COGSTATE LTD — Director's Dealing 2013

Dec 23, 2013

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	David Dolby
Date of last notice	22 November 2013

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. Indirect2. Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	1. As a related entity of the Dagmar DolbyTrust2. As a related entity of the Dagmar DolbyTrust
Date of change	1. 23 December 20132. 20 December 2013
No. of securities held prior to change	1.Ordinary shares8,108,1082.Unquoted options-
Class	Ordinary shares
Number acquired	1. 1,013,5141. 4,484,7672. 4,379,241

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Number disposed	1. N/A1. N/A2. N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	1. $375,000.181. $1,659,363.792. Nil
No. of securities held after change	1. Ordinary shares13,606,3892. Options4,379,241
Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back	1. Acquisition of 1,013,514 shares @$0.37,via participation in the Cogstate RightsOffer.1Acquisition of 4,484,767 shares @$0.37via acting as Sub-underwriter of the undersubscription arising from the CogstateRights Offer.2Options to acquire 4,379,241 ordinaryshares at the exercise price of $0.39 pershareinlieuofreceivingasubunderwriting fee. The options must beexercised within 12 months of the issuedate.

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

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

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

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 No to proceed during this period? If prior written clearance was provided, on what date was this N/A provided?

• See chapter 19 for defined terms.

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