Form 51-102F3

Material Change Report

1. Name and Address of Company:

Absolute Software Corporation (" Absolute ") 1055 Dunsmuir Street Suite 1400 Vancouver, BC V7X 1K8 Canada

2. Date of Material Change:

January 16, 2018

3. News Release:

Absolute issued a press release on January 16, 2018 in Toronto, Ontario, Canada that was disseminated by Canada Newswire.

4. Summary of Material Change:

On January 16, 2018, Absolute appointed Steve Munford as its interim Chief Executive Officer to replace Absolute’s former Chief Executive Officer, Geoff Haydon, who resigned on January 15, 2018.

5. Full Description of Material Change:

5.1 Full Description of Material Change

On January 16, 2018, Absolute announced the appointment of Steve Munford as its interim Chief Executive Officer. Absolute’s Chief Executive Officer, Geoff Haydon, resigned on January 15, 2018 as both Chief Executive Officer and as a member of the Board of Directors.

Mr. Munford served as Sophos’ Chief Executive Officer from 2006 to 2012. He currently serves as a nonexecutive director at Sophos and chairman of Carbonite, as well as a number of other companies. Mr. Munford has a bachelor’s degree in economics from the University of Western Ontario and has an MBA from Queen’s University, Ontario.

5.2 Disclosure for Restructuring Transactions

Not applicable.

6. Reliance on Subsection 7.1(2) of National Instrument 51-102:

Not applicable.

7. Omitted Information:

Not applicable.

8. Executive Officer:

The name and business telephone number of an executive officer of Absolute who is knowledgeable about the material change and this material change report is:

Errol Olsen Chief Financial Officer Absolute Software Corporation 604-730-9851

9. Date of Report:

January 16, 2018