Change of Director’s Interest Notice – David Hearn

NZX Code: ATM
ASX Code: A2M

The a2 Milk Company Limited
www.thea2milkcompany.com
29 April 2020
NZX/ASX Market Release

Change of Directors Interest Notice – David Hearn

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, Mr David Hearn.
Both of these disclosures relate to:
• the exercise of all of Mr Hearn’s remaining 3,100,000 unlisted options to subscribe for Ordinary
Shares in the Company granted to Mr Hearn on 30 March 2015 (Options); and
• the subsequent on market sale of a proportion of the Ordinary Shares received on exercise of
those Options.
The terms of the Options are such that in order to avoid them lapsing, all of the Options needed to be
exercised before 30 June 2020. The board was not able to exercise discretion to extend the expiry date
beyond that date.
As Mr Hearn is a UK tax resident, significant tax liabilities arise on the exercise of Options (rather than on
vesting of the Options or sale of the Ordinary Shares). Under the terms of the Options Mr Hearn is liable
not only for his personal tax charges but also for the associated tax liabilities that arise for the company. As
a result, Mr Hearn’s total tax liability is well in excess of 50%. Those tax liabilities are required to be
remitted to HM Revenue & Customs within a short period of time following the exercise of the Options.
The on-market sale of shares detailed in the attached disclosure notices was necessary for Mr Hearn to be
able to meet those tax liabilities together with the associated transaction costs.
Mr Hearn continues to hold 1,305,000 ordinary shares in the Company.
Mr Hearn has indicated to the Company that were it not for the specific terms of the Options and the UK
tax compliance issues, he would not have exercised these Options nor sold any shares at this time.
By order of the Board of Directors
Jaron McVicar
General Counsel and Company Secretary
The a2 Milk Company Limited

For further information, please contact:
Investors / Analysts
David Akers
Head of Investor Relations
M +61 412 944 577
david.akers@a2milk.com
Media (other than NZ media)
Rick Willis
M +61 411 839 344
rick@networkfour.com.au

New Zealand Media
Barry Akers
Senescall Akers Limited
M: +64 (0)21 571 234
aker@senescallakers.co.nz

Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant Interests
Sections 297(2) and 298(2), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer:
The a2 Milk Company Limited ("ATM")
Date this disclosure made:
29/04/2020
Date of last disclosure:
26/11/2019
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) 3,100,000 Options
(2) 100,000 Ordinary Shares
Number held in class after acquisition or disposal:
1,305,000 Ordinary Shares
Current registered holder(s):
(1) Lovat Partners Limited
(2) David Lovat Gordon Hearn
Registered holder(s) once transfers are registered:
David Lovat Gordon Hearn
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):
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 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: 3
Details of transactions requiring disclosure-
Date of transaction:
(1) 24/04/2020
(2) 24/04/2020
(3) 28/04/2020
Nature of transaction:
(1) Issue of Ordinary Shares following
exercise of 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) using broker facilities.
(3) On market sale of Ordinary Shares
(NZX) using broker facilities.
Name of any other party or parties to the transaction (if known):
Unknown
The consideration, expressed in New Zealand dollars, paid or received 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) 3,100,000 Options exercised at
NZD0.63 per Option
(2) 280,857 Ordinary Shares sold on-
market (NZX) at NZD19.78 per share
(3) 1,614,143 Ordinary Shares sold on-
market (NZX) at NZD19.59 per share
Number of financial products to which the transaction related:
(1) 3,100,000 Options
(2) 280,857 Ordinary Shares
(3) 1,614,143 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 acquired or disposed of during a closed period:No
Whether prior written clearance was provided to allow the acquisition 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:

Certification
I, certify that, to the best of my knowledge and belief, the information contained in this
disclosure 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:
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person:
29 April 2020

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 (the 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
26 November 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
1. 24 April 2020
2. 24 April 2020
3. 28 April 2020
No. of securities held prior to change
1. 100,000 Ordinary Shares
2. 3, 100,000 Options
Class
1. Ordinary Shares
2. Options
Number acquired
3, 100,000 Ordinary Shares acquired upon
exercise of 3,100,000 Options.
Number disposed
1,895,000 Ordinary Shares sold on-market
(NZX) using broker facilities.

Appendix 3Y
Change of Director’s Interest Notice



+ See chapter 19 for defined terms.

Appendix 3Y Page 2 01/01/2011
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
1. 3,100,000 Options exercised at NZD0.63
per Option.
2. 280,857 Ordinary Shares sold on-
market (NZX) at NZD19.78 per share.
3. 1,614,143 Ordinary Shares sold on-
market (NZX) at NZD19.59 per share.
No. of securities held after change
1,305,000 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. Exercise of Options to subscribe for
Ordinary Shares.
2. On-market sale (NZX) of Ordinary
Shares.
3. On-market sale (NZX) of Ordinary
Shares.

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