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SGH LIMITED — Director's Dealing 2025
Dec 2, 2025
65777_rns_2025-12-02_7c420622-a25d-4cdd-ba71-0a8972748f94.pdf
Director's Dealing
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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 | SGH Ltd |
|---|---|
| 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.
| the director for the purposes of section | 205G of the Corporations Act. |
|---|---|
| Name of Director | Ryan Stokes AO |
| Date of last notice | 15 August 2025 |
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 and indirect interests |
|---|---|
| Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest. | Shares in SGH Ltd (“SGH”) held by PointResolution Pty Limited and HyperionEndeavour Pty Limited, companies controlledby Mr Ryan Stokes AO. |
| Date of change | 28 November 2025 |
| No. of securities held prior to change | 708,087 SGH fully paid ordinary shares,comprising:• Direct interests in 588,871 shares.• Indirect interests in 119,216 shares. |
| Class | SGH ordinary shares and share rights |
| Number acquired | 18,922 share rights |
| Number disposed | Nil |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y Change of Director’s Interest Notice
| Value/Consideration | As described in the SGH 2025 Notice of Annual | |
|---|---|---|
| Note: If consideration is non-cash, provide details and estimatedvaluation | General Meeting, Mr Ryan Stokes AO isentitled to receive 50 per cent of his FY25 STI | |
| award delivered in deferred share rights as the | ||
| deferred equity component of his STI. The | ||
| number of share rights allocated is 18,922 | ||
| based on an allocation value of $53.5395 per | ||
| share. This has been determined by dividing | ||
| the Grant Value by the Company’s 5 day | ||
| VWAP (Volume Weighted Average Price) on 30 | ||
| June 2025, 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. Subject to the terms | ||
| of the STI plan, the share rights will vest | ||
| following SGH’s results release for the following | ||
| financial year (i.e. FY26) on or around 15 | ||
| August 2026. | ||
| No. of securities held after change | 708,087 SGH fully paid ordinary shares, | |
| comprising: | ||
| • Direct interests in 588,871 shares. | ||
| • Indirect interests in 119,216 shares. | ||
| And direct interests in 18,922 share rights. | ||
| Nature of change | Issue of share rights pursuant to the FY25 | |
| Example: on-market trade, off-market trade, exercise of options, | SGH Ltd Short Term Incentive Plan. | |
| issue of securities under dividend reinvestment plan, participation in | ||
| buy-back |
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 |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
Appendix 3Y Change of Director’s Interest Notice
Part 3 –[+] Closed period
| Part 3 –+Closed period | |
|---|---|
| Were the interests in the securities or contracts detailed abovetraded during a+closed period where prior written clearance wasrequired? | No |
| If so, was prior written clearance provided to allow the trade toproceed during this period? | Not applicable |
| If prior written clearance was provided, on what date was thisprovided? | Not applicable |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3