PENGANA CAPITAL GROUP LIMITED — Director's Dealing 2021

Feb 28, 2021

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 PENGANA CAPITAL GROUP LIMITED ABN 43 059 300 426

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	Kevin John Eley
Date of last notice	1 December 2020

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 or indirect interest	Direct or indirect interest	Direct and indirect	Direct and indirect	Direct and indirect
	Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.			1. Registered holder – KJE Superannuation Pty Ltd ACN 145 772 014 (“KJE”) in its capacity as trustee for the KJE Superannuation Fund (“Fund”). Mr Eley is a director of and shareholder in, KJE and a beneficiary of the Fund 2. Registered holder - Pengana Holdings Pty Ltd ABN 63 103 765 082 in its capacity as Trustee of the Pengana Capital Group Limited Employee Share Trust (“Trust”). The Trust holds Restricted Shares allocated to Mr Eley under Pengana Capital Group Limited’s Non- executive Director Equity Plan for the benefit of Mr Eley. 3. Registered holder - Kevin John Eley
				is	a director of	and shareholder in, KJE
				an	d a beneficiary of the Fund
				2. Re	gistered holder - Pengana Holdings
				Pty	Ltd ABN 63 103 765 082 in its
				ca Ca Tr	pacity as Trustee of the Pengana pital Group Limited Employee Share ust (“Trust”). The Trust holds Restricte
				Sh	ares allocated to Mr Eley under
				Pe ex	ngana Capital Group Limited’s Non- cutive Director Euit Plan for the
				be	qy nefit of Mr Eley.
	Date of change			1 March 2021
	No. of securities held prior to change			1. KJE Superannuation Pty Ltd - 250,000 fully paid ordinary shares 2. Pengana Holdings Pty Ltd – 22,364 fully paid ordinary shares 3. Kevin John Eley - 60,598 NED Restricted Rights

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Class	Fully paid ordinary shares
	NED Restricted Rights
Number acquired	60,598 Fully paid ordinary shares
Number disposed	60,598 NED Restricted Rights
Value/Consideration	$73,060
Note: If consideration is non-cash, provide details and estimated
valuation
No. of securities held after change	1. KJE Superannuation Pty Ltd - 250,000
	fully paid ordinary shares
	2. Pengana Holdings Pty Ltd – 82,962 fully
	paid ordinary shares
Nature of change	Exercise of Non-Executive Director (NED)
Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	Restricted Rights into Restricted Shares, in accordance with the Pengana Capital Group
	Limited NED Equity Plan Rules

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	Not applicable
(if issued securities)
Date of change	Not applicable
No. and class of securities to which interest	Not applicable
related prior to change
Note: Details are only required for a contract in relation to which the
interest has changed
Interest acquired	Not applicable
Interest disposed	Not applicable
Value/Consideration	Not applicable
Note: If consideration is non-cash, provide details and an estimated
valuation
Interest after change	Not applicable

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

art 3 –+Closed period
Were the interests in the securities or contracts	No
detailed above traded during a+closed period
where prior written clearance was required?
If so, was prior written clearance provided to	Not applicable
allow the trade to proceed during this period?
If prior written clearance was provided, on what	Not applicable
date was this provided?

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3