OOH!MEDIA LIMITED — Major Shareholding Notification 2021

Dec 2, 2021

603 page 1/2 15 July 2001

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme Ooh Media Limited

ACN/ARSN 602 195 380

1. Details of substantial holder (1)

Name T. Rowe Price Associates, Inc.

ACN/ARSN (if applicable)

The holder became a substantial holder on

30/ 11 / 2021

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ordinary Shares	24,948,218	24,948,218	5.00%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

llows:
Holder of relevant interest	Nature of relevant interest (7)	Class and number of securities
T. Rowe Price International Ltd	Power to exercise voteand/or dispose of as discretionary investment managers	24,948,218

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder (8)	Class and number of securities
See Annexure 1

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant interest	Date of acquisition	Consideration (9)	Consideration (9)	Class and number of securities
		Cash	Non-cash
See Annexure 2

603 page 2/2 15 July 2001

6. Associate The reasons th 7. Addresse The addresses	e print name capacity sign here date / / s e persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association s of persons named in this form are as follows: Name Address DIRECTIONS re are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an y trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to ghout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the he definition of "associate" in section 9 of the Corporations Act 2001. he definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. oting shares of a company constitute one class unless divided into separate classes. otal number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant est in. erson's votes divided by the total votes in the body corporate or scheme multiplied by 100. de details of: any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). he definition of "relevant agreement" in section 9 of the Corporations Act 2001. substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write "unknown". ls of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become ed to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be ded of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom elevant interest was acquired. T. Rowe Price Associates, Inc. T. Rowe Price International Ltd 100 East Pratt Street, Baltimore, MD 21202 60 Queen Victoria Street, London, EC4N 4TZ, United Kingdom T. Rowe Price Associates, Inc. T. Rowe Price International Ltd T. Rowe Price International Ltd. is a wholly owned subsidiary of T. Rowe Price Associates, Inc. GaryGreb 02 122021 Vice President	e print name capacity sign here date / / s e persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association s of persons named in this form are as follows: Name Address DIRECTIONS re are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an y trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to ghout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the he definition of "associate" in section 9 of the Corporations Act 2001. he definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. oting shares of a company constitute one class unless divided into separate classes. otal number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant est in. erson's votes divided by the total votes in the body corporate or scheme multiplied by 100. de details of: any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). he definition of "relevant agreement" in section 9 of the Corporations Act 2001. substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write "unknown". ls of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become ed to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be ded of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom elevant interest was acquired. T. Rowe Price Associates, Inc. T. Rowe Price International Ltd 100 East Pratt Street, Baltimore, MD 21202 60 Queen Victoria Street, London, EC4N 4TZ, United Kingdom T. Rowe Price Associates, Inc. T. Rowe Price International Ltd T. Rowe Price International Ltd. is a wholly owned subsidiary of T. Rowe Price Associates, Inc. GaryGreb 02 122021 Vice President
	Name	Address
	T. Rowe Price Associates, Inc.	100 East Pratt Street, Baltimore, MD 21202
	T. Rowe Price International Ltd	60 Queen Victoria Street, London, EC4N 4TZ, United Kingdom
Signatur (1) If the equit throu form. (2) See t (3) See t (4) The v (5) The t inter (6) The p (7) Inclu (a) (b) See t (8) If the (9) Detai entitl inclu the r

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

7. Addresses

The addresses of persons named in this form are as follows:

Signature

• (1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

• (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

• (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

• (4) The voting shares of a company constitute one class unless divided into separate classes.

• (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

• (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

• (7) Include details of:

• (a) any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

• (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

• (8) If the substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write "unknown".

• (9) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

Annexure 1

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Registered holder of Person entitled to be registered Class and number of
Holder of Relevant Interest securities as holder (8) securities
871,060
T. Rowe Price International Ltd. Bank of New York Mellon Bank of New York Mellon ordinary shares
21,501,608
T. Rowe Price International Ltd. JP Morgan Chase JP Morgan Chase ordinary shares
7,575,550
T. Rowe Price International Ltd. State Street Bank & Trust Co State Street Bank & Trust Co ordinary shares
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This is annexure 1 referred to on page 1 of Form 603 (Notice of Initial Substantial Holder)

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______ Gary Greb, Vice President

Annexure 2

Holder of Relevant Interest	Date of Acquisition	Consideration (cash- AUD)		Number of Shares	Class
T. Rowe Price International Ltd.	30-Nov-21	1.668		60,362	Ordinary
T. Rowe Price International Ltd.	27-Aug-21	1.682		16,585	Ordinary
T. Rowe Price International Ltd.	3-Aug-21	1.697		16,531	Ordinary
T. Rowe Price International Ltd.	11-Aug-21	1.539		12,446	Ordinary
T. Rowe Price International Ltd.	23-Aug-21	1.514		9,300	Ordinary
T. Rowe Price International Ltd.	27-Aug-21	1.682		15,908	Ordinary
T. Rowe Price International Ltd.	7-Sep-21	1.829		4,356	Ordinary
T. Rowe Price International Ltd.	20-Sep-21	1.688		3,908	Ordinary
T. Rowe Price International Ltd.	28-Sep-21	1.813		16,120	Ordinary
T. Rowe Price International Ltd.	30-Sep-21	1.770		6,100	Ordinary
T. Rowe Price International Ltd.	25-Oct-21	1.788		2,703	Ordinary
T. Rowe Price International Ltd.	10-Nov-21	1.792		5,500	Ordinary
T. Rowe Price International Ltd.	16-Nov-21	1.815		6,000	Ordinary
T. Rowe Price International Ltd.	30-Nov-21	1.668		13,300	Ordinary

This is annexure 2 referred to on page 1 of Form 603 (Notice of Initial Substantial Holder)

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______ Gary Greb, Vice President

2-Dec-21