COGSTATE LTD — Director's Dealing 2012

Jul 12, 2012

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	26 October 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 relevantinterest.	Custodians Ltd as nominee for the MyerFamily Company Ltd as custodian forMpyer
	Investments Pty Ltd ATF 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 forMartyn
	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	13 July 2012

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. of securities hel	d prior to change			1. Ordinary shares		2,000,000
				2. Ordinary3. Investor4. Ordinary5. Non-ExeOptions	sharesoptionsSharescutive Dir	11,91,0ector5	90,00080,15010,00026,524
Class				Investor Opt	ions
Number acquired			1. N/A2. 109,2593. N/A4. N/A5. N/A
Number disposed			1. N/A2. N/A
				3. (240,369)4. N/A5. N/A
Value/ConsideratioNote: If consideration is non-c	nash, provide details and esti	mated valuation		1. N/A2. $29,794.3 N/A	93
				.4. N/A5. N/A
No. of securities held after change			1. Ordinary shares2,000,0002. Ordinary shares12,099,2593. Investor options839,7814. Ordinary Shares10,0005 Non-Executive DirectorOptions526,524
Nature of changeExample: on-market trade, ofsecurities under dividend reinv	f-market trade, exercise ofestment plan, participation i	options, issue ofn buy-back		1. N/A2. Investor	options exe	rcised
			3. Investor options exercised and lapsed4. N/A5. N/A

• See chapter 19 for defined terms.

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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? **	Yes, pursuant to an exemptionin the CogState SecuritiesTradingPolicy.
If so, was prior written clearance provided to allow the tradeto proceed during this period?	Yes
If prior written clearance was provided, on what date was thisprovided?	25 June 2012

• See chapter 19 for defined terms.

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