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IRESS LIMITED Director's Dealing 2020

May 21, 2020

65141_rns_2020-05-21_5ed1db3d-1806-4cda-bf50-ec2aa42ff3ec.pdf

Director's Dealing

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

22 May 2020

Dear Sir or Madam

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

Please find attached an Appendix 3Y announcement relating to the vesting of Deferred Share Rights and Performance Rights awarded in prior years to Andrew Walsh, CEO & Managing Director as well as the grant of Equity Rights and Performance Rights to Andrew Walsh as authorised at the AGM on 7 May 2020.

Yours sincerely

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Peter Ferguson

Group General Counsel & Company Secretary

Iress Limited Corporate Office: Level 16, 385 Bourke Street MELBOURNE VIC 3000 Australia ABN: 47 060 313 359

T +61 3 9018 5800

[email protected]

www.iress.com

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 25 November 2019

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 21 May 2020
  • 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:
361,805
Indirect:
44,909
406,714
Unvested Share/Rights Grants Overview:
Deferred Share Rights
all Series:
142,018
Performance Rights
pre-2019 Series:
320,688
Unvested Rights Grants under revised 2019 executive
remuneration framework:
Equity Rights:
80,020
Performance Rights:
80,020
Unvested Share/Rights Grants Details:
2016 Series
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
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
2018 Series
Deferred Shares Rights 2018:

3 year term, granted 10 May 2018: - 51,707
Performance Rights 2018:

4 year term, granted 10 May 2018, 3 year measurement
period commencing 1 Jan 2019: - 45,605

4 year term, granted 10 May 2018, 4 year measurement
period commencing 1 Jan 2018: - 45,605
2019 Series
Deferred Shares Rights 2019:

3 year term, granted 9 May 2019: - 42,736
2019 Series – New Framework
Equity Rights 2019:

2 year term, granted 9 May 2019: - 80,020
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 2

Appendix 3Y Change of Director’s Interest Notice

Performance Rights 2019:

3 year term, granted 9 May 2019: - 80,020
Performance Rights 2019:

3 year term, granted 9 May 2019: - 80,020
Class Ordinary
Number acquired Vesting of Deferred Share Rights 2017:

3 year term granted May 2017: - 47,575
Vesting of Performance Rights 2016:

4 year term, 3 year measurement period granted May
2016: - 37,200

4 year term, 4 year measurement period granted May
2016: - 48,000

(*subject to November 2020 retest)
Grant of Equity Rights 2020:

2 year term, granted 21 May 2020: 76,374
Grant of Performance Rights 2020:

3 year term, granted 21 May 2020, 3 year
measurement period commencing 1 Jan 2020: 80,916
Number disposed Nil
Value/Consideration
Note: If consideration is non-cash, provide details
and estimated valuation
N/A
No. of securities held after change Ordinary Shares
Direct:
494,580
Indirect:
44,909
539,489
Unvested Share/Rights Grants Overview:
Deferred Share Rights
all Series:
94,443
Performance Rights
pre-2019 Series:
235,488
Unvested Rights/Grants under revised 2019 executive
remuneration framework:
Equity Rights:
156,394
Performance Rights:
160,936
Unvested Share/Rights Grants Details:
2016 Series subject to six month retest in Nov 2020
Performance Rights 2016:

4 year term, granted May 2016, 3 year measurement
period commencing 1 Jan 2017:-22,800
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice


4 year term, granted May 2016, 4 year measurement
period commencing 1 Jan 2016: - 12,000
2017 Series
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
2018 Series
Deferred Shares Rights 2018:

3 year term, granted 10 May 2018: - 51,707
Performance Rights 2018:

4 year term, granted 10 May 2018, 3 year measurement
period commencing 1 Jan 2019: - 45,605

4 year term, granted 10 May 2018, 4 year measurement
period commencing 1 Jan 2018: - 45,605
2019 Series
Deferred Shares Rights 2019:

3 year term, granted 9 May 2019: - 42,736
2019 Series – New Framework
Equity Rights 2019:

2 year term, granted 9 May 2019: - 80,020
Performance Rights 2019:

3 year term, granted 9 May 2019: – 80,020
2020 Series – New Framework
Equity Rights 2020:

2 year term, granted 21 May 2020, 2 year measurement
period commencing 28 Feb 2020 – 28 Feb 2020,
(shares provided on exercise of any vested Equity
Rights are subject to a mandatory 2 year holding lock
(28 February 2022 – 28 February 2024)): – 76,374
Performance Rights 2020:

3 year term, granted 21 May 2020, 3 year measurement
period commencing 1 Jan 2020 – 31 Dec 2022: –
80,916
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 of 2017 Deferred Share Rights
Partial vesting of 2016 Performance Rights
Grants of 2020 Equity Rights and Performance Rights

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.

  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 4

Appendix 3Y Change of Director’s Interest Notice

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

Part 3 –+Closed period
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