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4DS MEMORY LIMITED Major Shareholding Notification 2023

Sep 7, 2023

64258_rns_2023-09-07_e86bbd58-de01-4ac6-a4c7-019f5545e99d.pdf

Major Shareholding Notification

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Kelland Munro DocuSign Envelope ID: 2455B16F-4224-4E16-AFC5-BDA896B04242 MacCulloch

603 Page 1 of 4 05 September 2023

Form 603

Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme 4DS Memory Limited ACN/ARSN ACN 145 590 110

1. Details of substantial holder (1)

Name Kelland Munro MacCulloch

ACN/ARSN (if applicable)

The holder became a substantial holder on 6 / 02 / 2023

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4) Number of securities Person's votes (5) Voting power (6)
Ordinary 93,296,985 93,296,985 5.46%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

Holder of relevant interest Nature of relevant interest (7) Class and number of
securities
Kelland Munro MacCulloch Relevant interest arising under section
608(1)(a) of the Corporations Act 2001
(Cth), being a relevant interest arising
as a result of being the holder of the
securities.
Ordinary 21,063,494
KEL MACCULLOCH LIFETIME
SUPER FUND CT PTY LTD MACCULLOCH LTE SF A/C>
Relevant interest arising under section
608(1)(b) of the Corporations Act 2001
(Cth), who has power to exercise, or
control the exercise of, a right to vote
attached to the securities as is the case
as a result ofKelland Munro
MacCullochbeing the sole owner of
KEL MACCULLOCH LIFETIME SUPER
FUND CT PTY LTD MACCULLOCH LTE SF A/C>.
Ordinary 3,119,000

DocuSign Envelope ID: 2455B16F-4224-4E16-AFC5-BDA896B04242

603 Page 2 of 4 05 September 2023

KZ 3 Pty Ltd Relevant interest arising under section
608(1)(b) of the Corporations Act 2001
(Cth), who has power to exercise, or
control the exercise of, a right to vote
attached to the securities as is the case
as a result ofKelland Munro
MacCullochbeing the soledirector of
KZ 3 Pty Ltd.
Ordinary 60,265,637
KZ 6 Pty Ltd Relevant interest arising under section
608(1)(b) of the Corporations Act 2001
(Cth), who has power to exercise, or
control the exercise of, a right to vote
attached to the securities as is the case
as a result ofKelland Munro
MacCullochbeing the soledirector of
KZ 6 Pty Ltd.
Ordinary 8,848,854

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder
(8)
Class and number of
securities
Kelland Munro
MacCulloch
Kelland Munro
MacCulloch
Kelland Munro
MacCulloch
Ordinary 21,063,494
Kelland Munro
MacCulloch
KEL MACCULLOCH
LIFETIME SUPER
FUND CT PTY LTD
LTE SF A/C>
KEL MACCULLOCH
LIFETIME SUPER
FUND CT PTY LTD
LTE SF A/C>
Ordinary 3,119,000
Kelland Munro
MacCulloch
KZ 3 Pty Ltd KZ 3 Pty Ltd Ordinary 60,265,637
Kelland Munro
MacCulloch
KZ 6 Pty Ltd KZ 6 Pty Ltd Ordinary 8,848,854

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

Holder of relevant
interest
Date of acquisition Consideration (9) Class and number of
securities
Cash Non-cash
KZ 3 Pty Ltd 6/2/2023 198,261.69 Ordinary 5,714,285

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if Nature of association applicable) Kelland Munro MacCulloch has control and a beneficial interest as the sole KZ 6 PTY LTD 650 490 476 shareholder, director and company secretary.

DocuSign Envelope ID: 2455B16F-4224-4E16-AFC5-BDA896B04242

603 Page 3 of 4 05 September 2023

KZ 3 PTY LTD 604 053 081 Kelland Munro MacCulloch has control and a beneficial interest as the sole
shareholder, director and company secretary.
KEL MACCULLOCH
LIFETIME SUPER FUND CT
PTY LTD MACCULLOCH LTE SF A/C>
ABN 25 736 584 108
Trustee of of which Kelland Munro
MacCulloch has control and a beneficial interest as the sole shareholder,
director and company secretary.

7. Addresses

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

Name Address
Kelland Munro MacCulloch 2/133 Alexandra Avenue, South Yarra, 3141, Victoria

Signature

print name Kelland Munro MacCulloch capacity Director sign here date 8/9/2023 / /

DIRECTIONS

  • (1) 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 7 of the form.

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

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

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

  • (5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

  • (6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (7) Include details of:

  • (a) any relevant agreement or other circumstances by which the relevant interest was acquired. 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

  • (b) 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).

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

DocuSign Envelope ID: 2455B16F-4224-4E16-AFC5-BDA896B04242

603 Page 4 of 4 05 September 2023

  • (8) If the substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write "unknown".

  • (9) 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.