Appendix 3Y (Chris Smith) 15.09.2015

Appendix 3Y Change of Director's Interest Notice

Appendix 3Y

Change of Director's Interest Notice

Rule 3.19A.2
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 CochlearLimited

ABN96 002 618 073

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

Christopher Michael Smith

Date of last notice

4 September 2015

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

Nature of indirect interest

(including registered holder)

Note: Provide details of the circumstances giving rise to the relevant interest.

Not applicable

Date of change

8 September 2015

No. of securities held prior to change

(a) 10,788 Shares

(b) 12,531 Options

(c) 30,367 LTI Options

(d) 6,196 LTI Performance Rights

(e) 1,199 STI Performance Rights


+ See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1

Appendix 3Y

Change of Director's Interest Notice

(a) Class

(a) fully paid ordinary shares ("Shares")

(b) options over fully paid ordinary shares

("Options")

(c) long term incentive options subject to performance hurdles and vesting timeframes ("LTI Options")

(d) long term incentive share rights subject to performance hurdles and

vesting timeframes ("LTI Performance

Rights")

(e) short term incentive share rights subject to vesting timeframes ("STI Performance Rights")

Number acquired

2,027 STI Performance Rights

Number disposed

Nil

Value/Consideration

Note: If consideration is non-cash, provide details and estimated valuation

Nil

No. of securities held after change

(a) 10,788 Shares

(b) 12,531 Options

(c) 30,367 LTI Options

(d) 6,196 LTI Performance Rights

(e) 3,226 STI Performance Rights

Nature of change

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

Grant of STI Performance Rights under the

Cochlear Executive Incentive Plan ("CEIP") as a portion of Mr Smith's short term incentive award relating to FY2015.

The STI Performance Rights are not quoted on the ASX.

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


+ See chapter 19 for defined terms.
Appendix 3Y Page 2 01/01/2011

Part 3 - +Closed period

Appendix 3Y Change of Director's Interest Notice

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?

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 3

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