Sec Form 4 Filing - Tasker Charles W @ MiX Telematics Ltd - 2023-02-28

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Tasker Charles W 2. Issuer Name and Ticker or Trading Symbol MiX Telematics Ltd [ MIXT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Operations Officer (Last) (First) (Middle) HOWICK CLOSE, WATERFALL PARK, BEKKER ROAD 3. Date of Earliest Transaction (MM/DD/YY) 02/28/2023 (Street) MIDRAND, SOUTH AFRICA, T31686 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Ordinary Shares 02/28/2023 M 460,336 ( 1 ) A $ 0.26 ( 2 ) 6,198,930 D Ordinary Shares 2,428,150 I By Wife

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Appreciation Rights $ 0.26 ( 2 ) 02/28/2023 M 1,100,000 ( 3 ) ( 3 ) Ordinary Shares 460,336 ( 4 ) $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Tasker Charles W HOWICK CLOSE, WATERFALL PARK BEKKER ROAD MIDRAND, SOUTH AFRICA, T31686 X Chief Operations Officer Signatures /s/ Tasker Charles W, by Paul M. Dell, as Attorney-in-Fact 02/28/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shareholders are advised of the following information relating to dealings in securities by a director MiX Telematics relating to the exercise of share appreciation rights ("SARs") under the MiX Telematics Limited Long-Term Incentive Plan ("LTIP"). Charles Tasker is exercising 1 100 000 SARS, equating to 460 336 ordinary shares, granted to him under the LTIP as set out in the table below, and his intention is to sell all of the 460 336 shares issued to him in respect of the LTIP. At the conclusion of this process, Charles Tasker's total shareholding will remain unchanged at 326 669 American Depositary Shares (equivalent to 8 166 744 MiX Telematics ordinary shares). ( 2 )For purposes of this table, the award price has been converted, based on the South African Rand/U.S. dollar exchange rate in effect as of grant date. ( 3 )The Stock Appreciation Rights time vest in 25% tranches beginning on the second anniversary of the grant date subject to the executive's continued employment, provided, however, that the grant is also subject to a performance based condition that a minimum total shareholder return of 10% must be achieved prior to the date that the grant expires. These Stock Appreciation Rights were granted on May 30, 2017 and expire on May 30, 2023. ( 4 )1,100,000 Stock Appreciation Rights were exercised equating to 460,336 ordinary shares (equivalent to 18,413 ADRs) based on an intrinsic value of 2.49 Rand (equivalent to $0.14) and an exercise price of 5.95 Rand (equivalent to $0.32). The conversion prices reflects the approximate U.S. dollar conversion rate of R18.4106 per U.S Dollar as of February 28, 2023.

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