Macquarie Group Limited — Director's Dealing 2019

Nov 10, 2019

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	Macquarie Group Limited & Macquarie Bank Limited
ABN	94 122 169 279 46 008 583 542

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 Shemara Wikramanayake Date of last notice 21 August 2019 re Macquarie Group Limited fully paid ordinary shares (MQG Shares) and Restricted Share Units (RSUs) and Performance Share Units (PSUs) held under the Macquarie Group Employee Retained Equity Plan (MEREP).

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 interest.

Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.

• Registered in the name of Aljebra Pty Limited , as trustee for the Aljebra Investment Trust, of which Ms Wikramanayake is a beneficiary; • Registered in the name of Aljebra Super Pty Limited Fund A/C>, as trustee for the Aljebra Superannuation Fund, of which Ms Wikramanayake is a beneficiary; and • Registered in the name of Citicorp Nominees Pty Limited on behalf of the Aljebra Investment Trust, of which Ms Wikramanayake is a beneficiary.

• See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Date of change	6 November 2019
No. of securities held prior to change	MQG Shares: • 37,353 MQG Shares held by Shemara Wikramanayake; • 41,272 MQG Shares registered in the name of Aljebra Super Pty Limited ; • 571,070 MQG Shares registered in the name of Aljebra Pty Limited ; • 233,930 MQG Shares registered in the name of Citicorp Nominees Pty Limited on behalf of the Aljebra Investment Trust. MEREP Awards held by Shemara Wikramanayake: • 255,598 RSUs; and • 109,977 PSUs.
Class	• PSUs structured as a Deferred Share Unit (DSU), being a right to receive MQG Shares in the future, with performance hurdles attached; • RSUs held under the MEREP, being a beneficial interest in a share held by the MEREP Trust; and • MQG Shares.
Number acquired	37,353 MQG Shares by Aljebra Pty Limited .
Number disposed	37,353 MQG Shares by Shemara Wikramanayake.
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Off-market transfer of MQG Shares from Ms Wikramanayake to Aljebra Pty Limited at $134.60 per Share.

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change	MQG Shares: • 41,272 MQG Shares registered in the name of Aljebra Super Pty Limited ; • 608,423 MQG Shares registered in the name of Aljebra Pty Limited ; • 233,930 MQG Shares registered in the name of Citicorp Nominees Pty Limited on behalf of the Aljebra Investment Trust. MEREP Awards held by Shemara Wikramanayake: • 255,598 RSUs; and • 109,977 PSUs.
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Off-market transfer.

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

• See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

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?	No
If prior written clearance was provided, on what date was this provided?	No

Date: 11 November 2019

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011