FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of November 2011
Commission File Number 1-31318
Commission File Number 1-31318
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.
cover Form 20-F or Form 40-F.
Form 20-F..x... 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): ________
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): ________
permitted by Regulation S-T Rule 101(b)(7): ________
Indicate by check mark whether by furnishing the information contained in this Form,
the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.
the registrant is also thereby furnishing the information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..x...
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- ________
connection with Rule 12g3-2(b): 82- ________
Gold Fields Limited
(Reg. No. 1968/004880/06)
(Incorporated in the Republic of South Africa)
(“Gold Fields” or “the Company”)
JSE, NYSE, DIFX Share Code: GFI
ISIN Code: ZAE000018123
DEALING IN SECURITIES BY DIRECTORS AND COMPANY SECRETARY
In compliance with paragraphs 3.63 - 3.74 of the Listings
Requirements of JSE Limited (“the Listing Requirements”) we
hereby advise that Messrs DN Murray, K Ansah, RL Pennant–Rea,
directors of Gold Fields Limited have exercised Restricted Shares
which were issued to them in terms of the Gold Fields Limited
2005 Non Executive Share Plan.
Mr C Farrel, Company Secretary of Gold Fields Limited has
exercised Share Options which were issued to him in terms of
The GF Management Incentive Scheme, as amended and Share
Appreciation Rights (“SARS”) which were issued to him in terms of
The Gold Fields Limited 2005 Share Plan.
Details or the transactions are set out below.
SARS are allocated at the volume weighted average price of Gold
Fields shares over the 20 trading days preceding the Grant Date.
SARS vest after three years and participants have a further three
years in which to exercise the SARS. The value of the SARS which
a participant may exercise will be the difference between the
Fair Market Value at date of exercise and the Fair Market Value
on the allocation date.
SHARE OPTIONS are offered at a strike price, with a third of the
total share option grant vesting upon the second, third and
fourth anniversaries of the grant date. The vested options can be
exercised before the expiry date which is seven years from the
grant date. The value of the Options which a participant may
exercise will be the difference between the Share price at the
date of exercise and the Strike price on the allocation date.
(Reg. No. 1968/004880/06)
(Incorporated in the Republic of South Africa)
(“Gold Fields” or “the Company”)
JSE, NYSE, DIFX Share Code: GFI
ISIN Code: ZAE000018123
DEALING IN SECURITIES BY DIRECTORS AND COMPANY SECRETARY
In compliance with paragraphs 3.63 - 3.74 of the Listings
Requirements of JSE Limited (“the Listing Requirements”) we
hereby advise that Messrs DN Murray, K Ansah, RL Pennant–Rea,
directors of Gold Fields Limited have exercised Restricted Shares
which were issued to them in terms of the Gold Fields Limited
2005 Non Executive Share Plan.
Mr C Farrel, Company Secretary of Gold Fields Limited has
exercised Share Options which were issued to him in terms of
The GF Management Incentive Scheme, as amended and Share
Appreciation Rights (“SARS”) which were issued to him in terms of
The Gold Fields Limited 2005 Share Plan.
Details or the transactions are set out below.
SARS are allocated at the volume weighted average price of Gold
Fields shares over the 20 trading days preceding the Grant Date.
SARS vest after three years and participants have a further three
years in which to exercise the SARS. The value of the SARS which
a participant may exercise will be the difference between the
Fair Market Value at date of exercise and the Fair Market Value
on the allocation date.
SHARE OPTIONS are offered at a strike price, with a third of the
total share option grant vesting upon the second, third and
fourth anniversaries of the grant date. The vested options can be
exercised before the expiry date which is seven years from the
grant date. The value of the Options which a participant may
exercise will be the difference between the Share price at the
date of exercise and the Strike price on the allocation date.
Details of the transaction are set out below:
Mr K Ansah
Nature of transaction
On market sale of shares
Transaction Date
23 November 2011
Number of Shares
5 000
Class of Security
Ordinary shares
Price per Share
R132.0200
Total Value
R660,100.00
Vesting Period
The award vests on the third
anniversary following the grant
date
anniversary following the grant
date
Nature of interest
Direct and Beneficial
Mr RL Pennant–Rea
Nature of transaction
On market sale of shares
Transaction Date
24 November 2011
Number of Shares
2 153
Class of Security
Ordinary shares
Price per Share
R132.4732
Total Value
R285.214.80
Vesting Period
The award vests on the third
anniversary following the grant
date
anniversary following the grant
date
Nature of interest
Direct and Beneficial
Mr RL Pennant–Rea
Nature of transaction
Off market acquisition of shares
Transaction Date
24 November 2011
Number of Shares
2847
Class of Security
Ordinary shares
Price per Share
R132.4732
Total Value
R377,151.20
Vesting Period
The award vests on the third
anniversary following the grant
date
anniversary following the grant
date
Nature of interest
Direct and Beneficial
Mr DN Murray
Nature of transaction
On market sale of shares
Transaction Date
24 November 2011
Number of Shares
5 000
Class of Security
Ordinary shares
Price per Share
R133.6207
Total Value
R668,103.50
Vesting Period
The award vests on the third
anniversary following the grant
date
anniversary following the grant
date
Nature of interest
Direct and Beneficial
Mr C Farrel
Nature of transaction
On market sale of shares/Off market
exercise of SARS in terms of the
Scheme.
exercise of SARS in terms of the
Scheme.
Transaction Date
23 November 2011
Number of Shares/Options
192
Class of Security
Ordinary Shares
Strike price per share option R125.28
Market price per share
Market price per share
R132.2000
Total Value
R25,382.40
Vesting Period
SARS vest after three years and
participants have a further three
years in which to exercise the SARS.
participants have a further three
years in which to exercise the SARS.
Nature of interest
Direct and Beneficial
Mr C Farrel
Nature of transaction
On market sale of shares/Off market
exercised of options in terms of the
above scheme
exercised of options in terms of the
above scheme
Transaction Date
23 November 2011
Number of Shares/Options
9466
Class of Security
Ordinary Shares
Strike price per share option R73.80
Market price per share
Market price per share
132.2000
Total Value
R1,251,405.20
Total proceeds
R552,814.40
Vesting Period
A third of the total share option
grant vests upon the second, third
and fourth anniversaries of the grant
date and the options expire seven
years from grant date.
grant vests upon the second, third
and fourth anniversaries of the grant
date and the options expire seven
years from grant date.
Nature of interest
Direct and Beneficial
In terms of paragraph 3.66 of the Listings requirements the
necessary clearance to deal in the above securities has been
obtained.
25 November 2011
Sponsor:
JP Morgan Equities 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 authorized.
has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: 28 November 2011
GOLD FIELDS LIMITED
By:
Name:
Mr W J Jacobsz
Title: Senior Vice President: Investor
Relations and Corporate Affairs
Title: Senior Vice President: Investor
Relations and Corporate Affairs