NOXOPHARM LIMITED — Director's Dealing 2018

Dec 20, 2018

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 Noxopharm Limited ABN 50 608 966 123

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 Graham Kelly

Date of last notice 9 August 2018

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:Providedetailsofthecircumstances giving rise to the relevantinterest.
Date of change		21 December 2018
No. of securities held prior to change		DIRECT1. 35,000 ordinary sharesINDIRECTMilligene Pty Ltd <The GE & PR Kelly FamilyTrust>1. 31,027,568 ordinary shares (Voluntary escrowup to 8/5/2019)2. 12,075,000 unlisted options $0.30, expiry28/2/2021 (Voluntary escrow up to 8/5/2019)Phytose Corporation Limited ATF BoundaryoneSuperannuation Fund3. 175,000 ordinary sharesBende Holdings Pty Ltd4.162,635ordinaryshares

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

		Prudence Kelly5. 10,000 ordinary shares6. 12,346 Unlisted Option Expiry, 30/11/2021,Exercisable @ $1.08, vest if employed at 1December 2018 - Vested7.12,346 Unlisted Option Expiry, 30/11/2021,Exercisable @ $1.08, vest if employed at 1December 20198.12,345 Unlisted Option Expiry, 30/11/2021,Exercisable @ $1.08, vest if employed at 1December 2020
Class		9.UnlistedOptionExpiry,21/11/2022,Exercisable @ $0.62, vest if employed at 21November 201910.UnlistedOptionExpiry,21/11/2022,Exercisable @ $0.62, vest if employed at 21November 202011.UnlistedOptionExpiry,21/11/2022,Exercisable @ $0.62, vest if employed at 21November 2021
Number acquired		9. 20,833 Unlisted Option Expiry, 21/11/2022,Exercisable @ $0.62, vest if employed at 21November 201910. 20,833 Unlisted Option Expiry, 21/11/2022,Exercisable @ $0.62, vest if employed at 21November 202011. 20,834 Unlisted Option Expiry, 21/11/2022,Exercisable @ $0.62, vest if employed at 21November 2021
Number disposed		Nil
Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation		Nil
No. of securities held after change		DIRECT1. 35,000 ordinary sharesINDIRECTMilligene Pty Ltd <The GE & PR Kelly FamilyTrust>1. 31,027,568 ordinary shares (Voluntary escrowup to 8/5/2019)2. 12,075,000 unlisted options $0.30, expiry28/2/2021 (Voluntary escrow up to 8/5/2019)

• See chapter 19 for defined terms.

Appendix 3Y Page 2

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Appendix 3Y Change of Director’s Interest Notice

	Phytose Corporation Limited ATF Boundaryone
	Superannuation Fund
	3. 175,000 ordinary shares
	Bende Holdings Pty Ltd
	4. 162,635 ordinary shares
	Prudence Kelly
	5. 10,000 ordinary shares
	6. 12,346 Unlisted Option Expiry, 30/11/2021,
	Exercisable @ $1.08, vest if employed at 1
	December 2018 - Vested
	7. 12,346 Unlisted Option Expiry, 30/11/2021,
	Exercisable @ $1.08, vest if employed at 1
	December 2019
	8. 12,345 Unlisted Option Expiry, 30/11/2021,
	Exercisable @ $1.08, vest if employed at 1
	December 2020
	9. 20,833 Unlisted Option Expiry, 21/11/2022,
	Exercisable @ $0.62, vest if employed at 21
	November 2019
	10. 20,833 Unlisted Option Expiry, 21/11/2022,
	Exercisable @ $0.62, vest if employed at 21
	November 2020
	11. 20,834 Unlisted Option Expiry, 21/11/2022,
	Exercisable @ $0.62, vest if employed at 21
	November 2020
Nature of change	Issue of unlisted options under the Noxopharm
Example: on-market trade, off-market trade, exercise of options, issueof securities under dividend reinvestment plan, participation in buy-back	Limited Employee Equity Plan on 21 December2018.

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	N/A
(if issued securities)
Date of change	N/A

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

No. and class of securities to which N/A interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired N/A 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 detailedabove traded during a+closed period where prior writtenclearance was required?	No
If so, was prior written clearance provided to allow the tradeto proceed during this period?	N/A
If prior written clearance was provided, on what date was thisprovided?	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011