IRESS LIMITED — Director's Dealing 2017

Jul 25, 2017

==> picture [546 x 84] intentionally omitted <==

The Manager Company Announcements Office Australian Stock Exchange Exchange Centre 20 Bridge Street SYDNEY NSW 2000

26 July 2017

Dear Sir or Madam

RE: APPENDIX 3Y – ANDREW WALSH – CEO & MANAGING DIRECTOR

Please find attached an Appendix 3Y relating Andrew Walsh with respect to:

1. the grant of 2017 Deferred Share Rights and Performance Rights;

2. the vesting of 58,000 2014 Deferred Share Rights; and

3. the vesting of 2013 Performance Rights.

Due to an administration oversight the notification of items 1 and 2 has been delayed. IRESS has amended its current procedure to ensure the same oversight is prevented from happening in the future.

Yours sincerely

==> picture [163 x 70] intentionally omitted <==

Peter Ferguson Group General Counsel & Company Secretary

T +61 3 9018 5800 Enquires@iress.com www.iress.com.au

Offices in :

Australia, Canada, Hong Kong, New Zealand, Singapore, South Africa and United Kingdom

IRESS Limited Corporate Office: Level 18, 385 Bourke Street MELBOURNE VIC 3000 Australia

ABN: 47 060 313 359

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	IRESS Limited
ABN	47 060 313 359

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	Andrew Walsh
Date of last notice	20 March 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	23 May 2017 (Vesting of 2014 Deferred Share Rights) 6 June 2017 (Grant of 2017 Deferred Share Rights and Performance Rights) 24 July 2017 (Vesting of 2013 Performance Rights)

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to change		Ordinary Shares Direct: 202,146 Indirect: ..32,079 Unvested Share/Rights Grants: 2013 Series Performance Rights 2013: • 4 year term, granted 7 May 2013, 3 year measurement period commencing 7 May 2014: - 65,000 • 4 year term, granted 7 May 2013, 4 year measurement period commencing 7 May 2013: - 65,000 2014 Series Deferred Shares Rights 2014: • 3 year term granted 7 May 2014: - 58,000 Performance Rights 2014: • 4 year term, granted 7 May 2014, 3 year measurement period commencing 7 May 2015: - 63,000 • 4 year term, granted 7 May 2014, 4 year measurement period commencing 7 May 2014: - 63,000 2015 Series Deferred Shares Rights 2015: • 3 year term granted 7 May 2015: - 55,000 Performance Rights 2015: • 4 year term, granted 7 May 2015, 3 year measurement period commencing 7 May 2016: - 60,000 • 4 year term, granted 7 May 2015, 4 year measurement period commencing 7 May 2015: - 60,000 2016 Series Deferred Shares Rights 2016: • 3 year term granted 7 May 2016: - 60,000 Performance Rights 2016: • 4 year term, granted 7 May 2016, 3 year measurement period commencing 1 Jan 2017: - 60,000 • 4 year term, granted 7 May 2016, 4 year measurement period commencing 1 Jan 2016: - 60,000 General Employee Shares 2016: 3 year term granted 22 Jul 2016: - 87

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Class		Ordinary
Number acquired		Vesting of 2013 Performance Rights: • 4 year term, granted 7 May 2013, 3 year measurement period commencing 7 May 2014: - 57,070 • 4 year term, granted 7 May 2013, 4 year measurement period commencing 7 May 2013: - 39,520 Vesting of 2014 Deferred Shares – 58,000 Grant of Deferred Shares Rights 2017: • 3 year term: - 47,575 Grant of Performance Rights 2017: • 4 year term, 3 year measurement period commencing 1 Jan 2018: - 54,739 • 4 year term, 4 year measurement period commencing 1 Jan 2017: - 54,739
Number disposed		Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation		Nil
No. of securities held after change		Ordinary Shares Direct: 356,736 Indirect: ..32,079 Unvested Share/Rights Grants: 2014 Series Performance Rights 2014: • 4 year term, granted 7 May 2014, 3 year measurement period commencing 7 May 2015: - 63,000 • 4 year term, granted 7 May 2014, 4 year measurement period commencing 7 May 2014: - 63,000 2015 Series Deferred Shares Rights 2015: • 3 year term granted 7 May 2015: - 55,000 Performance Rights 2015: • 4 year term, granted 7 May 2015, 3 year measurement period commencing 7 May 2016: - 60,000 • 4 year term, granted 7 May 2015, 4 year measurement period commencing 7 May 2015: - 60,000 2016 Series Deferred Shares Rights 2016: • 3 year term granted 7 May 2016: - 60,000 Performance Rights 2016: • 4 year term, granted 7 May 2016, 3 year measurement period commencing 1 Jan 2017: - 60,000 • 4 year term, granted 7 May 2016, 4 year measurement period commencing 1 Jan 2016: - 60,000

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

	General Employee Shares 2016: •3 year term granted 22 Jul 2016: - 87 2017 Series Deferred Shares Rights 2017: • 3 year term: - 47,575 Performance Rights 2017: • 4 year term, 3 year measurement period commencing 1 Jan 2018: - 54,739 • 4 year term, 4 year measurement period commencing 1 Jan 2017: - 54,739
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Vesting and grants pursuant to corporate Deferred Shares Rights and Performance Rights Plans respectively.

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	N/A
Nature of interest	N/A
Name of registered holder (if issued securities)	N/A
Date of change	N/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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

Part 3 –[+] Closed period

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 5