COGSTATE LTD — Director's Dealing 2011

Sep 1, 2011

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 30/9/2001.

Name of entity CogState Limited

ABN 80 090 975 723

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	Martyn Myer
Date of last notice	30 August 2011

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 – 4 Indirect interests, as numbered below
	5. Direct
Nature of indirect interest	1. As beneficiary of The M K Myer Family
(including registered holder)	Settlement [Registered holder: M F
Note: Provide details of the circumstances giving rise to the relevant interest.	Custodians Ltd as nominee for the Myer
	Family Company Ltd as custodian forMpyer
	Investments Pty LtdATF The M K Myer
	Family Settlement]
	2. As beneficiary ofWhereabouts
	Superannuation Fund[Registered holder: M
	F Custodians Ltd as nominee for the Myer
	Family Company Ltd as custodian for Myer
	& Myer Pty Ltd ATF Whereabouts
	Superannuation Fund];
	3. M F Custodians Ltd as nominee for the Myer
	Family Company Ltd as custodian for
	Martyn K Myer.
	4. As Trustee for Max Myer [Registered holder:
	M F Custodians Ltd as nominee for the Myer
	Family Company Ltd as custodian for
	Martyn K Myer ATFMax Myer]
	5. N/A
Date of change	1 September 2011

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change	1. Ordinary shares2,000,0002. Ordinary shares11,953,8683. Investor options1,080,1504. Ordinary Shares10,0005. Non-Executive DirectorOptions426,524
Class	Ordinary Shares
Number acquired	1. N/A2. 36,1323. N/A4. N/A5. N/A
Number disposed	1. N/A2. N/A3. N/A4. N/A5. N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimated valuation	1. N/A2. $7,226.403. N/A4. N/A5. N/A
No. of securities held after change	1. Ordinary shares2,000,0002. Ordinary shares11,990,0003. Investor options1,080,1504. Ordinary Shares10,0005 Non-Executive DirectorOptions426,524
Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back	1. N/A2.On Market Trade3. N/A4. N/A5. N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

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 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 Interest after change

Part 3 –[+] Closed period

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

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002