TELSTRA GROUP LIMITED — Director's Dealing 2016

Aug 17, 2016

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18 August 2016

The Manager

Market Announcements Office Australian Securities Exchange 4[th] Floor, 20 Bridge Street SYDNEY NSW 2000

Office of the Company Secretary

Level 41 242 Exhibition Street MELBOURNE VIC 3000 AUSTRALIA

General Enquiries 08 8308 1721 Facsimile 03 9632 3215

ELECTRONIC LODGEMENT

Dear Sir or Madam

Appendix 3Y – Change in Directors’ Interest Notices

In accordance with the Listing Rules, I attach a Change of Director’s Interest Notice for each of Jane Hemstritch and Andrew Penn, for release to the market.

Yours faithfully

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Damien Coleman Company Secretary

Telstra Corporation Limited ACN 051 775 556 ABN 33 051 775 556

Appendix 3Y Change of Director’s Interest Notice

Rule 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 30/9/2001 Amended 01/01/11

Name of entity TELSTRA CORPORATION LIMITED

ABN 33 051 775 556

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	JANE HEMSTRITCH
Date of last notice	12 AUGUST 2016

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	Change to Indirect Interests
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Purchase of Shares, on market, by Falderal Pty Ltd ATF The Hemstritch Superannuation Fund
Date of change	16 AUGUST 2016
No. of securities held prior to change	Direct – Nil Indirect – 23,500
Class	ORDINARY
Number acquired	67,500
Number disposed	Nil
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	$367,640
No. of securities held after change	Direct – Nil Indirect–91,000
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 purchase of 67,500 Shares on 16 August 2016 by Falderal Pty Ltd ATF The Hemstritch Superannuation Fund

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y

Page 1

Appendix 3Y Change of Director’s Interest Notice

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 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

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.

01/01/11 Appendix 3Y

Page 2

Appendix 3Y Change of Director’s Interest Notice

Rule 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 TELSTRA CORPORATION LIMITED

ABN 33 051 775 556

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	ANDREW RICHARD PENN
Date of last notice	9 November 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 Interests
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Movement of Performance Rights and Restricted Shares held by the Growthshare Trust under the company’s Short Term Incentive (STI) Deferral and Long Term Incentive(LTI)Plans.
Date of change	12 and 17 August 2016
No. of securities held prior to change	Ordinary Shares: Direct: 302,018 Indirect: 684,745 Performance Rights: Direct:1,639,892
Class	Ordinary Shares and Performance Rights over Ordinary Shares
Number acquired	241,573 Restricted Shares (FY14 LTI Plan Performance Rights vested)
Number disposed	214,223 Performance Rights lapsed (FY14 LTI plan) 241,573 Performance Rights vested into Restricted Shares (FY14 LTI Plan)

• 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	Nil (all changes occurred under the company’s STI and LTI Plans)
No. of securities held after change	Ordinary Shares: Direct: 883,410 Indirect: 344,926 Performance Rights: Direct:1,184,096
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy- back	The movement of Performance Rights and Restricted Shares held by the Growthshare Trust and Ordinary Shares as set out below: • The release of 34,161 Restricted Shares being the balance of the FY14 STI Deferral Plan (held in Trust) to Ordinary Shares (directly held). • The release of 44,553 Restricted Shares being 50% of the FY15 STI Deferral Plan (held in Trust) to Ordinary Shares (directly held). • The release of 502,678 Restricted Shares under the FY13 LTI Plan (held in Trust) to Ordinary Shares (directly held). • The vesting of 241,573 Performance Rights from the FY14 LTI Plan as Restricted Shares (held in Trust). • The lapse of 214,223 Performance Rights under the FY14 LTI Plan.

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 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

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

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 NO traded during a[+] closed period where prior written clearance was required? 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.

01/01/2011 Appendix 3Y Page 3