Gold Fields
Operations Limited, JFI Joint
Venture Holdings (Pty) Limited
and Gold Fields
No of PS awarded and accepted
69 117
Award Acceptance Date
29 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
M PREECE
Position
Director of a Major
Subsidiaries: Gold Fields
Operations Limited, JFI Joint
Venture Holdings (Pty) Limited
Venture Holdings (Pty) Limited
and Gold Fields
No of PS awarded and accepted
60 276
Award Acceptance Date
28 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
L RIVERA
Position
Director of a Major
Subsidiaries: Director of a
Subsidiaries: Director of a
Major Subsidiaries: Gold Fields
La Cima
No of PS awarded and accepted
176 981
Award Acceptance Date
28 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
NA CHOHAN
Position
Director of a Major
Subsidiaries: Gold Fields
Operations Limited, JFI Joint
Venture Holdings (Pty) Limited
and Gold Fields
No of PS awarded and accepted
126 392
Award Acceptance Date
28 May 2019
Class of underlying security to Ordinary shares
which rights attach
Nature of transaction
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
CW DU TOIT
Position
Director of a Major
Subsidiaries: Gold Fields
Australia(Pty) Limited, GSM
Holding Company Limited
No of PS awarded and accepted
18 851
Award Acceptance Date
28 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
Name
A MUNT
Position
Director of a Major
Subsidiaries: Gold Fields
Australia(Pty) Limited, GSM
Holding Company Limited
No of PS awarded and accepted
17 566
Award Acceptance Date
28 May 2019
Class of underlying security to
which rights attach
Ordinary shares
Nature of transaction
Off market acceptance of
Performance Shares awarded
Vesting Period
Performance Shares vest on
third anniversary of effective
Award date
Nature of interest
Direct and Beneficial
In accordance with section 3.66 of the Listings Requirements, the
necessary clearance was obtained.
31 May 2019
Sponsor:
JP Morgan Equities South Africa Proprietary Limited
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
GOLD FIELDS LIMITED
Dated: 3 June 2019
By:
/s/ Nicholas J. Holland
Name:
Nicholas J. Holland
Title:
Chief Executive Officer