WOOLWORTHS GROUP LIMITED — Director's Dealing 2019

Mar 21, 2019

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: Woolworths Group Limited ABN: 88 000 014 675

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.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Gordon Cairns
Date of last notice	28 February 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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares held by: Bond Street Custodians Pty Limited on behalf of Mr Cairns’ superannuation fund Woolworths Custodian Pty Ltd as trustee of the Woolworths Group Non-Executive Directors Equity Plan (NED Plan)
Date of change	No change
No. of securities held prior to change	No change
Class	Ordinary shares
Number acquired	-
Number disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation	-
No. of securities held after change	27,645 shares held for Mr Cairns’ superannuation fund 3,563 shares held under the NED Plan

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change No 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.

Detail of contract	Quarterly allocation of NED Share Rights in accordance with the NED Plan Rules
Nature of interest	NED Share Rights. Woolworths Custodian Pty Ltd has been issued with the ordinary shares underlying the NED Share Rights. They will vest and convert into Woolworths ordinary shares twice yearly. The resulting shares remain in the NED Plan under restriction for the nominated deferral period
Name of registered holder (if issued securities)	Woolworths Custodian Pty Ltd as trustee of the NED Plan
Date of change	22 March 2019
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	823 NED Share Rights
Interest disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation	$24,984.80
Interest after change	823 NED Share Rights

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.

Appendix 3Y Page 2

01/01/2011

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: Woolworths Group Limited ABN: 88 000 014 675

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.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Jillian Broadbent
Date of last notice	28 February 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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares held by: Ms Broadbent directly Woolworths Custodian Pty Ltd as trustee of the Woolworths Group Non-Executive Directors Equity Plan (NED Plan)
Date of change	No change
No. of securities held prior to change	No change
Class	Ordinary shares
Number acquired	-
Number disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation	-
No. of securities held after change	65,138 shares held by Ms Broadbent 3,919 shares held under the NED Plan

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change No 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.

Detail of contract	Quarterly allocation of NED Share Rights in accordance with the NED Plan Rules
Nature of interest	NED Share Rights. Woolworths Custodian Pty Ltd has been issued with the ordinary shares underlying the NED Share Rights. They will vest and convert into Woolworths ordinary shares twice yearly. The resulting shares remain in the NED Plan under restriction for the nominated deferral period
Name of registered holder (if issued securities)	Woolworths Custodian Pty Ltd as trustee of the NED Plan
Date of change	22 March 2019
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	1,235 NED Share Rights
Interest disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation	$37,492.38
Interest after change	1,235 NED Share Rights

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No 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 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

Appendix 3Y Change of Director’s Interest Notice

fRule 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: Woolworths Group Limited ABN: 88 000 014 675

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.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Holly Kramer
Date of last notice	28 February 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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares held by: Bond Street Custodians Limited on behalf of Ms Kramer’s superannuation fund Woolworths Custodian Pty Ltd as trustee of the Woolworths Group Non-Executive Directors Equity Plan (NED Plan)
Date of change	No change
No. of securities held prior to change	No change
Class	Ordinary shares
Number acquired	-
Number disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation	-
No. of securities held after change	7,942 shares held for Ms Kramer’s superannuation fund 1,657 shares held under the NED Plan

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change No 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.

Detail of contract	Quarterly allocation of NED Share Rights in accordance with the NED Plan Rules
Nature of interest	NED Share Rights. Woolworths Custodian Pty Ltd has been issued with the ordinary shares underlying the NED Share Rights. They will vest and convert into Woolworths ordinary shares twice yearly. The resulting shares remain in the NED Plan under restriction for the nominated deferral period
Name of registered holder (if issued securities)	Woolworths Custodian Pty Ltd as trustee of the NED Plan
Date of change	22 March 2019
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	513 NED Share Rights
Interest disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation	$15,573.76
Interest after change	513 NED Share Rights

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No 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 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

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: Woolworths Group Limited ABN: 88 000 014 675

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.

We (the entity) give ASX the following the director for the purposes of section	information under listing rule 3.19A.2 and as agent for 205G of the Corporations Act.
Name of Director	Michael Ullmer
Date of last notice	28 February 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
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.	Shares held by: Invia Custodian Pty Limited on behalf of Mr Ullmer’s superannuation fund Woolworths Custodian Pty Ltd as trustee of the Woolworths Group Non-Executive Directors Equity Plan (NED Plan)
Date of change	No change
No. of securities held prior to change	No change
Class	Ordinary shares
Number acquired	-
Number disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation	-
No. of securities held after change	20,000 shares held for Mr Ullmer’s superannuation fund 4,275 shares held under the NED Plan

• See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change No 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.

Detail of contract	Quarterly allocation of NED Share Rights in accordance with the NED Plan Rules
Nature of interest	NED Share Rights. Woolworths Custodian Pty Ltd has been issued with the ordinary shares underlying the NED Share Rights. They will vest and convert into Woolworths ordinary shares twice yearly. The resulting shares remain in the NED Plan under restriction for the nominated deferral period
Name of registered holder (if issued securities)	Woolworths Custodian Pty Ltd as trustee of the NED Plan
Date of change	22 March 2019
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	989 NED Share Rights
Interest disposed	-
Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation	$30,024.26
Interest after change	989 NED Share Rights

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No 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 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