SGH LIMITED — Director's Dealing 2019

Dec 15, 2019

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.

Name of Director	Ryan Kerry Stokes
Date of last notice	14 December 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 relevantinterest.
Date of change	16 December 2019
No. of securities held prior to change	423,397 Seven Group Holdings Limitedfully paid ordinary shares comprising
	,direct interests in 304,181 shares andindirect interests in 119,216 shares.Direct interests in 38,215 share rights.
Class	Share rights
Number acquired	40,122
Number disposed	Nil

• See chapter 19 for defined terms.

01/01/2011

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Appendix 3Y Change of Director’s Interest Notice

Value/ConsiderationNote: If consideration is non-cash, provide details and estimatedvaluation	As described in the 2019 Notice ofAnnualGeneralMeeting,Mr RyanStokes is entitled to receive $696,850 ofshare rights; the number of share rightsto be allocated will be 40,122. This hasbeen determined by dividing the GrantValue of the Company’s closing shareprice on 30 June 2019, adjusted toreflect that share rights do not entitle theholder to dividends on the underlyingshares until the share rights vest andshares are allocated. The share rightswill vest on 1 July 2021.
No. of securities held after change	423,397 Seven Group Holdings Limitedfully paid ordinary shares, comprisingdirect interests in 304,181 shares andindirect interests in 119,216 shares.Direct interests in 78,337 share rights.
Nature of changeExample: on-market trade, off-market trade, exercise of options, issueof securities under dividend reinvestment plan, participation in buy-back	Issue of share rights pursuant to SevenGroupHoldingsLimitedShort-TermIncentive Plan and in accordance withshareholder approval obtained at theCompany’s Annual General Meeting on20 November 2019.

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 towhich interest related prior tochangeNote: Details are only required for a contract inrelation to which the interest has changed
Interest acquired
Interest disposed

• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

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 Not applicable trade to proceed during this period? If prior written clearance was provided, on what date was Not applicable this provided?

• See chapter 19 for defined terms.

01/01/2011

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