GOODMAN GROUP — Share Issue/Capital Change 2021

Oct 4, 2021

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

GOODMAN GROUP

Date of this announcement

Tuesday October 05, 2021

The +securities the subject of this notification are:

+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
GMGAM	PERFORMANCE RIGHT	16,017,650	30/09/2021

Refer to next page for full details of the announcement

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 1 - Entity and announcement details

1.1 Name of entity

GOODMAN GROUP

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

other

Registration number

Goodman Limited ABN 69 000 123 071, Goodman Funds Management Limited ABN 48 067 796 641, Goodman Industrial Trust ARSN 091213839, Goodman Logistics (HK) Limited Company Number 1700359

1.3 ASX issuer code

GMG

1.4 The announcement is

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New announcement

1.5 Date of this announcement

5/10/2021

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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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has an existing ASX security code ("existing class")

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Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Additional +securities in an existing class issued under an +employee incentive scheme

ASX +security code and description

GMGAM : PERFORMANCE RIGHT

Date the +securities the subject of this notification were issued

30/9/2021

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Nick Kurtis	Nick Kurtis	805,000
Nick Vrondas	Nick Vrondas	690,000
Michael OSullivan	Michael OSullivan	560,000

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms

https://www.asx.com.au/asx/statistics/displayAnnouncement.do?display=pdf&idsId=02431601

Any other information the entity wishes to provide about the +securities the subject of this notification

There are two types of rights being granted under the Group's Long Term Incentive Plan: (a) 7,642,650 5 Year Performance Rights; and (b) 8,375,000 10 Year Performance Rights.

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Issue details

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Number of +securities

16,017,650

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)
	Total number of
ASX +security code and description	+securities on issue
GMG : FULLY PAID ORDINARY/UNITS STAPLED SECURITIES	1,868,222,609
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not	quoted on ASX)
	Total number of
ASX +security code and description	+securities on issue
GMGAM : PERFORMANCE RIGHT	54,859,051

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

16,017,650

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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