Downer EDI Limited/Announcement
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Change in substantial shareholding

Insider/Shareholder Notice16 September 2025DOWIndustrials

To Company Name/ SchemeDowner EDI Limited
ACN/ ARSN003 872 848

1. Details of substantial holder (1)

NameL1 Capital Pty Ltd and L1 Capital Strategic Equity Management Pty Ltd

ACN/ ARSN (if applicable)L1 Capital Pty Ltd (125 378 145) and L1 Capital Strategic Equity Management Pty Ltd (648 751 928)

The holder ceased to be a substantial holder on

The previous notice was given to the company on

The previous notice was dated

2. Changes in relevant interests

3. Changes in association

4. Addresses

The addresses of persons named in this form are as follows:

Signature

Print nameCapacity

Sign hereDate


20/08/2025

Form 605

Corporations Act 2001

Section 671B

Notice of ceasing to be a substantial holder

12/09/2025

20/08/2025

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the

substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of

changePerson whose relevant interest changed

NameAddress

The persons who have become associates (3) of, ceased to be associates of, or have changed the nature of their association (7) with, the substantial holder in relation to voting

interests in the company or scheme are as follows:

Name and ACN/ ARSN (if applicable)Nature of association

N/A

Nature of change (6)

Consideration given in

relation to change (7)

Class and number of

securities affectedPerson's votes affected

L1 Capital Pty LtdLevel 45, 101 Collins Street, Melbourne, VIC, 3000

Jane StewartHead of Legal and Compliance

16/09/2025

L1 Capital Strategic Equity Management Pty LtdLevel 45, 101 Collins Street, Melbourne, VIC, 3000

See Annexure A

(1)
(2)See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

(3)See the definition of "associate" in section 9 of the Corporations Act 2001.

(4)Include details of:

(a)

(b)

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

(5)

(8)The voting shares of a company constitute one class unless divided into separate classes.

(7)Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.

any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates

(indicating clearly the particular securities to which the qualification applies).

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition.

Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the

acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

DIRECTIONS

If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an

annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names

and addresses of members is clearly set out in paragraph 4 of the form.

any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any

relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying

this contract, scheme or arrangement; and

Annexure A
L1 Capital Pty Ltd (ACN 125 378 145) and L1 Capital Strategic Equity Management Pty Ltd (ACN 648 751 928) ceasing in substantial holding in Downer EDI Limited.

This is Annexure "A" of 1 page referred to in the Form 605 (Notice of ceasing to be a Substantial Holder)

Print NameJane StewartCapacityHead of Legal and Compliance

Sign HereDate

16/09/2025

Changes in relevant interests

Date of changePerson whose relevant interest changedNature of change (6)Consideration given in relation to change (7)

Person's votes

affected

22/08/2025

L1 Strategic Equity Management Pty Ltd On-Market Purchase

8,712.58$ 1,187

FPO

1,187

27/08/2025

L1 Capital Pty Ltd On-Market Sale

2,252,226.05$ 309,552

FPO

309,552

27/08/2025

L1 Strategic Equity Management Pty Ltd On-Market Purchase

7,738.90$ 1,062

FPO

1,062

29/08/2025

L1 Capital Pty Ltd On-Market Sale

1,733,288.27$ 240,448

FPO

240,448

29/08/2025

L1 Strategic Equity Management Pty Ltd On-Market Sale

94,792.53$ 13,111

FPO

13,111

11/09/2025

L1 Capital Pty Ltd On-Market Sale

2,021,944.10$ 283,261

FPO

283,261

11/09/2025

L1 Strategic Equity Management Pty Ltd On-Market Sale

643,949.02$ 90,213

FPO

90,213

12/09/2025

L1 Capital Pty Ltd On-Market Sale

37,977,817.30$ 5,249,180

FPO

5,249,180

12/09/2025

L1 Strategic Equity Management Pty Ltd On-Market Sale

1,923,157.06$ 265,813

FPO

265,813

Class and number of securities affected

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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