TABCORP HOLDINGS LIMITED — Director's Dealing 2020

Mar 19, 2020

20 March 2020

ASX Market Announcements Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

Appendix 3Y Change of Director’s Interest Notice

As per the attached Appendix 3Y Change of Director’s Interest Notice, Tabcorp Holdings Limited ( Tabcorp ) notes that on 18 March 2020, the trustee of a family trust of which Tabcorp Chairman, Paula Dwyer, is a beneficiary, sold 120,834 Tabcorp Shares. On the same day, a separate family trust of which Ms Dwyer is a beneficiary, purchased 45,835 Tabcorp Shares. Both trades occurred on-market and were to satisfy personal commitments.

Following these transactions, Ms Dwyer retains an indirect interest in 125,000 Tabcorp Shares and has advised it is her intention to acquire additional Tabcorp Shares over the coming months.

This announcement was authorised for release by the Company Secretary, Chris Murphy.

For more information: Media: Nicholas Tzaferis, GM Corporate Communications, +61 3 9868 2529 Investors/Analysts: Chris Richardson, GM Investor Relations, +61 3 9868 2800

Level 21, Tower 2 Tabcorp 727 Collins Street Holdings Limited Melbourne VIC 3008

tabcorp.com.au ABN 66 063 780 709

GPO Box 1943 Melbourne VIC 3001

Appendix 3Y Change of Director’s Interest Notice

180Rule 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 Tabcorp Holdings Limited (Tabcorp) ABN 66 063 780 709

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 Paula Dwyer

Date of last notice 20 September 2019

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	Indirect interest
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Ms Dwyer has an indirect interest in Ordinary Shares held by: Happell Company Pty Ltd as trustee for the Happell Super Fund of which she is a beneficiary; and Roble Pty Ltd as trustee for the Happell Family Trust of which she is a beneficiary
Date of change	18 March 2020
No. of securities held prior to change	79,166 Ordinary Shares held by Happell Company Pty Ltd as trustee for the Happell Super Fund 120,834 Ordinary Shares held by Roble Pty Ltd as trustee for the Happell Family Trust
Class	Ordinary Shares
Number acquired	45,834 Ordinary Shares at an average price of $2.51 per Ordinary Share
Number disposed	120,834 Ordinary Shares at an average price of $2.53 per Ordinary Share

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	See above
No. of securities held after change	125,000 Ordinary Shares held by Happell Company Pty Ltd as trustee for the Happell Super Fund of which Ms Dwyer is a beneficiary
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	On-market trades to meet personal commitments

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

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
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011