Announcement PDF Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Announcement Summary Entity name AUSTRALIAN RARE EARTHS LIMITED Date of this announcement Monday March 18, 2024 The +securities the subject of this notification are: +Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX Total number of +securities to be issued/transferred ASX +security code New class - code to be confirmed Security description Total number of +securities to be issued/transferred Issue date 2,623,083 18/03/2024 Performance Rights FY24 - Long term Refer to next page for full details of the announcement Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 1/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Part 1 - Entity and announcement details 1.1 Name of entity AUSTRALIAN RARE EARTHS LIMITED We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities. 1.2 Registered number type Registration number ACN 632645302 1.3 ASX issuer code AR3 1.4 The announcement is New announcement 1.5 Date of this announcement 18/3/2024 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 2/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Part 2 - Issue details 2.1 The +securities the subject of this notification are: +Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX 2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which: does not have an existing ASX security code ("new class") Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 3/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Part 3C - number and type of +securities the subject of this notification (new class) ASX +security code +Security description New class - code to be confirmed Performance Rights FY24 - Long term +Security type ISIN code Other Date the +securities the subject of this notification were issued 18/3/2024 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes Provide details of the KMP or +associates being issued +securities. Name of KMP Name of registered holder Number of +securities Travis Beinke Charwe Pty Ltd ATF <T & V Beinke Family A/C> 1,265,967 Noel Whitcher N&S Management Consulting Pty Ltd ATF <Noesar Family A/C> 570,529 Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://investorhub.ar3.com.au/announcements/6250605 Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://investorhub.ar3.com.au/announcements/4420149 Any other information the entity wishes to provide about the +securities the subject of this notification The performance measurement period for the LTI Performance Rights begins on 1 July 2023 and ends on the measurement date of 30 June 2026. If the Performance Rights vest and are exercised, each participant will be issued one fully paid ordinary share in the Company for each Performance Right. Where the Performance Hurdles are met (as determined by the Board), Performance Rights will vest in three equal tranches as follows: 1 July 2026, 1 July 2027 & 1 July 2028. The employee must be a current AR3 Group employee as at the vesting date of each tranche in order to receive the vested options. Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 4/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Issue details Number of +securities 2,623,083 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 5/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 6/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Part 4 - +Securities on issue Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise: The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing. 4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX) ASX +security code and description Total number of +securities on issue AR3 : ORDINARY FULLY PAID 154,165,962 4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX) ASX +security code and description Total number of +securities on issue AR3AM : OPTION EXPIRING 02-DEC-2025 EX $0.50 1,750,000 AR3AN : OPTION EXPIRING 02-DEC-2026 EX $0.50 1,550,000 AR3AO : OPTION EXPIRING 28-FEB-2026 EX $0.47 500,000 AR3AR : OPTION EXPIRING 26-NOV-2027 EX $0.435 1,808,333 AR3AS : OPTION EXPIRING 26-NOV-2026 EX $0.37 1,500,000 AR3AT : OPTION EXPIRING 26-NOV-2026 EX $0.50 1,500,000 AR3AL : OPTION EXPIRING 04-JUL-2025 EX $0.5743 500,000 AR3AU : OPTION EXPIRING 20-DEC-2026 EX $0.4739 1,500,000 AR3AE : OPTION EXPIRING 01-DEC-2024 EX $1.44 1,600,000 AR3AJ : OPTION EXPIRING 09-MAY-2025 EX $1.02 1,000,000 AR3AC : OPTION EXPIRING 29-JUN-2024 EX $0.45 6,597,200 AR3AD : OPTION EXPIRING 25-JAN-2025 EX $0.30 6,000,000 AR3AF : OPTION EXPIRING 29-JUL-2025 EX $0.60 2,000,000 AR3AP : OPTION EXPIRING 09-MAY-2025 EX $0.57 8,163,147 New class - code to be confirmed : Performance Rights FY24 - Long term 2,623,083 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 7/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 8/9 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities Part 5 - Other Listing Rule requirements 5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? Yes 5.1a Select the number of the applicable exception in Listing Rule 7.2 13 Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities 9/9