HAWTHORN RESOURCES LIMITED — Director's Dealing 2020

Jul 2, 2020

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ABN 44 009 157 439

3 July 2020

ASX Limited Market Announcement

Level 2, 90 William Street Melbourne Victoria 3000 Australia Telephone: +61 3 9605 5950 Email: info@hawthornresources.com Website : www.hawthornresources.com

Hawthorn Resources Limited (ASX Code: “HAW”)

Appendix 3Y - Notice of change in director’s interest

Attached for release to the Market are Appendix 3Y Notices advising of

changes in the interest of Directors in the issued securities of the Company:

Mr M G Kerr – arising from the off-market transfer of shares between entities in which Mr Kerr has a relevant interest; and

Mr M G Kerr and Dr D S Tyrwhitt - arising from the issue of shares pursuant to the exercise of vested Performance Rights * ( *as granted by shareholders at the 2017 Annual General Meeting) related to the achievement milestone events following the completion of mining of the Trouser Legs open-pit gold mine.

END

For further information: please contact:

Mourice Garbutt

Company Secretary T +6 3 9605-5917 E mgarbutt@krcc.com.au

Appendix 3Y Change of Director’s Interest Notice

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	HAWTHORN RESOURCESLIMITED
ABN	44 009 157 439

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	KERR, Mark Gregory
Date of last notice	16 October 2018 (Appendix 3Y)

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

“Refer Annexure “A”

“Refer Annexure “A”
Direct or indirect interest	Refer Annexure “A”
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Refer Annexure “A”
Date of change	Refer Annexure “A”
No. of securities held prior to change	Refer Annexure “A”
Class	Refer Annexure “A”
Number acquired	Refer Annexure “A”
Number disposed	Refer Annexure “A”
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Refer Annexure “A”
No. of securities held after change	Refer Annexure “A”
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Refer Annexure “A”

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	Refer Annexure “A”
Nature of interest	Refer Annexure “A”
Name of registered holder (if issued securities)	Refer Annexure “A”
Date of change	Refer Annexure“A”
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	Refer Annexure “A”
Interest acquired	Refer Annexure “A”
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Refer Annexure “A”
Interest after change	Refer Annexure “A”

Part 3 –[+] Closed period

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

h\asx\3y mk 030720

Appendix 3Y Change of Director’s Interest Notice

ANNEXURE “A” [of 3 pages] 3 July 2020

Schedule of Director’s Interest DIRECTOR: KERR, Mark Gregory

Director’s interest in issued securities of Hawthorn Resources Limited held in name of:	PREVIOUS APPENDIX 3Y 16 10 18 ASX Code: HAW PRESENT APPENDIX 3Y 03 07 20 ASX Code: HAW nil nil 2,531,529 2,531,529 1,051,222 1,051,222 783,164 783,164 622,662 nil 2,600,000 5,622,662 3,511,879 3,511,879	PREVIOUS APPENDIX 3Y 16 10 18 ASX Code: HAW PRESENT APPENDIX 3Y 03 07 20 ASX Code: HAW nil nil 2,531,529 2,531,529 1,051,222 1,051,222 783,164 783,164 622,662 nil 2,600,000 5,622,662 3,511,879 3,511,879	CHANGES nil nil nil nil (622,662) 3,022,662 nil
Quoted Securities ‐ Ordinary Fully Paid Shares
1 DIRECT 2 INDIRECT (i) Mark Gregory and Linda Marie Kerr < Lindmark Staff S/F A/C> (ii) Mark Gregory and Linda Marie Kerr < Lindmark Staff Super Fund A/C> (iii) Lindmark Investments Pty Ltd (iv) Berkeley Consultants Pty Ltd (v) Paradyce Pty Ltd (vi) Mark Gregory Kerr 3 TOTAL DIRECTOR’S INTEREST 4 Hawthorn Resources Limited – Number of Shares on Issue 5 TOTAL DIRECTORS INTEREST IN SHARES AS A PERCENT Non‐Quoted Securities – Performance Rights 1 DIRECT 2 INDIRECT (i) Paradyce Pty Ltd Non‐Vested Performance Rights All holdings are recorded in the Register of Members with an address at: Level 2, 90 William Street, Melbourne, Vic., 3000.
		11,100,456 13,500,456	2,400,000
		326,615,613 333,515,613	6,900,000
		3.398% 4.048%	0.65%
		nil nil 4,400,000 nil	nil (4,400,000)

Appendix 3Y Change of Director’s Interest Notice

COMMENTS:

Mr Kerr has an interest in the above Hawthorn Resources Limited issued securities for the following reasons:

1 DIRECT

Mr Kerr has no direct entitlement to the above noted securities of Hawthorn Resources Limited

2 INDIRECT

In Items 2 (i); (ii); (iii) and (vi) above Mr Kerr is a Trustee for the Staff Super Fund Accounts. In Item 2 (iv) and (v) above Mr Kerr is a director and shareholder of both Berkeley Consultants Pty Ltd (iv) and Paradyce Pty Ltd (v). As such has a relevant interest in those capacities in the above stated 13,500,456 fully paid ordinary shares

MOVEMENTS IN ENTITLEMENTS

Quoted Securities ‐ Ordinary fully paid shares

2 INDIRECT
(i) Mark Gregory and Linda Marie Kerr
Balance, per Appendix 3Y, 16 October 2018 Movement – No Change Balance, per Appendix 3Y, 3 July 2020	2,531,529 2,531,529
(ii) Mark Gregory and Linda Marie Kerr < Lindmark Staff Super Fund A/C>
Balance, per Appendix 3Y, 16 October 2018 Movement – No Change Balance, per Appendix 3Y, 3 July 2020	1,051,222 1,051,222
(iii) Lindmark Investments Pty Ltd
Balance, per Appendix 3Y, 16 October 2018 Movement – No Change Balance, per Appendix 3Y, 3 July 2020	783,164 783,164
(iv) Berkeley Consultants Pty Ltd
Balance, per Appendix 3Y, 16 October 2018 Movement –Disposal By off‐market transfer of shares to Paradyce Pty Ltd at $0.14 a share on 30 June 2020 Balance,per Appendix 3Y, 3 July 2020	622,662 (622,662) nil

Appendix 3Y Change of Director’s Interest Notice

		(v) Paradyce Pty Ltd
		Balance, per Appendix 3Y, 16 October 2018 Movements– Acquisitions: (A) Fully vested ESOP Performance Rights arising from the achievement of milestone event related to the operational results from the Trouser Legs Gold Mine open‐pit operations now exercised and shares issued – 22 June 2020 (B) By off‐market transfer of shares from Paradyce Pty Ltd at $0.14 a share on 30 June 2020. Balance, per Appendix 3Y, 3 July 2020 (vi) Mark Gregory Kerr Balance, per Appendix 3Y, 16 October 2018 Movements –No change Balance, Appendix 3Y, 3 July 2020		2,600,000 2,400,000 622,662 5,622,662 3,511,879 3,511,879
Non‐Quoted Securities – Performance Rights
	6. INDIRECT
	(i) Paradyce Pty Ltd
	Balance, per Appendix 3Y, 16 October 2018 Movements (A) VESTED ‐ ESOP Performance Rights – 22 June 2020 2,400,000 ESOP Performance Rights vested upon the achievement of Operational targets associated with theTrouser Legs Gold Mineopen‐pit Project now formally exercised and new shares allotted; and (B) CANCELLED – ESOP Performance Rights 2,000,000 Performance Rights which were related to theYundamindera Project future discovery of up to an aggregate of a further 370,000 ounces of JORC compliant gold reserves have now been formally cancelled following the sale of the underlying tenements in June 2019 (C) TOTAL VESTED/CANCELLED CONDITIONAL PERFORMANCE RIGHTS Balance, per Appendix 3Y, 3 July 2020		4,400,000 (2,400,000) (2,000,000) (4,400,000) Nil

Appendix 3Y Change of Director’s Interest Notice

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	HAWTHORN RESOURCESLIMITED
ABN	44 009 157 439

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	TYRWHITT, David Stuart
Date of last notice	8 May 2019 (Appendix 3Y)

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

“Refer Annexure “A”

“Refer Annexure “A”
Direct or indirect interest	Refer Annexure “A”
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Refer Annexure “A”
Date of change	Refer Annexure “A”
No. of securities held prior to change	Refer Annexure “A”
Class	Refer Annexure “A”
Number acquired	Refer Annexure “A”
Number disposed	Refer Annexure “A”
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Refer Annexure “A”
No. of securities held after change	Refer Annexure “A”
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Refer Annexure “A”

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	Refer Annexure “A”
Nature of interest	Refer Annexure “A”
Name of registered holder (if issued securities)	Refer Annexure “A”
Date of change	Refer Appendix“A”
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	Refer Annexure “A”
Interest acquired	Refer Annexure “A”
Interest disposed	Not applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Refer Annexure “A”
Interest after change	Refer Annexure “A”

Part 3 –[+] Closed period

Were the interests in the securities or contracts No detailed above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

h\asx\3Y 03.07.2020

Appendix 3Y Change of Director’s Interest Notice

ANNEXURE “A” of one page 3 July 2020

SCHEDULE OF DIRECTOR’S INTEREST DIRECTOR: David Stuart TYRWHITT

	SCHEDULE OF DIRECTOR’S INTEREST DIRECTOR: David Stuart TYRWHITT	ANNEXURE “A” of one page 3 July 2020	ANNEXURE “A” of one page 3 July 2020	ANNEXURE “A” of one page 3 July 2020	ANNEXURE “A” of one page 3 July 2020
	120 Barry Street, Romsey, Victoria, 3434	PREVIOUS PRESENT CHANGES Appendix 3Y Appendix 3Y 8 May2019 3 July 2020 Shares 100,000 600,000 500,000 100,000 600,000 500,000 326,615,613 333,515,613. 6,900,000 0.046 %. 0.179 %. 0.133 %
	Quoted Securities- HAW Ordinary Fully Paid	Shares
	Direct Interest: Total Direct Interest. Number of HAW Ordinary Shares on Issue Total Directors Percentage Interest in Shares.
			0.046 %. 0.179 %.
	Non-Quoted Securities – Performance Rights
	Direct Interest 1,000,000 nil. MOVEMENTS IN ENTITLEMENTS TO SECURITIES		1,000,000 nil.	(1,000,000)
	Quoted Securities – OrdinaryFullyPaid Shares – Code HAW
	Balance, Appendix 3Y, 8 May 2019. Plus: New shares issued on exercise of vested Performance Rights. – refer vesting note below (*). Balance, Appendix 3Y, 3 July 2020.				100,000 500,000 600,000
	Non-Quoted Securities – Performance Rights – Code HAWAA
	Balance, Appendix 3Y, 8 May 2019. Less (A) VESTED - ESOP Performance Rights – 22 June 2020 (*) 600,000 ESOP Performance Rights vested upon the achievement of Operational targets associated with theTrouser Legs Gold Mineopen-pit Project now formally exercised and new shares allotted. (B) CANCELLED – ESOP Performance Rights 600,000 Performance Rights which were related to theYundamindera Project future discovery of up to an aggregate of a further 370,000 ounces of JORC compliant gold reserves have now been formally cancelled following the sale of the underlying tenements in June 2019. Balance, Appendix 3Y, 3 July 2020.			1,000,000 (500,000) (500,000) nil