COCHLEAR LIMITED — Director's Dealing 2020

Oct 21, 2020

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.

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	Diggory William Howitt
Date of last notice	26 August 2020

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
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	Not applicable
Date of change	21 October 2020
No. of securities held prior to change	(a) 45,731 Shares(b) Nil Options(c)59,948 LTI Options(d) 6,117 LTI Performance Rights(e) 2,634 STI Deferral Performance Rights

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Class	(a) Fully paid ordinary shares in Cochlear
	Limited (“Shares”)
	(b) Options over Shares (“Options”)
	(c)Long term incentive Options subject to
	performancehurdlesandvesting
	timeframes (“LTI Options”)
	(d) Long term incentive Share rights subject to
	performancehurdlesandvesting
	timeframes (“LTI Performance Rights”)
	(e) Short term incentive Share rights subject
	to vesting timeframes (“STI Deferral
	Performance Rights”)
Number acquired	21,217 LTI Options
	4,782 LTI Performance Rights
Number disposed
Value/Consideration	Nil
Note: If consideration is non-cash, provide details and estimated
valuation
No. of securities held after change	(a) 45,731 Shares
	(b) Nil Options
	(c)81,165 LTI Options
	(d) 10,899 LTI Performance Rights
	(e) 2,634 STI Deferral Performance Rights
Nature of change	Grant of securities under the Cochlear Executive
Example: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	Incentive Plan (CEIP) for Mr Howitt’s long termincentive award in financial year 2021.
	The shareholders of Cochlear Limited approved
	the grant at the Annual General Meeting held
	on 20 October 2020.
	The LTI 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.

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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	N/A
(if issued securities)
Date of change	N/A
No. and class of securities to which	N/A
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration	N/A
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change	N/A

Part 3 –[+] Closed period

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

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3