REGIS RESOURCES LIMITED — Director's Dealing 2016

Sep 14, 2016

15 September 2016

Manager Announcements Company Announcements Office Australian Securities Exchange Limited Level 4, 20 Bridge Street Sydney NSW 2000

www.regisresources.com Level 1 1 Alvan Street Subiaco WA 6008 Australia P 08 9442 2200 F 08 9442 2290

SALE OF SHARES BY DIRECTOR

_____________________________________________________________________________________________________

The board of Regis Resources Ltd advises that Mr Paul Thomas has sold 899,225 Regis shares at a price of \$3.77 per share.

The shares were recently issued to Mr Thomas as the result of the vesting and conversion of employee options granted in his remuneration package on joining Regis 2.5 years ago. Mr Thomas advised the board that the sale was completed largely to provide for the taxation liabilities payable as a result of the vesting of the employee options.

A Change of Director's Interest Notice (Appendix 3Y) is attached.

Yours sincerely Regis Resources Limited

Kim Massey Company Secretary

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	Regis Resources Limited
ABN	28 009 174 761

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	Paul Thomas
Date of last notice	16 November 2015

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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	N/A
Date of change	13th September 2016
No. of securities held prior to change	1,500,000 unlisted options (exercisable at \$1.55 per share on or before 11 September 2017). 500,000 unlisted options (exercisable at \$1.40 per share on or before 11 August 2019).
Class	Fully paid ordinary shares upon the conversion of unlisted options using the Company's cashless exercise facility.
Number acquired	nil
Number disposed	899,225 ordinary fully paid shares upon the conversion of 1,500,000 options using the Company's cashless exercise facility.

⁺ See chapter 19 for defined terms.

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	\$3.77 per share
No. of securities held after change	500,000 unlisted options (exercisable at \$1.40 per share on or before 11 August 2019).
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	On-market trade

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 (if issued securities)	N/A
Date of change	N/A
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	N/A
Interest acquired	N/A
Interest disposed	N/A
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation	N/A
Interest after change	N/A

Part 3 – +Closed period

Were the interests in the securities or contracts detailed	No
above traded during a +closed period where prior written
clearance was required?
If so, was prior written clearance provided to allow the trade	N/A
to proceed during this period?
If prior written clearance was provided, on what date was this	N/A
provided?

⁺ See chapter 19 for defined terms.