Report of Foreign Issuer (6-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

RULE 13a-16 OR 15d-16 UNDER THE SECURITIES

EXCHANGE ACT OF 1934

For November 23, 2017

Harmony Gold Mining Company Limited

Randfontein Office Park

Corner Main Reef Road and Ward Avenue

Randfontein, 1759

South Africa

(Address of principal executive offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20- F or Form 40-F.)

Form 20-F ☒

Form 40-F ☐

(Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ☐

No ☒

Harmony Gold Mining Company Limited

Registration number 1950/038232/06

Incorporated in the Republic of South Africa

ISIN: ZAE000015228

JSE share code: HAR

(“Harmony” and/or “the Company”)

Results of Harmony’s annual general meeting

Harmony Gold Mining Company Limited (‘Harmony’ or ‘the Company’) advises shareholders that, at Harmony’s annual general meeting held today, the requisite majority of shareholders approved all the ordinary and special resolutions, as set out in the notice of annual general meeting forming part of the Company’s 2017 integrated annual report. There were 444 560 003 ordinary shares in issue as at the date of the annual general meeting.

The voting results of the resolutions were as follows:

Ordinary resolution 1:
	Appointment of director: Peter Steenkamp

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)	Total shares voted (% of total shares in issue)			Shares abstained (% of total shares in issue)
99.48%	0.52%		371 379 522	83.54%			0.17%

Ordinary resolution 2:
	Re-election of director: Mavuso Msimang

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)	Total shares voted (% of total shares in issue)			Shares abstained (% of total shares in issue)
99.70%	0.30%		370 103 172	83.25%			0.45%

Ordinary resolution 3:
	Re-election of director: John Wetton

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)	Shares abstained (% of total shares in issue)
99.70%	0.30%		370 112 650		83.25%	0.45%
Ordinary resolution 4:	Re-election of director: Ken Dicks
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)			Shares abstained (% of total shares in issue)
99.70%	0.30%		370 081 213		83.25%			0.46%

Ordinary resolution 5:
	Re-election of director: Simo Lushaba

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)			Shares abstained (% of total shares in issue)
99.13%	0.87%		370 799 278		83.41%			0.30%

Ordinary resolution 6:
	Re-election of audit and risk committee member: John Wetton

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)			Shares abstained (% of total shares in issue)
99.77%	0.23%		370 826 534		83.41%			0.29%

Ordinary resolution 7:
	Re-election of audit and risk committee member: Fikile De Buck

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)				Shares abstained (% of total shares in issue)
99.78%	0.22%		370 821 861		83.41%				0.29%

Ordinary resolution 8:
	Re-election of audit and risk committee member: Simo Lushaba

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)				Shares abstained (% of total shares in issue)
88.62%	11.38%		370 793 941		83.41%				0.30%

Ordinary resolution 9:
	Re-election of audit and risk committee member: Modise Motloba

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)				Shares abstained (% of total shares in issue)
87.28%	12.72%		370 790 683		83.41%				0.30%

	Re-election of audit and risk committee member: Karabo Nondumo
Ordinary resolution 10:

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)				Shares abstained (% of total shares in issue)
99.78%	0.22%		370 795 068		83.41%				0.30%

Ordinary resolution 11:
	Reappointment of external auditors: PricewaterhouseCoopers Incorporated

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)				Shares abstained (% of total shares in issue)
92.95%	7.05%		371 381 803		83.54%				0.16%

Ordinary resolution 12:
	Approval of remuneration policy

Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
98.36%	1.64%		369 639 677		83.15%						0.56%

Ordinary resolution 13:
	Approval of the implementation report
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
98.68%	1.32%		369 984 226		83.22%						0.48%

Ordinary resolution 14:
	Placing control of the authorised but unissued Company shares in the hands of the Board
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
80.88%	19.12%		371 285 676		83.52%						0.19%

Ordinary resolution 15:	General authority to issue shares for cash
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
98.98%	1.02%		371 362 151		83.53%						0.17%

Special resolution 1:	Authorisation of Financial Assistance in terms of section 45 of the Act
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
99.35%	0.65%		371 276 153		83.52%						0.19%

Special resolution 2:
		Pre-approval of non-executive directors’ remuneration

Shares voted for (% total shares voted)		Shares voted against (% total shares voted)	Total shares voted (number)		Total shares voted (% of total shares in issue)					Shares abstained (% of total shares in issue)
99.32%		0.68%	369 647 606		83.15%					0.55%

Special resolution 3:	Approval of non-executive directors’ remuneration
Shares voted for (% total shares voted)	Shares voted against (% total shares voted)		Total shares voted (number)		Total shares voted (% of total shares in issue)						Shares abstained (% of total shares in issue)
99.27%	0.73%		369 624 671		83.14%						0.56%

ends.

For more details contact:

Riana Bisschoff

Company Secretary

+27(0)83 629 4706

Johannesburg, South Africa

23 November 2017

Sponsor:

J.P. 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 authorized.