LIONTOWN LIMITED — Director's Dealing 2017

Nov 28, 2017

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 Liontown Resources Limited

ABN 39 118 153 825

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	Tim R B Goyder
Date of last notice	14 October 2016

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 relevantinterest.	Plato Prospecting Pty Ltd as trustee for TheGoyder Family Trust (ACN 008 964 896). TimGoyder is the sole Director and Shareholderof Plato Prospecting Pty Ltd.Plato Prospecting Pty Ltd (ACN 008 964 896)as trustee for TRB Goyder SuperannuationFund. Tim Goyder is the sole Director andShareholder of Plato Prospecting Pty Ltd anda member of the TRB GoyderSuperannuation Fund.Linda Sullivan is the wife of Tim Goyder.
Date of change	28 November 2017
No. of securities held prior to change	226,184,982 fully paid ordinary shares.2,000,000 unlisted options, expiring 31March 2021 and with an exercise price of 3.5cents.

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Class	Unlisted Options.
Number acquired	4,000,000unlistedoptions,vestingimmediately with an exercise price of 2cents and an expiry date of 31 October2022.
Number disposed	N/A
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	Nil
No. of securities held after change	226,184,982 fully paid ordinary shares.2,000,000 unlisted options with an exerciseprice of 3.5 cents and expiry date of 31March 2021.4,000,000 unlisted options with an exerciseprice of 2 cents and expiry date 31 October2022.
Nature of changeExample: on-market trade, off-market trade, exercise of options,issue of securities under dividend reinvestment plan, participation inbuy-back	The issue of unlisted options, the subject ofResolution 4a, passed at the Annual GeneralMeeting held on 28 November 2017. Theunlisted options are issued under the termsand conditions of the Company’s EmployeeShare Option Plan.

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 whichinterest related prior to changeNote: Details are only required for a contract inrelation to which the interest has changed	N/A
Interest acquired	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Interest disposed	N/A
Value/Consideration	N/A
Note: If consideration is non-cash, provide details
and an estimated valuation
Interest after change	N/A

Part 3 –[+] Closed period

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

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3