S2 RESOURCES LTD — Director's Dealing 2019

May 8, 2019

ASX Announcement

Thursday 9 May 2019

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CHANGE OF DIRECTORS INTEREST

S2 Resources Ltd (“S2” or the “Company”) attaches the following documents:

• Appendix 3Y for a on market share purchase by Mark Bennett

• Replacement Appendix 3Ys for Anna Neuling and Grey Egerton Warburton to replace those lodged on the 6[th] May 2019 with one amendment in question one of Part 3 changing the response “N/A” to “No”.

For further information, please contact:

Mark Bennett Managing Director & CEO +61 8 6166 0240

Anna Neuling Executive Director & Company Secretary +61 8 6166 0240

North Wing, Level 2, 1 Manning Street, Scarborough WA 6019, Australia PO Box 1059 Scarborough WA 6922, Australia ABN 18 606 128 090 T +61 8 6166 0240 F 61 8 6241 4299 E admin@s2resources.com.au W www.s2resources.com.au

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 S2 Resources Ltd ABN 16 606 128 090

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	Mark Bennett
Date of last notice	15 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	Indirect Interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	9 May 2019
No. of securities held prior to change	12,500,000 Options with an exercise price of $0.31 and an expiry date 14thSeptember 2019 3,000,000 Options with an exercise price of $0.61 and an expiry date 6thOctober 2020 4,000,000 Options with an exercise price of $0.23 and an expiry date 17thOctober 2021 4,095,000 Ordinary fully paid shares Indirect: REVEDOR PTY LTD 600,001 Ordinary fully paid shares
Class	OrdinaryFullyPaid Listed Shares
Number acquired	340,867

Appendix 3Y Change of Director’s Interest Notice

Number disposed	-
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$32,478,03
No. of securities held after change	12,500,000 Options with an exercise price of $0.31 and an expiry date 14thSeptember 2019 3,000,000 Options with an exercise price of $0.61 and an expiry date 6thOctober 2020 4,000,000 Options with an exercise price of $0.23 and an expiry date 17thOctober 2021 4,095,000 Ordinary fully paid shares Indirect: REVEDOR PTY LTD 940,868 Ordinary fully paid shares
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.

be disclosed in thispart.
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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

Appendix 3Y

Rule 3.19A.2

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 S2 Resources Ltd

ABN 16 606 128 090

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	Grey Egerton Warburton
Date of last notice	18 October 2017

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.

be disclosed in this part.
Direct or indirect interest	Indirect Interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Controlled superannuation fund and family trust
Date of change	6 May2019
No. of securities held prior to change	Henconnor Pty Ltd as trustee for The Warby Superfund 550,400 Ordinary fully paid shares Grey Egerton-Warburton as trustee for Egerton-Warburton Trust 6 1,000,000 Options with an exercise price of $0.35 and an expiry date 6 October 2020 1,000,000 Options with an exercise price of $0.61 and an expiry date 6 October 2020 1,250,000 Options with an exercise price of $0.23 and an expiry date 17 October ~~2021~~
Class	Listed Ordinary Shares
Number acquired	480,000
Number disposed	~~-~~
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$50,400.03

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held after change

Henconnor Pty Ltd as trustee for The Warby Superfund 1,030,400 Ordinary fully paid shares Grey Egerton-Warburton as trustee for Egerton- Warburton Trust 6 1,000,000 Options with an exercise price of $0.35 and an expiry date 6 October 2020 1,000,000 Options with an exercise price of $0.61 and an expiry date 6 October 2020 1,250,000 Options with an exercise price of $0.23 and an expiry date 17 October 2021

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 relationtowhichtheinteresthas 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. Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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 S2 Resources Ltd ABN 16 606 128 090

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	Anna Neuling
Date of last notice	18 October 2017

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 interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Controlled body corporate -Pinvestment Pty Ltd as trustee for the Neuling Family Trust
Date of change	1 May 2019
No. of securities held prior to change	50,000 Ordinary fully paid shares Indirect: Erasmus Consulting Pty Ltd 300,000 Ordinary fully paid shares Pinvestment Pty Ltd as trustee for the Neuling Family Trust 8,750,000 Options with an exercise price of $0.31 and an expiry date 14th September 2019 1,500,000 Options with an exercise price of $0.61 and an expiry date 6thOctober 2020 1,250,000 Options with an exercise price of $0.23 and an expiry date 17thOctober 2021
Class	Listed Ordinary shares

Number acquired		325,000
Number disposed		-
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation No. of securities held after change Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back
		$30,070.63
		50,000 Ordinary fully paid shares Indirect: Erasmus Consulting Pty Ltd 300,000 Ordinary fully paid shares Pinvestment Pty Ltd as trustee for the Neuling Family Trust 325,000 Ordinary fully paid shares 8,750,000 Options with an exercise price of $0.31 and an expiry date 14th September 2019 1,500,000 Options with an exercise price of $0.61 and an expiry date 6thOctober 2020 1,250,000 Options with an exercise price of $0.23 and an expiry date 17thOctober 2021
		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.

be disclosed in thispart.
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

Appendix 3Y Change of Director’s Interest Notice

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.

01/01/2011 Appendix 3Y Page 3