SYNTARA LIMITED — Capital/Financing Update 2018

Jul 24, 2018

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25 July 2018

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 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:

Class of security	Unlisted zero grant and zero exercise price employeeoptions over Pharmaxis Ltd ordinaryshares.
Number to be issued	690,000
Issueprice	Nil
Exerciseprice	Nil
Vesting	1. At the end of the 2019 financial year the Board willassess achievement of the long term related corporateobjectives set by the Board for the 2019 year and lapsePerformance Rights to the extent the long termcorporate objectives were not achieved.2. 50% of the remaining performance rights will vest ateach of 30 June 2020 and 30 June 2021, provided thatMr Phillips is an employee at these times.
Conditions applicable to theshares issued on exercise ofPerformance Rights	3. Any shares acquired upon exercise of PerformanceRights vesting on 30 June 2020 may not be traded until30 June 2021, and only then with prior approval of thePharmaxis Board.4. Any shares acquired upon exercise of PerformanceRights vesting on 30 June 2021 may only be tradedwithprior approval of the Pharmaxis Board.

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

Shareholder approval	Shareholder approval will be sought at the 2018 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 keyemployees.
Issue to class	No

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 2017 Statutory Annual Report and will also be included in the 2018 Statutory Annual Report due to be filed with the Australian Securities Exchange before 30 September 2018.

Sincerely,

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David McGarvey Company Secretary