DEEP YELLOW LIMITED — Director's Dealing 2019

Apr 4, 2019

==> picture [299 x 53] intentionally omitted <==

ASX Announcement

ASX: DYL OTCQB: DYLLF

5 April 2019

Change in Directors Interests

Deep Yellow Limited (‘Deep Yellow’ or the ‘Company’) (ASX:DYL) confirms the following change to Directors interests.

The attached 3Y’s include an update to securities in which directors’ Mr John Borshoff and Ms Gillian Swaby have an interest. Following approval at the 2018 AGM the Company issued incentive loan shares to Mr Borshoff and Ms Swaby and advised the market. Unfortunately due to an administrative oversight Appendix 3Y’s were not filed as required.

The Company advises it is aware of its listing rule obligations in relation to these disclosures and specifically listing rules 3.19A and 3.19B. In this respect the Company makes the following statements about the attached Appendix 3Y.

1. The Appendix 3Y is being filed to correct an administrative oversight;

2. The Company has informed all Directors of the disclosure requirements set out in the listing rules 3.19, 3.19B and s 205G of the Corporations Act. In addition the Company has adopted a Securities Trading Policy which has been disclosed to the market and outlines the requirements for disclosure and approval of all securities trading; and

3. The Company is confident that the arrangements it currently has in place are adequate and doesn’t believe that any additional steps are required to ensure ongoing compliance with listing rule 3.19B.

Yours faithfully

==> picture [114 x 52] intentionally omitted <==

MARK PITTS Company Secretary

Unit 17, Spectrum Building, 100-104 Railway Road Subiaco WA 6008 / PO Box 1770 Subiaco WA 6904 Tel : 61 8 9286 6999 / Fax : 61 8 9286 6969 / ABN 97 006 391 948

Email: info@deepyellow.com.au / Website: www.deepyellow.com.au

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 DEEP YELLOW LIMITED ABN 97 006 391 948

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	John Borshoff
Date of last notice	13 December 2017

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 relevant interest.
Date of change	19 November 2018
No. of securities held prior to change	3,750,000 shares vested 2,750,000 subject to various vesting conditions
Class	Ordinary Shares
Number acquired	1,878,021 issued as part of incentive packing
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	46.7 cents (based on the 5 day VWAP upto the date of grant)
No. of securities held after change	3,750,000 shares vested 4,628,021 subject to various vesting conditions
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Allotted in accordance with the Deep Yellow Loan Share Plan as approved by shareholders and based on the 5 day VWAP upto the date of grant being 46.7 cents

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

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	Limited Recourse Loan Agreement
	(In accordance with the Deep Yellow Loan Share Plan)
Nature of interest	Direct
Name of registered holder	John Borshoff
(if issued securities)
Date of change	19 November 2018
No. and class of securities to which	Existing Interest-
interest related prior to change Note: Details are only required for a contract in relation	6,500,000 ordinary shares comprising 3,750,000 vested shares and 2,750,000 shares (subject to various vesting conditions)
to which the interest has changed
Interest acquired	1.878,021 ordinary shares, subject to a limited recourse loan
Interest disposed	N/A
Value/Consideration	N/A
Note: If consideration is non-cash, provide details and an
estimated valuation
Interest after change	8,378,021 ordinary shares

Part 3 –[+] Closed period

art 3 –+Closed period
Were the interests in the securities or contracts detailed above	No
traded during a+closed period where prior written clearance
was required?
If so, was prior written clearance provided to allow the trade to	N/A
proceed during this period?
If prior written clearance was provided, on what date was this	N/A
provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

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 30/09/01 Amended 01/01/11

Name of entity DEEP YELLOW LIMITED ABN 97 006 391 948

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.

irector for the purposes of section 205G of	the Corporations Act.
Name of Director	Gillian Swaby
Date of last notice	13 December 2017

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 and Indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Strategic Mining Consultants Pty Ltd as Trustee of the G Swaby Superfund and of which G Swaby is a director and shareholder
Date of change	19 November 2018
No. of securities held prior to change	3,489,524 ordinary shares held directly by G Swaby 184,076 ordinary shares held by Strategic Mining Consultants Pty Ltd
Class	Ordinary Shares
Number acquired	1,155,406 ordinary shares
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	46.7 cents (based on the 5 day VWAP upto the date of grant)
No. of securities held after change	4,644,930 ordinary shares held directly by G Swaby 184,076 ordinary shares held by Strategic Mining Consultants Pty Ltd
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Allotted in accordance with the Deep Yellow Loan Share Plan as approved by shareholders and based on the 5 day VWAP upto the date of grant being 46.7 cents

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

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	Limited Recourse Loan Agreement
	(In accordance with the Deep Yellow Loan Share Plan)
Nature of interest	Direct
Name of registered holder	Gillian Swaby
(if issued securities)
Date of change	19 November 2018
No. and class of securities to which	750,000 ordinary shares
interest related prior to change
Note: Details are only required for a contract in relation
to which the interest has changed
Interest acquired	1,155,406 ordinary shares, subject to a limited recourse loan
Interest disposed	N/A
Value/Consideration	N/A
Note: If consideration is non-cash, provide details and an
estimated valuation
Interest after change	1,905,406 ordinary shares

Part 3 –[+] Closed period

art 3 –+Closed period
Were the interests in the securities or contracts detailed above	No
traded during a+closed period where prior written clearance
was required?
If so, was prior written clearance provided to allow the trade to	N/A
proceed during this period?
If prior written clearance was provided, on what date was this	N/A
provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011