AMP LIMITED — Director's Dealing 2019

Aug 21, 2019

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity:	AMP LIMITED
ABN:	49 079 354 519

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

We (the entity) give ASX the followingthe director for the purposes of section	information under listing rule 3.19A.2 and as agent for205G of the Corporations Act.
Name of Director	Francesco Alexander DE FERRARI
Date of last notice	15 August 2019

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

	Direct or indirect interest	Direct or indirect interest	Direct and Indirect
	Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.		Beneficial interest in shares held by CPUShare Plans Pty Limited as the trustee of theAMP Employee Share Trust.
	Date of change		20 August 2019
	No. of securities held prior to change		•2,040,816 share rights•2,040,816 restricted shares•8,000,000 options•1,656,976 performance rights
	Class		See above
	Number acquired		1,224,488 restricted shares transferred fromCPU Share Plans Pty Limited as the trusteeof the AMP Employee Share Trust (which theDirector had a beneficial interest in) to theDirector (so the Director now holds thoseshares directly)
			Director (so the Director now holdsshares directl)
			y

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Acquired without a cash payment by theDirector as part of his remuneration.
No. of securities held after change	•2,040,816 share rights•816,328 restricted shares•8,000,000 options•1,656,976 performance rights•1,224,488 shares
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Release of restricted shares from trustarrangements as a component of theamended Buyout Incentive Award granted tothe Director, as announced to ASX on 8August 2019. The restricted shares werepurchased on market by CPU Share PlansPty Limited as the trustee of the AMPEmployee Share Trust.

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract	N/A
Nature of interest	N/A
Name of registered holder(if issued securities)	N/A
Date of change	N/A
No. and class of securities to whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide detailsand an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No above traded during a[+] closed period where prior written clearance was required?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

If so, was prior written clearance provided to allow the tradeto proceed during this period?	N/A
If prior written clearance was provided, on what date was thisprovided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3