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Change of Director’s Interest Notice
South32 Limited
(Incorporated in Australia under the Corporations Act 2001 (Cth))
(ACN 093 732 597)
ASX/JSE/LSE Share Code: S32
ISIN: AU000000S320
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 South32 Limited
ABN 84 093 732 597
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 Graham Kerr
Date of last notice 28 August 2018
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 Interest
Nature of indirect interest N/A
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
Date of change 7 December 2018
+ See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y
Change of Director’s Interest Notice
No. of securities held prior to change 1,988,958 ordinary shares
10,243,129 rights comprising:
• 272,055 deferred rights held as short
term incentive awards under the
South32 Equity Incentive Plan (subject
to continued service).
• 9,971,074 performance rights held as
long term incentive awards under the
South32 Equity Incentive Plan.
Class Rights under the South32 Equity Incentive Plan
Number acquired
• 325,725 deferred rights held as short
term incentive awards under the
South32 Equity Incentive Plan (subject
to continued service).
• 1,450,819 performance rights held as
held as long term incentive awards
under the South32 Equity Incentive
Plan.
Number disposed N/A
Value/Consideration Received 1,776,544 rights at nil cost on 7
Note: If consideration is non-cash, provide details and estimated December 2018 under the South32 Equity
valuation
Incentive Plan.
No. of securities held after change 1,988,958 ordinary shares
12,019,673 rights comprising:
• 597,780 deferred rights held as short
term incentive awards under the
South32 Equity Incentive Plan (subject
to continued service).
• 11,421,893 performance rights held as
long term incentive awards under the
South32 Equity Incentive Plan.
Nature of change Allocation of rights under the South32 Equity
Example: on-market trade, off-market trade, exercise of options, Incentive Plan, as approved by shareholders at
issue of securities under dividend reinvestment plan, participation in
buy-back the 2018 Annual General Meeting.
+ See chapter 19 for defined terms.
Appendix 3Y Page 2 01/01/2011
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
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 N/A
trade to proceed during this period?
If prior written clearance was provided, on what date was N/A
this provided?
13 December 2018
JSE Sponsor
UBS South Africa (Pty) Ltd
+ See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3
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