WORLEY LIMITED — Director's Dealing 2020

Feb 25, 2020

Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final 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.

Name of entity	Worley Limited
ABN	17 096 090 158

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of director	Andrew Peter Wood
Date of last notice	17 December 2019
Date that director ceased to be director	24 February 2020

Part 1 – Director’s relevant interests in securities of which the director is the registered holder 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.

Number & class of securities

611,839 fully paid ordinary shares

(includes 76,225 fully paid ordinary shares subject to a two-year restriction period ending on 30 September 2020).

378,355 performance rights

84,000 deferred restricted share rights

39,409 share price performance rights

(each being a conditional entitlement to a certain number of fully paid ordinary shares in the Company and, in total, converting into a maximum number of 78,818 shares in accordance with the Company’s Performance Rights Plan.)

• See chapter 19 for defined terms.

Appendix 3Z Page 1

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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.

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Name of holder & nature of interest Note: Provide details of the circumstances giving rise to the relevant interest A&A Wood Super Fund Pty Ltd Super Fund A/C> Majlis Pty Ltd	Number & class of securities 114,237 fully paid ordinary shares 813,728 fully paid ordinary shares

Part 3 – Director’s interests in contracts

Detail of contract	Not applicable
Nature of interest
Name of registered holder (if issued securities)
No. and class of securities to which interest relates

• See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002