TITOMIC LIMITED — Director's Dealing 2020

Feb 4, 2020

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:	Titomic Limited (ASX:TTT)
ABN:	77 602 793 644

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:	Mr Philip Vafiadis
Date of last notice:	29 December 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.

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Direct or indirect interest -
Nature of indirect interest -
(including registered holder)
Note: Provide details of the circumstances
giving rise to the relevant interest.
Date of change -
No. of securities held prior to change -
Class -
Number acquired -
Number disposed -
Value/Consideration -
Note: If consideration is non-cash, provide
details and estimated valuation
No. of securities held after change -
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• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

Nature of change - Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back

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 As previously announced on 2 December 2019, Mr Vafiadis
held a portion of his Titomic securities within a unit trust
structure ( Unit Trust ). Under the restructuring of the Unit
Trust in which Mr Vafiadis is a beneficial owner, a Call and
Put Option Agreement has been executed between three of
the Unit Trust beneficiaries.
This Call and Put Option Agreement provides Mr Vafiadis
with a Put Option over the sale of his equity interest in other
entities in return for compensation, and provides the other
two unit trust holders with a Call Option over acquiring the
same equity interest in other entities from Mr Vafiadis’ for
compensation.
The deemed compensation for execution of either the Call
or Put Option transaction shall be settled by the transfer of
a total of 400,000 fully paid Titomic shares (ASX:TTT) and
400,000 Titomic Performance Rights (ASX:TTTAD) from the
other two Unit Trust holders to Mr Vafiadis.
Nature of interest Call/Put Option Agreement
Name of registered holder Mr Philip Vafiadis and/or his nominees.
(if issued securities)
Date of change Put/Call Option Agreement date: 26 November 2019
Commencement of Option Exercise Period: 1 May 2020
Expiry of Option Exercise Period: 30 June 2020
No. and class of securities to which N/A
interest related prior to change
Note: Details are only required for a contract
in relation to which the interest has changed
Interest acquired
If Put or Call Option is actioned the following securities may
be acquired by Mr. Vafiadis:
-
400,000 fully paid ordinary shares (ASX:TTT)
-
400,000 Performance Rights over fully paid ordinary
shares (ASX:TTTAD)
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• See chapter 19 for defined terms.

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Appendix 3Y Change of Director’s Interest Notice

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Interest disposed NIL
Value/Consideration Non-Cash
Note: If consideration is non-cash,
provide details and an estimated Deemed value will be equal to 400,000 fully paid ordinary
valuation shares (ASX:TTT) and 400,000 Performance Rights over fully
paid ordinary shares (ASX:TTTAD) on the date the Call or
Put Option is exercised.
Interest after change N/A
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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? If so, was prior written clearance provided to allow the trade to proceed during thisperiod? If prior written clearance was provided, on what date was this provided?	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? If so, was prior written clearance provided to allow the trade to proceed during thisperiod? If prior written clearance was provided, on what date was this provided?
	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 thisperiod?	N/A
	If prior written clearance was provided, on what date was this provided?	N/A

• See chapter 19 for defined terms.

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