Randgold Resources Limited: Grant and Vesting of Directors' Awards

JERSEY, CHANNEL ISLANDS--(Marketwired - Mar 24, 2016) - Randgold Resources Limited (LSE: RRS) (NASDAQ: GOLD)

RANDGOLD RESOURCES LIMITED
Incorporated in Jersey, Channel Islands
Reg. No. 62686
LSE Trading Symbol: RRS
NASDAQ Trading Symbol: GOLD
(the "Company")

Jersey, Channel Islands, 24 March 2016

GRANT OF AWARDS TO MARK BRISTOW AND GRAHAM SHUTTLEWORTH UNDER THE RANDGOLD RESOURCES LIMITED CO-INVESTMENT PLAN AND THE RANDGOLD RESOURCES LIMITED RESTRICTED SHARE SCHEME

RANDGOLD RESOURCES LIMITED CO-INVESTMENT PLAN

Following Mark Bristow and Graham Shuttleworth, both directors of the Company, each electing to "lock-up" the maximum permissible number of ordinary shares in the Company (Shares) for a period of 3 years (being 45 475 Shares and 10 355 Shares respectively) under the Randgold Resources Limited Co-investment Plan, they have become eligible for the grant of "matching" awards under the plan. Consequently, an award under the plan of 45 475 Shares was granted to Mark Bristow and an award of 10 355 Shares was granted to Graham Shuttleworth, on 23 March 2016. The awards granted to both Mark Bristow and Graham Shuttleworth may vest, in full or in part, after the expiry of the performance period on 31 December 2018, to the extent that the performance conditions as specified by the plan are met. A one year post-vesting holding requirement applies to 100 per cent. of the vested Shares.

The Randgold Resources Limited Co-investment Plan, which has been approved by shareholders, is designed to reward sustained total shareholder return performance relative to global peers over a three year period and align the interests of the executives with the interests of shareholders.

RANDGOLD RESOURCES LIMITED RESTRICTED SHARE SCHEME

Under the Randgold Resources Restricted Share Scheme, an award over 36 380 Shares was granted to Mark Bristow a director of the Company, and an award over 8 284 Shares was granted to Graham Shuttleworth a director of the Company, on 23 March 2016. The awards granted to both Mark Bristow and Graham Shuttleworth may vest, in full or in part, subject to the achievement of operational and financial performance targets, chosen on the basis they are among the Company's key performance indicators and drive shareholder value, over a four year performance period. A one year post-vesting holding requirement applies to 100 per cent. of the vested Shares.

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http://www.rns-pdf.londonstockexchange.com/rns/2342T_1-2016-3-24.pdf