SGH LIMITED — Director's Dealing 2018

Dec 13, 2018

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 Seven Group Holdings Limited ABN 46 142 003 469

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.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Ryan Kerry Stokes
Date of last notice	4 October 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	Direct interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	12 December 2018
No. of securities held prior to change	423,397 Seven Group Holdings Limited fully paid ordinary shares, comprising direct interests in 304,181 shares and indirect interests in 119,216 shares
Class	Share rights
Number acquired	38,215

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	As described in the 2018 Notice of Annual General Meeting, Mr Ryan Stokes is entitled to receive $682,000 of share rights; the number of share rights to be allocated will be 38,215. This has been determined by dividing the Grant Value of the Company’s closing share price on 30 June 2018, adjusted to reflect that share rights do not entitle the holder to dividends on the underlying shares until the share rights vest and shares are allocated. The share rights will vest on 1 July 2020
No. of securities held after change	423,397 Seven Group Holdings Limited fully paid ordinary shares, comprising direct interests in 304,181 shares and indirect interests in 119,216 shares. Direct interests in 38,215 share rights
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Issue of share rights pursuant to Seven Group Holdings Limited Short Term Incentive Plan and in accordance with shareholder approval obtained at the Company’s Annual General Meeting on 21 November 2018

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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

Part 3 –[+] Closed period

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

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3