Change in Relevant Interests of Directors

NZX Code: ATM
ASX Code: A2M

The a2 Milk Company Limited
www.thea2milkcompany.com

26 November 2019
NZX/ASX Market Release

CHANGE IN RELEVANT INTERESTS OF DIRECTORS

David Hearn - Chair
Attached are the NZX Ongoing Disclosure Notice and equivalent ASX Appendix 3Y relating to changes in the
relevant interests in the Company’s securities held by the Chair of The a2 Milk Company, David Hearn.

Mr Hearn exercised 100,000 unlisted options to subscribe for Ordinary Shares in the Company (Options) and
subsequently sold 100,000 Ordinary Shares on market on 25 November 2019 as part of his management of
personal finances, including to meet tax obligations.

Following these transactions, Mr Hearn retains a relevant interest in 100,000 Ordinary Shares and 3,100,000
Options (of which 2,100,000 have already vested).

Mr Hearn intends to use some of the funds received from his sale of shares to shortly exercise a further 260,000
Options. This will take Mr Hearn’s holding to 360,000 Ordinary Shares and 2,840,000 Options. Details of this
expected exercise of options by Mr Hearn will be disclosed at the relevant time.

Jayne Hrdlicka – Managing Director & CEO
Also attached are the NZX Ongoing Disclosure Notice and equivalent ASX Appendix 3Y relating to changes in the
relevant interests in the Company’s securities held by the Managing Director & Chief Executive Officer, Jayne
Hrdlicka.

These include details relating to (1) the grant of performance rights under the Company’s FY20 LTI Plan on
19 November 2019; and (2) the on-market sale of a portion of Ms Hrdlicka’s Ordinary Shares on 22 November
2019 in order to meet the expected tax obligations arising from the vesting of her Time-Based Rights.

Performance Rights under FY20 LTI Plan – 19 November 2019
On 19 November, Ms Hrdlicka was granted 164,312 performance rights under the Company’s FY20 LTI Plan.
Details in relation to the FY20 LTI Plan are set out in the market announcement that was released to the market
on 19 November 2019.

Sale of Ordinary Shares – 22 November 2019
In respect of Ms Hrdlicka’s sale of Ordinary Shares on 22 November 2019:

• In June and August 2019, a total of 242,022 Ordinary Shares were issued to Ms Hrdlicka on the vesting
and automatic exercise of an equivalent number of Time-Based Rights.
• As previously noted, these are the last tranches of the Time-Based Rights granted to Ms Hrdlicka as a one-
off transition benefit. These Time-Based Rights were granted as compensation for the forfeiture of
incentive entitlements from her former employer as a result of her resignation to take up employment
with the Company.

2
• In order to meet the expected tax obligations incurred when the Time-Based Rights were automatically
exercised in June and August, Ms Hrdlicka has sold approximately 61% (146,684 of 242,022 shares) of the
total number of Ordinary Shares received.
• Ms Hrdlicka’s sale of shares, like all previous trades, were approved by the Chair of the Board in
accordance with the Company’s Securities Trading Policy, under which clearance to trade is usually only
considered appropriate within a limited number of ‘trading windows’ each year.

Following Ms Hrdlicka’s recent sale of shares she retains a relevant interest in 95,338 Ordinary Shares in the
Company, with a market value today of approximately 85% of her fixed annual remuneration before tax, as well
as 410,099 Performance Rights received under the Company’s FY19 and FY20 LTI Plans.

Further details are provided in the NZX Ongoing Disclosure Notice and the ASX Appendix 3Y.


It should be noted that the decision of Directors and senior executives to sell their shares in the Company from
time to time is an individual choice as part of the management of their personal finances, including to meet tax
obligations incurred in connection with those shares.


Jaron McVicar
General Counsel & Company Secretary by order of the Board of Directors
The a2 Milk Company Limited

---

Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant Interests
Sections 297(1) and 298(1), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer:
The a2 Milk Company Limited
("ATM")
Date this disclosure made:26/11/2019
Date of last disclosure: 28/02/2019
Director or senior manager giving disclosure
Full name(s):David Lovat Gordon Hearn
Name of listed issuer:The a2 Milk Company Limited
Name of related body corporate (if applicable):N/A
Position held in listed issuer:Chair & Non-Executive Director
Summary of acquisition or disposal of relevant interest (excluding specified derivatives)
Class of affected quoted financial products:
(1) Unlisted options (Options) to
subscribe for fully paid ordinary
shares in the Company (Ordinary
Shares).
(2) Ordinary Shares
Nature of the affected relevant interest(s):
(1) Beneficial owner of Options.
(2) Legal and beneficial owner of
Ordinary Shares.
For that relevant interest-
Number held in class before acquisition or disposal:
(1) 3,200,000 Options
(2) 100,000 Ordinary Shares
Number held in class after acquisition or disposal:
(1) 3,100,000 Options
(2) 100,000 Ordinary Shares
Current registered holder(s):
(1) Lovat Partners Limited
(2) David Lovat Gordon Hearn
Registered holder(s) once transfers are registered:N/A
Summary of acquisition or disposal of specified derivatives relevant interest (if applicable)
Type of affected derivative:
N/A
Class of underlying financial products:
Details of affected derivative-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative(if any):
The price specified in the terms of the derivative (if any):
Any other details needed to understand how the amount of the consideration payable
under the derivative or the value of the derivative is affected by the value of the
underlying financial products:
For that derivative,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:

Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates:
2
Details of transactions requiring disclosure-
Date of transaction:
25/11/2019
Nature of transaction:
(1) Issue of 100,000 Ordinary Shares
following exercise of 100,000
Options held by Lovat Partners
Limited. Following this, subsequent
transfer from Lovat Partners Limited
to David Hearn.
(2) On-market sale of Ordinary
Shares (NZX)
Name of any other party or parties to the transaction (if known):
N/A
The consideration, expressed in New Zealand dollars, paid or recieved for the
acquisition or disposal. If the consideration was not in cash and cannot be readily by
converted into a cash value, describe the consideration:
(1) NZ$63,000 paid on exercise of
Options (NZ$0.63 per Option).
(2) 100,000 Ordinary Shares sold on-
market sale (NZX) at NZ$14.8301
per share.
Number of financial products to which the transaction related:
(1) 100,000 Options.
(2) 100,000 Ordinary Shares
If the issuer has a financial products trading policy that prohibits directors or senior
managers from trading during any period without written clearance (a closed period)
include the following details—
Whether relevant interests were aquired or disposed of during a closed period:No
Whether prior written clearance was provided to allow the aquisition or disposal to
proceed during the closed period:
N/A
Date of the prior written clearance (if any):N/A
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
N/A
Nature of relevant interest:
For that relevant interest,-
Number held in class:
Current registered holder(s):
For a derivative relevant interest,-
Type of derivative:
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative (if any):
The price's specified terms (if any):
Any other details needed to understand how the amount of the consideration payable
under the derivative or the value of the derivative is affected by the value of the
underlying financial products:
For that derivative relevant interest,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:

Cerification
I, certify that, to the best of my knowledge and belief, the information contained in this
disclsoure is correct and that I am duly authorised to make this disclosure by all
persons for whom it is made.
Signature of director or officer:
Date of signature:26/11/2019
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person:

---

Appendix 3Y
Change of Director’s Interest Notice



+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1
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 The a2 Milk Company Limited (Company)
ABN 97 769 415 292
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 David Lovat Gordon Hearn
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 Direct and indirect
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
Unlisted options (Options) to subscribe for fully
paid ordinary shares (Ordinary Shares) held
through Lovat Partners Limited.
Date of change 25/11/2019
No. of securities held prior to change
(1) 100,000 Ordinary Shares.
(2) 3,200,000 Options.
Class
(1) Ordinary Shares
(2) Options
Number acquired
100,000 Ordinary Shares acquired upon exercise
of Options.
Number disposed
100,000 Ordinary Shares sold on-market
(NZX).
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
(1) NZ$63,000 paid on exercise of Options
(NZ$0.63 per Option)
(2) Ordinary Shares sold on-market (NZX) at
NZ$14.8301 per share.
No. of securities held after change
(1) 100,000 Ordinary Shares.
(2) 3,100,000 Options (of which 2,100,000
remain vested but not yet exercised).
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue
of securities under dividend reinvestment plan, participation in buy-
back
(1) Exercise of Options to subscribe for
Ordinary Shares.
(2) On-market sale (NZX) of Ordinary Shares.

Appendix 3Y
Change of Director’s Interest Notice



+ See chapter 19 for defined terms.

Appendix 3Y Page 2 01/01/2011
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
N/A
Nature of interest
N/A
Name of registered holder
(if issued securities)
N/A
Date of change
N/A
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
N/A
Interest acquired
N/A
Interest disposed
N/A
Value/Consideration
Note: If consideration is non-cash, provide details and
an estimated valuation
N/A
Interest after change
N/A
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?
N/A
If prior written clearance was provided, on what date was
this provided?
N/A

---

Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant Interests
Sections 297(1) and 298(1), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer:
The a2 Milk Company Limited
("ATM")
Date this disclosure made:26/11/2019
Date of last disclosure: 2/10/2019
Director or senior manager giving disclosure
Full name(s):Carla Jayne Hrdlicka
Name of listed issuer:The a2 Milk Company Limited
Name of related body corporate (if applicable):N/A
Position held in listed issuer:Managing Director & CEO
Summary of acquisition or disposal of relevant interest (excluding specified derivatives)
Class of affected quoted financial products:
(1) Performance rights representing
an entitlement to acquire Ordinary
Shares in the Company
(Performance Rights).
(2) Ordinary Shares
Nature of the affected relevant interest(s):Legal and beneficial owner
For that relevant interest-
Number held in class before acquisition or disposal:
(1) 245,787 Performance Rights.
(2) 242,022 Ordinary Shares.
Number held in class after acquisition or disposal:
(1) 410,099 Performance Rights as
follows:
(a) 245,787 Performance Rights due
to vest in August 2021 provided
certain performance conditions are
met.
(b) 164,312 Performance Rights due
to vest in August 2022 provided
certain performance conditions are
met.
(2) 95,338 Ordinary Shares.
Current registered holder(s):Carla Jayne Hrdlicka
Registered holder(s) once transfers are registered:
Carla Jayne Hrdlicka for
Performance Rights issued.
Unknown in respect of Ordinary
Shares disposed.
Summary of acquisition or disposal of specified derivatives relevant interest (if applicable)
Type of affected derivative:
N/A
Class of underlying financial products:
N/A
Details of affected derivative-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative(if any):
The price specified in the terms of the derivative (if any):
Any other details needed to understand how the amount of the consideration payable
under the derivative or the value of the derivative is affected by the value of the
underlying financial products:
For that derivative,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:

Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates:
2
Details of transactions requiring disclosure-
Date of transaction:
(1) 19/11/2019
(2) 25/11/2019
Nature of transaction:
(1) Grant of Performance Rights
under the Company's Long Term
Incentive Plan
(2) On-market sale (ASX) of Ordinary
Shares
Name of any other party or parties to the transaction (if known):
N/A
The consideration, expressed in New Zealand dollars, paid or recieved for the
acquisition or disposal. If the consideration was not in cash and cannot be readily by
converted into a cash value, describe the consideration:
(1) Performance Rights are issued
for nil consideration.
(2) 146,684 Ordinary Shares sold on
ASX on 25/11/2019 for A$14.0374
per Ordinary Share (NZ$14.8502
equivalent, using the RBA published
exchange rate for 25/11/2019).
Number of financial products to which the transaction related:
(1) 164,312 Performance Rights.
(2) 146,684 Ordinary Shares.
If the issuer has a financial products trading policy that prohibits directors or senior
managers from trading during any period without written clearance (a closed period)
include the following details—
Whether relevant interests were aquired or disposed of during a closed period:
No
Whether prior written clearance was provided to allow the aquisition or disposal to
proceed during the closed period:
N/A
Date of the prior written clearance (if any):N/A
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
N/A
Nature of relevant interest:
For that relevant interest,-
Number held in class:
Current registered holder(s):
For a derivative relevant interest,-
Type of derivative:
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative (if any):
The price's specified terms (if any):
Any other details needed to understand how the amount of the consideration payable
under the derivative or the value of the derivative is affected by the value of the
underlying financial products:
For that derivative relevant interest,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:
Cerification
I, certify that, to the best of my knowledge and belief, the information contained in this
disclsoure is correct and that I am duly authorised to make this disclosure by all
persons for whom it is made.
Signature of director or officer:
Date of signature:26/11/2019
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person:

---

Appendix 3Y
Change of Director’s Interest Notice



+ See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1
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 The a2 Milk Company Limited (Company)
ABN 97 769 415 292
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 Carla Jayne Hrdlicka
Date of last notice 26 August 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 Direct
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
N/A
Date of change 19/11/2019 & 25/11/2019
No. of securities held prior to change
(1) 245,787 performance rights representing an
entitlement to acquire fully paid ordinary
shares in the Company (Performance
Rights).
(2) 242,022 fully paid ordinary share
(Ordinary Shares).
Class
(1) Performance Rights
(2) Ordinary Shares
Number acquired
164,312 Performance Rights acquired on
19/11/2019
Number disposed
146,684 Ordinary Shares sold on-market (ASX)
on 25/11/2019
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
(1) Performance Rights are issued for nil
consideration.
(2) Ordinary Shares sold on-market (ASX) at
$14.0374 per share.
No. of securities held after change
(1) 410,009 Performance Rights.
(2) 95,338 Ordinary Shares.
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue
of securities under dividend reinvestment plan, participation in buy-
back
(1) Issue of Performance Rights to Managing
Director & CEO under the Company’s
Long Term Incentive Plan.
(2) On-market sale (ASX) of ordinary shares.

Appendix 3Y
Change of Director’s Interest Notice



+ See chapter 19 for defined terms.

Appendix 3Y Page 2 01/01/2011
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
N/A
Nature of interest
N/A
Name of registered holder
(if issued securities)
N/A
Date of change
N/A
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
N/A
Interest acquired
N/A
Interest disposed
N/A
Value/Consideration
Note: If consideration is non-cash, provide details and
an estimated valuation
N/A
Interest after change
N/A
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?
N/A
If prior written clearance was provided, on what date was
this provided?
N/A