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WOOLWORTHS GROUP LIMITED Director's Dealing 2025

Sep 2, 2025

66075_rns_2025-09-02_1397ea5a-c3c1-4c70-a33a-69ba31d79bc7.pdf

Director's Dealing

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3 September 2025

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

Half-Yearly NED Equity Plan Vesting

Attached are Change of Director’s Interest Notices for Non-Executive Directors Holly Kramer, Tracey Fellows and Warwick Bray, who participate in the Woolworths Group NED Equity Plan.

Share Rights allocated to the Australian NEDs under the plan following each quarter’s salary sacrifice convert into Woolworths Group shares on a programmatic basis twice yearly, prior to the 1H or FY dividend record date as applicable.

Authorised by: Dom Millgate, Group Company Secretary

For further information contact

Investors and analysts Media Paul van Meurs Woolworths Press Office Head of Investor Relations [email protected] +61 407 521 651 +61 2 8885 1033

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Woolworths Group Limited ABN 88 000 014 675 1 Woolworths Way, Bella Vista NSW 2153

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.

Name of Director Holly Kramer
Date of last notice 17 June 2025

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.

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 Equity Plan)
Date of change 28 August 2025
No. of securities held prior to
change
● 7,942 shares held for Ms Kramer’s
superannuation fund
● 12,788 shares held under the NED Equity Plan
Class Ordinary Shares
Number acquired 1,103
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
● 13,891 shares held under the NED EquityPlan
Nature of change
Example: on-market trade, off-market trade, exercise of
options, issue of securities under dividend reinvestment
plan, participation in buy-back
Vesting of NED Share Rights. NED Share Rights vest
and convert into shares twice yearly. The shares
remain in the NED Equity Plan under restriction for
the nominated deferralperiod
  • 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 NED Share Rights
Nature of interest The NED Share Rights will vest and convert into
Woolworths Ordinary Shares twice yearly. The
resulting shares remain in the NED Equity Plan for
the nominated deferral period.
Name of registered holder
(if issued securities)
Woolworths Custodian Pty Ltd as trustee of the NED
Equity Plan
Date of change 28 August 2025
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
1,103 NED Share Rights
Interest acquired -
Interest disposed 1,103 NED Share Rights
Value/Consideration
Note: If consideration is non-cash, provide details and
an estimated valuation
Not applicable
Interest after change Nil

Part 3 – + Closed period

Part 3 –+Closedperiod
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?
Not applicable
If prior written clearance was
provided, on what date was this
provided?
Not applicable
  • See chapter 19 for defined terms.

01/01/2011

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: 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.

Name of Director Tracey Fellows
Date of last notice 17 June 2025

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:
● Adair Superannuation Nominees Pty Ltd as trustee for the
Adair Family Superfund
● Woolworths Custodian Pty Ltd as trustee of the
Woolworths Group Non-Executive Directors Equity Plan
(NED Equity Plan)
Date of change 28 August 2025
No. of securities held prior to change ● 4,382 shares held by Adair Superannuation Nominees Pty
Ltd as trustee for the Adair Family Superfund
● 1,423 shares held under the NED Equity Plan
Class Ordinary Shares
Number acquired 664
Number disposed -
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
-
No. of securities held after change ● 4,382 shares held by Adair Superannuation Nominees Pty
Ltd as trustee for the Adair Family Superfund
● 2,087 shares held under the NED Equity Plan
Nature of change
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation
in buy-back
Vesting of NED Share Rights. NED Share Rights vest and
convert into shares twice yearly. The shares remain in the
NED Equity Plan under restriction for the nominated deferral
period
  • 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 NED Share Rights
Nature of interest The NED Share Rights will vest and convert into Woolworths
Ordinary Shares twice yearly. The resulting shares remain in
the NED Equity Plan for the nominated deferral period.
Name of registered holder
(if issued securities)
Woolworths Custodian Pty Ltd as trustee of the NED Equity
Plan
Date of change 28 August 2025
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
664 NED Share Rights
Interest acquired -
Interest disposed 664 NED Share Rights
Value/Consideration
Note: If consideration is non-cash, provide details and an
estimated valuation
Not applicable
Interest after change Nil

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 thisperiod?
Not applicable
If prior written clearance was provided,
on what date was thisprovided?
Not applicable
  • See chapter 19 for defined terms.

01/01/2011

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: 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.

Name of Director Warwick Bray
Date of last notice 17 June 2025

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:

Woolworths Custodian Pty Ltd as trustee of the
Woolworths Group Non-Executive Directors Equity Plan
(NED Equity Plan)
Date of change 28 August 2025
No. of securities held prior to change 4,284 shares held under the NED Equity Plan
Class Ordinary Shares
Number acquired 1,592
Number disposed -
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
-
No. of securities held after change ● 5,876 shares held under the NED Equity Plan
Nature of change
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation
in buy-back
Vesting of NED Share Rights. NED Share Rights vest and
convert into shares twice yearly. The shares remain in the
NED Equity Plan under restriction for the nominated deferral
period
  • 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 NED Share Rights
Nature of interest The NED Share Rights will vest and convert into Woolworths
Ordinary Shares twice yearly. The resulting shares remain in
the NED Equity Plan for the nominated deferral period.
Name of registered holder
(if issued securities)
Woolworths Custodian Pty Ltd as trustee of the NED Equity
Plan
Date of change 28 August 2025
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
1,592 NED Share Rights
Interest acquired -
Interest disposed 1,592 NED Share Rights
Value/Consideration
Note: If consideration is non-cash, provide details and an estimated
valuation
Not applicable
Interest after change Nil

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 thisperiod?
Not applicable
If prior written clearance was provided,
on what date was thisprovided?
Not applicable
  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 2