SUNCORP GROUP LIMITED — Director's Dealing 2015

Nov 22, 2015

13Rule 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	SUNCORP GROUP LIMITED
ABN	66 145 290 124

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	Michael Andrew Cameron
Date of last notice	24 September 2015

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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Always Turn Left Pty Ltd - Cameron Family Account – ability to influence voting and sale Pacific Custodians Pty Ltd – registered holder of Performance Rights and Restricted Shares
Date of change	23 November 2015
No. of securities held prior to change	1. 5,000 Ordinary Shares - Michael Andrew Cameron 2. 10,000 Ordinary Shares - Always Turn Left Pty Ltd - Cameron Family Account 3. 240,000 Restricted Shares – Pacific Custodians Pty Ltd
Class	Performance Rights under the Suncorp Group Equity Incentive Plan, being rights to acquire fully paid ordinary shares
Number acquired	226,639 Performance Rights
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$13.2369 (being the volume weighted average price (VWAP) of Suncorp Group Limited ordinary shares on the Australian Securities Exchange over the five trading days leading up to 1 November 2015)

Appendix 3Y

Change of Director’s Interest Notice

No. of securities held after change	1. 5,000 Ordinary Shares - Michael Andrew Cameron 2. 10,000 Ordinary Shares - Always Turn Left Pty Ltd - Cameron Family Account 3. 240,000 Restricted Shares - Pacific Custodians Pty Ltd 4. 226,639 Performance Rights - Pacific Custodians Pty Ltd
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	Further to the Appendix 3Y dated 24 September 2015: confirmation of the grant of 226,639 Performance Rights ($3,000,000 worth of Performance Rights at a VWAP of $13.2369) under the Suncorp Group Equity Incentive Plan and pursuant to shareholder approval obtained at the Suncorp Group Limited Annual General Meeting on 24September 2015.

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.

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Detail of contract
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
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• See chapter 19 for defined terms. Appendix 3Y Page 2

01/01/2011

M A Cameron – 23 November 2015

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 above traded during a+closed period where prior written clearance was required?	No. The date of the grant of Performance Rights may fall within a closed period; however, the Suncorp Group Securities Trading Policy permits such receipt of interests in the securities if received under an employee share plan.
If so, was prior written clearance provided to allow the trade to proceed during this period?	N/A
If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3