SIMONDS GROUP LIMITED — Regulatory Filings 2021

Dec 8, 2021

ASX ANNOUNCEMENT

CORRECTIVE DISCLOSURE IN RELATION TO ISSUANCE OF PERFORMANCE RIGHTS UNDER THE SIMONDS GROUP EMPLOYEE SHARE PLAN

Melbourne, 9 December 2021

Simonds Group Limited ACN 143 841 801 ( Company ) wishes to update the market with respect to the performance rights which it has granted to key executives of the Company for FY20 and FY21 under the Simonds Group Employee Share Plan ( Plan ).

While details of the performance rights which have been granted to key management personnel of the Company ( KMP ), including Mr Rhett Simonds, CEO and Executive Chairman of the Company, are included in the Company's Annual Reports which are released to ASX, the issuance of those performance rights have not historically been notified to the market in any other way. This was due to the Board's discretion under the Plan to settle performance rights in cash or shares which the Board is required under the terms of the Plan to exercise in accordance with the ASX Listing Rules, and their resulting categorisation as 'cash-settled' securities.

However, the Company has now had cause to consider the recent amendments to ASX Guidance Note 19: Performance Securities in relation to what the ASX considers to be a 'cash settled' security. This has led the Company to review its approach to disclosure of cash-settled performance rights that are subject to the Board's discretion and determine to treat them as equity securities going forward, in order to better align with the revised ASX guidance.

Accordingly, the Company has lodged the following forms:

• Appendix 3H Notification of cessation of securities ( Appendix 3H ) relating to previous lapse of 1,340,888 performance rights during FY20 and FY21;

• Appendix 3G Notification of issue, conversion or payment up of unquoted equity securities relating to the previous issuance of 5,064,707 unlisted performance rights under the Plan for FY20 and FY21; and

• Appendix 3Y Change of Director's Interest Notice relating to the previous issuance of 633,824 performance rights to Mr Simonds for FY20 and FY21. The Company will seek shareholder’s approval at the 2022 AGM for those performance rights issued to Mr Simonds.

These filings relate to the historical performance rights position of the Company as at 9 December 2021 and will be consistent with the position outlined in the Company's Annual Report for the financial year ending 30 June 2021 which has already been released to ASX.

Following the lodgement of the above forms, the Company will be lodging a further ASX Appendix 2A Application for quotation of securities in respect of shares being issued under the Plan on the vesting of some of the FY19 performance rights. The Company will also lodge a further Appendix 3H in respect of the lapsing of some other FY19 performance rights. These filings will capture the net effect of all changes in the issued securities of the Company that have occurred since 30 June 2021.

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For more information, please contact:

Paul Taylor Company Secretary & General Counsel Ph: +61 3 9926 3196

This document has been authorised for release by the Board of Directors of the Company.

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