SYNTARA LIMITED — Capital/Financing Update 2017

Jul 17, 2017

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18 July 2017

Manager of Company Announcements Australian Securities Exchange Exchange Centre Level 3 20 Bridge Street Sydney NSW 2000

Dear Sir/Madam,

Proposed Issue of Securities to Chief Executvie Officer

In accordance with Listing Rule 3.10.3, Pharmaxis advises that the directors have, subsequent to a review of the Company’s performance over the past year, resolved to grant performance rights to the Chief Executive Officer under the Company’s employee incentive scheme. The grant requires shareholder approval which will be sought at the annual general meeting of the Company:

Company:
Class of security	Unlisted zero grant and zero exercise price employeeoptions over Pharmaxis Ltd ordinaryshares.
Number to be issued	770,000
Issueprice	Nil
Exerciseprice	Nil
Vesting	385,000 Performance Rights will vest on 30 June 2019 and385,000 Performance Rights will vest on 30 June 2020provided that Mr Phillips is an employee at these times.
Conditions applicable to theshares issued on exercise ofPerformance Rights	1. Any shares acquired upon exercise of the 385,000Performance Rights vesting on 30 June 2019 may notbe traded until 30 June 2020, and only then with priorapproval of the Pharmaxis Board.2. Any shares acquired upon exercise of the 385,000Performance Rights vesting on 30 June 2020 may onlybe traded with prior approval of the Pharmaxis Board.
Shareholder approval	Shareholder approval will be sought at the 2017 AnnualMeeting.
Purpose of issue	To be issued to the Chief Executive Officer under, and inaccordance with, the Pharmaxis employee incentivescheme for the long term reward, incentive and retentionof senior managers and other key employees.
Issue to class	No

Pharmaxis Ltd 20 Rodborough Road T 02 9454 7200 ABN 75 082 811 630 Frenchs Forest NSW 2086 F 02 9451 3622 Australia www.pharmaxis.com.au

The Company will lodge the relevant Appendix 3B when required by the Listing Rules of Australian Securities Exchange. Further detail concerning Pharmaxis’ use of Performance Rights are set out in the 2016 Statutory Annual Report and will also be included in the 2017 Statutory Annual Report due to be filed with the Australian Securities Exchange before 30 September 2017.

Sincerely,

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David McGarvey Company Secretary