AUDINATE GROUP LIMITED — Director's Dealing 2018

Mar 5, 2018

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 Audinate Group Limited ABN 56 618 616 916

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.

Name of Director John William Dyson

Date of last notice 6 July 2017

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	1. Indirect 2. Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	1. Starfish Ventures Pty Ltd ATF the IIFF Trust (Mr Dyson is a beneficiary of the Trust). 2. Starfish Ventures Pty Ltd as responsible entity of the Starfish Pre- Seed Fund (Mr Dyson is a Director and Principal of Starfish Ventures).
Date of change	1. 1 March 2018 2. 1 March 2018

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	12,255,799 fully paid ordinary shares: • 4,099 shares - Hope Louisa Dyson (Mr Dyson’s daughter) • 4,099 shares - Annabel Dyson (Mr Dyson’s daughter) • 20,492 shares - Joyce Dyson (Mr Dyson’s spouse) • 12,296 shares - Whitelynton Pty Ltd (Mr Dyson is a beneficiary) • 163,935 shares - Trujon Investment Holdings ATF Trujon Super Fund (Mr Dyson is a member and beneficiary) • 8,307,693 shares - Starfish Ventures Pty Ltd ATF the IIFF Trust (Mr Dyson is a beneficiary of the Trust). • 3,620,234 shares - Starfish Ventures Pty Ltd as responsible entity of the Starfish Pre-Seed Fund (Mr Dyson is a Director and Principal of Starfish Ventures).
Class	Fully paid ordinary shares
Number acquired	Nil
Number disposed	1. 923,077 2. 402,248
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	1. $2.50 (per share) 2. $2.50 (per share)

• See chapter 19 for defined terms. Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

10,930,474 fully paid ordinary shares: • 4,099 shares - Hope Louisa Dyson (Mr Dyson’s daughter) • 4,099 shares - Annabel Dyson (Mr Dyson’s daughter) • 20,492 shares - Joyce Dyson (Mr Dyson’s spouse) • 12,296 shares - Whitelynton Pty Ltd (Mr Dyson is a beneficiary) • 163,935 shares - Trujon Investment Holdings ATF Trujon Super Fund (Mr Dyson is a member and beneficiary) • 7,384,616 shares - Starfish Ventures Pty Ltd ATF the IIFF Trust (Mr Dyson is a beneficiary of the Trust). • 3,217,986 shares - Starfish Ventures Pty Ltd as responsible entity of the Starfish Pre-Seed Fund (Mr Dyson is a Director and Principal of Starfish Ventures).

Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

Special crossing

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
Name of registered holder (if issued securities)
Date of change
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
Interest acquired

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Part 3 –+Closed period
Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required?	No
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011