COCHLEAR LIMITED — Director's Dealing 2014

Oct 20, 2014

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	Cochlear Limited
ABN	96 002 618 073

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 Dr Christopher Graham Roberts

Date of last notice 16 September 2014

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 and indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	16,000 fully paid ordinary shares inCochlearLimited.12,000fullypaidordinary shares in Cochlear Limited arehld b Cbbit Pt Liitd tt f
	e y a y me as rusee ortwo trusts of which Dr Roberts is abeneficiar 4000 full aid ordinar
	y. , y p yshares in Cochlear Limited are held byRomaxis Pty Ltd as trustee for a trust of
	which Dr Roberts is a beneficiary.
Date of change	14 October 2014

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	No. of securities held prior to change	(a) 719,803 fully paid ordinary shares inCochlear Limited (703,803 direct and16,000 indirect)(b) 354,184 options each over one fully
		paid ordinary share in CochlearLimited (unvested)(c) 2,781 short term incentive performancerights to fully paid ordinary shares
		(“STI Deferral Performance Rights”)
Class		(a) fully paid ordinary shares(b) options over fully paid ordinaryshares (which are subject to vestingcriteria)(c) STI Deferral Performance Rights
Number acquired		60,771 options each over one fully paidordinaryshareinCochlearLimited(“Options”)11,821 long term incentive performancerights to fully paid ordinary shares (“LTIPerformance Rights”)
Number disposed		Not applicable
Value/ConsiderationNote: If consideration is non-cash, provide detailsvaluation	and estimated	Nil
No. of securities held after change		(a) 719,803 fully paid ordinary shares in
		Cochlear Limited (703,803 direct and16,000 indirect)
		(b) 414,955 options each over one fullypaid ordinary share in Cochlear
		Limited (unvested)(c)2781 STI Deferral Performance Rihts
		, g(d) 11,821 LTI Performance Rights

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Nature of change	The Options and LTI Performance Rights
Example: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation in	are Dr Roberts’ participation in the
buy-back	CochlearExecutiveIncentivePlan
	(“CEIP”) for the financial year 2014-15. The
	grant of the Options and LTI Performance
	Rights required the approval of the
	Cochlear Limited shareholders at the
	Annual General Meeting.
	The shareholders of Cochlear Limited
	approved the grant of the Options and LTI
	Performance Rights to Dr Roberts at the
	Annual General Meeting held on 14
	October 2014.
	The Options and LTI Performance Rights
	are subject to the vesting criteria in the
	CEIP and will lapse if the vesting criteria
	are not met.
	Any LTI Performance Rights which vest
	will be exercised automatically.

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

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Interest after change

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? If so, was prior written clearance provided to allow the trade Not applicable to proceed during this period? If prior written clearance was provided, on what date was this Not applicable provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011