READYTECH HOLDINGS LIMITED — Director's Dealing 2021

Aug 26, 2021

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	ReadyTech Holdings Limited
ABN	25 632 137 216

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	Tom Matthews
Date of last notice	26 February 2021

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	Indirect
Nature of indirect interest(including registered holder)Note: Provide details of the circumstancesgiving rise to the relevant interest.	N/A
Date of change	24 August 2021
No. of securities held prior to change	Direct – 51,315
	Indirect
	Pemba Capital Partners Fund I PartnershipLP – 33,294,212 fully paid ordinary shares
	Pemba Capital Partners Pty Ltd atf ThePembaCapitalCo-InvestmentTrust–403,668 fully paid ordinary shares
	Pemba Capital Partners Pty Ltd atf The LiracTrust – 841,731 fully paid ordinary shares
Class	Fully paid ordinary shares

+ See chapter 19 for defined terms.

Number acquired	3,181,350
Number disposed	Nil
Value/ConsiderationNote: If consideration is non-cash, providedetails and estimated valuation	As announced to ASX on 5 August 2021, thefirst earnout hurdles associated with theOpen Office transaction have been achievedand the vendors elected to take the $9 millionTranche A earnout consideration in the formof ReadyTech shares which were issued atthe agreed price of $2.00 per share (beingtheclosingpriceimmediatelybeforeannouncement of the proposed acquisitionon 6 November 2020).For further details refer to the Notice ofExtraordinary General Meeting (EGM) andExplanatory Memorandum dated 15 February2021.
No. of securities held after change	Direct – 51,315
	Indirect
	Pemba Capital Partners Fund I PartnershipLP – 36,430,662 fully paid ordinary shares
	Pemba Capital Partners Pty Ltd atf ThePembaCapitalCo-InvestmentTrust–448,568 fully paid ordinary shares
	Pemba Capital Partners Pty Ltd atf The LiracTrust – 841,731 fully paid ordinary shares.
Nature of changeExample: on-market trade, off-market trade,exercise of options, issue of securities underdividend reinvestment plan, participation inbuy-back	100% Blooming of the Class A PerformanceSharesissuedon23March2021asapproved by shareholders at the EGM heldon 19 March 2021.

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	Nil
Nature of interest	Nil
Name of registered holder(if issued securities)	Nil
Date of change	Nil

+ See chapter 19 for defined terms.

No. and class of securities towhich interest related prior tochangeNote: Details are only required for acontract in relation to which theinterest has changed	Nil
Interest acquired	Nil
Interest disposed	Nil
Value/ConsiderationNote: If consideration is non-cash,provide details and an estimatedvaluation	Nil
Interest after change	Nil

Part 3 – +Closed period

Were the interests in the securities or contractsdetailed above traded during a +closed period whereprior written clearance was required?	No
If so, was prior written clearance provided to allow thetrade to proceed during this period?	N/A
If prior written clearance was provided, on what datewas this provided?	N/A

+ See chapter 19 for defined terms.