COGSTATE LTD — Director's Dealing 2013

Nov 7, 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	Martyn Myer
Date of last notice	13 September 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 – 6, 9. Indirect interests, as numbered below7- 8. Direct
	Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	1. As beneficiary of The M K Myer FamilySettlement [Registered holder: NationalNominees Limited as custodian for MpyerInvestments Pty Ltd ATFThe M K MyerFamily Settlement]2. As beneficiary of WhereaboutsSuperannuation Fund [Registered holder:National Nominees Limited as custodian forMyer & Myer Pty Ltd ATFWhereaboutsSuperannuation Fund]3National Nominees Limited as custodian for
		. Martyn K Myer4. National Nominees LimitedMax Myer5. National Nominees LimitedEdwina Myer6. National Nominees LimitedLucy Myer
		7. N/A8. M F Custodians Ltd as custodian for MMyer9. National Nominees as custodian for MMyer

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Date of change	31 October 2013
No. of securities held prior to change	1. Ordinary Shares2,351,8152. Ordinary Shares12,240,0003. Investor Options-4. Ordinary Shares50,0005. Ordinary Shares50,0006. Ordinary Shares50,0007. Non- executiveDirector Options445,0008. Ordinary Shares-9. Ordinary Shares538,749
Class	Investor Options, Non-executive Director optionsand Ordinary Shares
Number acquired	1. N/A2. N/A3. N/A4. N/A5. N/A6. N/A7. 50,0008. N/A9. N/A
Number disposed	1. N/A2. N/A3. N/A4. N/A5. N/A6. N/A7. N/A8. N/A9. N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimated valuation	1. N/A2. N/A3. N/A4. N/A5. N/A6. N/A7. Nil8. N/A9. N/A
No. of securities held after change	1. Ordinary Shares2,351,8152. Ordinary Shares12,240,0003. Investor Options-4. Ordinary Shares50,0005. Ordinary Shares50,0006. Ordinary Shares50,0007. Non- executiveDirector Options495,0008. Ordinary Shares-9. Ordinary Shares538,749

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

Nature of change	1. No change
Example: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back	2. No change3. No change
	4. No change
	5. No change
	6. No change
	7. Issue of Non–Executive director options as
	approved at the Annual General Meeting
	8. No change.
	9. No change.

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

ar	ar	–ose pe	ro
	Wer	e the interests	in the securiti	es or contracts	detailed	No
	above traded during a+closed period where prior writtenclearance was required?
	If so, was prior written clearance provided to allow the tradeto proceed during this period?					N/A
	If prior written clearance was provided, on what date was thisprovided?					N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 3

11/3/2002