MEGAPORT LIMITED — Director's Dealing 2020

Mar 30, 2020

==> picture [148 x 37] intentionally omitted <==

ASX Release

31 March 2020

Attention: ASX Market Announcements Platform

Appendix 3Y – Change of Director’s Interest Notice

Megaport Limited (ASX:MP1) ( Company ) attaches an 'Appendix 3Y – Change of Director's Interest Notice' for Executive Director, Mr Vincent English.

Pursuant to Megaport’s employee share option plan, Mr English had been granted 1,000,000 options over fully paid ordinary shares in Megaport exercisable at $3.60 each, due to expire on 30 June 2020. These options were exercised on 27 March 2020, following which Mr English sold 400,000 shares to cover the exercise price. Following this transaction, Mr English and his associates will hold 1,107,631 fully paid ordinary shares in Megaport and 1,066,666 options over fully paid ordinary shares in Megaport, with varying exercise prices and exercise dates.

Authorised by the Board.

For further information, please contact:

Company Secretary Celia Pheasant +408 841 185 investorcentre@megaport.com

Supporting Resources

• Visit Megaport: https://megaport.com/

• Follow Megaport on Twitter: @megaportnetwork

• Like Megaport on Facebook

• Follow Megaport on LinkedIn

About Megaport

Megaport is the global leading provider of Elastic Interconnection services. Using Software Defined Networking (SDN), the Company’s global platform enables customers to rapidly connect their network to other services across the Megaport Network. Services can be directly controlled by customers via mobile devices, their computer, or our open API. Megaport connects 1,679 customers in 552 enabled data centres globally. Megaport is an Alibaba Cloud Technology Partner, AWS Technology Partner, AWS Networking Competency Partner, Google Cloud Interconnect Partner, IBM Direct Link Cloud Exchange provider, Microsoft Azure Express Route Partner, Nutanix Direct Connect Partner, Oracle Cloud Partner, Salesforce Express Connect Partner, and SAP PartnerEdge Open Ecosystem Partner.

About Megaport Cloud Router

Launched in January 2018, Megaport Cloud Router (MCR) enables customers to instantly provision and control virtual routers through Megaport’s web-based portal. Enterprises and Service Providers can

Page 1

==> picture [148 x 37] intentionally omitted <==

unlock powerful use cases such as cloud-to-cloud networking and deploy Virtual Points of Presence (VPoPs) without the need to purchase or maintain physical routing equipment. MCR enables customers to rapidly deploy services, granularly control traffic, and reduce total cost of ownership. More information about MCR can be found at: https://www.megaport.com/services/megaport-cloud-router/

Investor enquiries Steve Loxon Investor Relations investorcentre@megaport.com

Media enquiries media@megaport.com

Megaport Limited Level 3, 825 Ann Street Fortitude Valley QLD 4006 Australia

Page 2

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: Megaport Limited ( Megaport )

ACN: 607 301 959

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	Vincent John English (Vincent English)
Date of last notice	2 September 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 and indirect
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Siobhan English (spouse of Vincent English) is the registered holder of 23,482 fully paid ordinary shares in Megaport
Date of change	27 March 2020
No. of securities held prior to change	Direct:484,149 fully paid ordinary shares, and 2,066,666 options over fully paid ordinary shares Indirect:23,482 fully paid ordinary shares
Class	ORD
Number acquired	1,000,000 fully paid ordinary shares
Number disposed	400,000 fully paid ordinary shares
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	In relation to the disposal of shares, value of $3,644,720 (being an average price of $9.11 per share). In relation to the acquisition of shares, consideration of $3,600,000 (being $3.60 per share, the exercise price payable per option, on exercise of 1,000,000 options on issue to Vincent English).
No. of securities held after change	Direct:1,084,149 fully paid ordinary shares, and 1,066,666 options over fully paid ordinary shares Indirect:23,482 fully paid ordinary shares

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change In relation to the disposal of shares, off-market trade to Example: on-market trade, off-market trade, exercise of fund the exercise of options granted under Megaport’s options, issue of securities under dividend reinvestment plan, participation in buy-back Employee Share Option Plan. In relation to the acquisition of shares, exercise of options granted under Megaport’s Employee Share 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	Not Applicable
Nature of interest	Not Applicable
Name of registered holder (if issued securities)	Not Applicable
Date of change	Not Applicable
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	Not Applicable
Interest acquired	Not Applicable
Interest disposed	Not Applicable
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	Not Applicable
Interest after change	Not Applicable

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?	Not Applicable
If prior written clearance was provided, on what date was this provided?	Not Applicable

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011