CAPRICORN METALS LTD — Director's Dealing 2019

Sep 15, 2019

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16 September 2019

Market Announcements Platform Australian Securities Exchange

CEO REMUNERATION & DIRECTOR INTEREST NOTICES

Capricorn Metals Ltd (“Capricorn”) (ASX:CMM) provides the attached information in relation to board and management appointments announced this morning:

Please find attached:

• Material terms of Chief Executive Officers remuneration.

• Appendix 3X – Initial Director’s Interest Notice – Myles Ertzen

• Appendix 3Z – Final Director’s Interest Notice – Timothy Kestell

• Appendix 3Z – Final Director’s Interest Notice – Douglas Jendry

• Appendix 3Z – Final Director’s Interest Notice – Stuart Pether

For and on behalf of the Board Capricorn Metals Ltd

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Natasha Santi Company Secretary

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APPENDIX 1 – MATERIAL TERMS OF CONTRACT

The material terms of Mr Kim Massey’s employment contract as Chief Executive Officer, are as follows:

• Full time, permanent employee, commencing 16 September 2019.

• Annual remuneration of $375,000 per annum, including superannuation contributions.

• 10,000,000 performance rights, with 50% vesting after 2 years and the remaining 50% after three years from the date of issue.

Appendix 3X Initial Director’s Interest Notice

Rule 3.19A.1

Appendix 3X

Initial 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 30/9/2001.

Name of entity	CAPRICORN METALS LTD
ABN	84 121 700 105

We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	MYLES ERTZEN
Date of appointment	13 SEPTEMBER 2019

Part 1 - Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

NIL

• See chapter 19 for defined terms.

Appendix 3X Page 1

11/3/2002

Appendix 3X Initial Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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

Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest. TOPAZ HOLDINGS PTY LTD Director & Beneficiary of Trust	Number & class of Securities 14,465,472 Ordinary Shares

Part 3 – 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 Nature of interest Name of registered holder (if issued securities) No. and class of securities to which interest relates

• See chapter 19 for defined terms.

Appendix 3X Page 2

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Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final 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 30/9/2001.

Introduced 30/9/2001.
Name of entity	CAPRICORN METALS LTD
ABN	84 121 700 105

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

purposes of section 205G of the Corporations Act.
Name of director	TIMOTHY KESTELL
Date of last notice	9 MAY 2019
Date that director ceased to be director	13 SEPTEMBER 2019

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

NIL

• See chapter 19 for defined terms.

Appendix 3Z Page 1

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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.

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

Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest NEON CAPITAL LTD Director & Substantial Shareholder	Number & class of securities 31,461,935 ORDINARY SHARES

Part 3 – Director’s interests in contracts

Detail of contract Nature of interest Name of registered holder (if issued securities) No. and class of securities to which interest relates

• See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final 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 30/9/2001.

Introduced 30/9/2001.
Name of entity	CAPRICORN METALS LTD
ABN	84 121 700 105

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

purposes of section 205G of the Corporations Act.
Name of director	DOUGLAS JENDRY
Date of last notice	11 MAY 2019
Date that director ceased to be director	13 SEPTEMBER 2019

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

500,000 ORDINARY SHARES

• See chapter 19 for defined terms.

Appendix 3Z Page 1

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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.

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

Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest NIL	Number & class of securities

Part 3 – Director’s interests in contracts

Detail of contract Nature of interest Name of registered holder (if issued securities) No. and class of securities to which interest relates

• See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final 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 30/9/2001.

Introduced 30/9/2001.
Name of entity	CAPRICORN METALS LTD
ABN	84 121 700 105

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

purposes of section 205G of the Corporations Act.
Name of director	STUART PETHER
Date of last notice	14 MAY 2019
Date that director ceased to be director	13 SEPTEMBER 2019

Part 1 – Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

426,885 ORDINARY SHARES

1,000,000 UNQUOTED OPTIONS EXERCISABLE AT $0.097 PER SHARE ON OR BEFORE 23 NOVEMBER 2021.

• See chapter 19 for defined terms.

Appendix 3Z Page 1

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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.

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

Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest NIL	Number & class of securities

Part 3 – Director’s interests in contracts

Detail of contract Nature of interest Name of registered holder (if issued securities) No. and class of securities to which interest relates

• See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002