AML3D LIMITED — Proxy Solicitation & Information Statement 2024

Nov 24, 2024

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AML3D LIMITED ACN 602 857 983

Notice of Extraordinary General Meeting

Date: 20 December 2024 Time: 11am (Adelaide time) Venue: To be held at: AML3D Limited Unit 4, 136 Mooringe Avenue North Plympton, SA 5037 and online via https://us02web.zoom.us/j/88497586618

with voting to be conducted at

https://meetnow.global/M5GNLXJ.

Legal/89299801_3

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22 November 2024

Dear Shareholder

Extraordinary General Meeting

On behalf of the Board, I am pleased to invite you to attend the 2024 Extraordinary General Meeting ( EGM ) of AML3D Limited to be held at 11:00am (Adelaide Time) on Friday, 20 December 2024.

You will be able to attend the meeting in person at AML3D Limited, Unit 4, 136 Mooringe Avenue, North Plympton, SA 5037 . We are also offering Shareholders the ability to attend the EGM virtually on the online platform at https://us02web.zoom.us/j/88497586618 with voting to be conducted at https://meetnow.global/M5GNLXJ.

As announced on 22 November 2024, AML3D Limited has received firm commitments for a placement of Shares to sophisticated and professional investors in two tranches, 94,161,258 Shares in tranche 1 utilising the Company's available capacity under Listing Rules 7.1 and 7.1A, with the second tranche of up to 63,733,480 Shares subject to Shareholder approval under Listing Rule 7.1. The purpose of this EGM is to refresh the Company's placement capacity and obtain the approval of Shareholders for the issue of Shares under the second tranche of the placement.

A poll will be conducted for each of the resolutions. The Directors encourage all Shareholders to lodge proxy forms prior to the EGM so that your vote can still be counted if the physical meeting arrangements change or there is a technical difficulty. Shareholders and proxyholders will also be able to vote at the EGM in person.

Shareholders will be able to participate in the EGM via the online platform. Further information on how to do this is set out in the Notice of EGM and the online meeting user guide at www.computershare.com.au/onlinevotingguide. and attached to this Notice of EGM. Shareholders will be able to hear and view the EGM on their own computer or device, vote on Resolutions and ask questions.

Shareholders and proxyholders present in person will be able to ask questions during the EGM. Shareholders are also encouraged to direct questions to the Chairman via the Company Secretary by email so that they are received not later than two days prior to the meeting. Please email investor@aml3d.com and use the email subject “EGM Chairman Questions”.

The Notice of EGM, including Explanatory Memorandum and Notes, is attached. Also enclosed is a Proxy Form.

Your vote as a shareholder is important. If you are unable to attend the Meeting to vote in person, I encourage you to appoint a proxy to act on your behalf, by following the instructions on the Proxy Form and on page 10 of the Notice of Meeting. To be valid, your Proxy Form must be received by 11:00am Adelaide time on Wednesday, 18 December 2024.

We look forward to seeing you at the EGM.

Notice of 2024 Extraordinary General Meeting ASX:AL3 AML3D Limited Legal/89299801_3

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Yours faithfully

AML3D LIMITED

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Noel Cornish AM Chairman

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Notice of Extraordinary General Meeting

Notice is hereby given that the Extraordinary General Meeting of Shareholders of AML3D Limited ( Company ) will be held on Friday 20 December 2024 at 11:00am (Adelaide time) at AML3D Limited, Unit 4, 136 Mooringe Avenue, North Plympton, SA 5037 and online via https://us02web.zoom.us/j/88497586618 with voting to be conducted at https://meetnow.global/M5GNLXJ.

The Explanatory Memorandum which accompanies and forms part of this Notice of EGM describes the matters to be considered at the EGM.

Defined terms used in this Notice of EGM have the meanings given to them in the Glossary accompanying this Notice of EGM.

ORDINARY BUSINESS

1. Ratification of Prior Issue of Placement Shares under Listing Rule 7.1

To consider, and if thought fit, pass the following resolution as an ordinary resolution:

“That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the prior issue of 56,251,355 Shares on the terms and conditions set out in the Explanatory Memorandum.”

2. Ratification of Prior Issue of Placement Shares under Listing Rule 7.1A

Voting Exclusion Statement

Voting exclusions apply for Resolutions 1, 2 and 3. Details are provided in the Explanatory Memorandum.

The following Explanatory Memorandum and Notes form part of this Notice of Meeting.

By order of the Board

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Kaitlin Smith Company Secretary AML3D Limited

22 November 2024

To consider, and if thought fit, pass the following resolution as an ordinary resolution:

“That, for the purposes of ASX Listing Rule 7.4 and for all other purposes, Shareholders ratify the prior issue of 37,909,903 Shares on the terms and conditions set out in the Explanatory Memorandum.”

3. Approval to issue Placement Shares

To consider and, if thought fit, to pass, with or without amendment, the following Resolution as an ordinary resolution:

“That, for the purposes of Listing Rule 7.1 and for all other purposes, approval is given for the Company to issue up to 63,733,480 Shares (comprising the Tranche 2 Placement Shares) on the terms and conditions set out in the Explanatory Memorandum.”

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EXPLANTORY MEMORANDUM

This Explanatory Memorandum has been prepared for the information of the Shareholders of AML3D Limited ( Company ) in connection with the business to be conducted at the Extraordinary General Meeting ( EGM ) of Shareholders to be held on 20 December 2024.

*CAPITAL RAISING*

Background

The Company announced on 22 November 2024 a capital raising via a two-tranche placement to sophisticated and professional investors ( Placement ) to raise A$30,000,000 comprising:

• (a) Tranche 1 – the issue of 94,161,258 Shares ( Tranche 1 Placement Shares ) at an issue price of A$0.19 per Share to raise up to A$17.9 million (before costs). The Tranche 1 Placement Shares will be issued on 28 November 2024 utilising the Company’s existing placement capacity under ASX Listing Rules 7.1 and 7.1A. Ratification for the issue of the Tranche 1 Placement Shares to the Placement Participants is sought pursuant to Resolutions 1 and 2; and

• (a) Tranche 2 - the issue of up to 63,733,480 Shares ( Tranche 2 Placement Shares ) at an issue price of A$0.19 per Share to raise up to A$12.1 million (before costs) subject to Shareholder approval and the subject of Resolution 3.

Use of funds

The purpose of the Placement to raise up to A$30,000,000 (before costs) is for US Expansion, UK and European market opportunities, ongoing Research & Development and additional Working Capital.

Joint Lead Managers

Shaw & Partners and Bell Potter (together, the Joint Lead Managers ) have been appointed as the lead manager pursuant to a lead manager mandate ( Lead Manager Mandate ).

Under the terms of the Lead Manager Mandate, the Company will pay the Joint Lead Managers a capital raising fee of up to 6% of total funds raised under the Placement (plus GST) to be split 50/50 between the Joint Lead Managers.

Within 14 days of completion of the Placement, the Company will issue the Joint Lead Managers with unlisted options ( Advisor Options ) equal to 3% of the total number of Shares in the Company following completion of the Placement.

In the event the Company does not have the requisite placement capacity to issue the Advisor Options under ASX Listing Rule 7.1 and does not subsequently receive Shareholder approval to issue

the Advisor Options, the Company agrees it will utilise its capacity under ASX Listing Rule 7.1 to issue the Advisor Options as soon as such capacity is available on the following terms;

• the options will vest immediately on their issue date and be exercisable at any time from their issue date up to and including 30 June 2027;

• each option will give the holder the right to be allotted one Share in the Company;

• each option will be exercisable at $0.30 each; and

• the Advisor Options will be split between the JLMs in the following proportions: Bell Potter: 50% & Shaw and Partners: 50%.

1. RESOLUTIONS 1 AND 2 RATIFICATION OF PRIOR ISSUE OF TRANCHE 1 PLACEMENT SHARES (UNDER LISTING RULE 7.1 and LISTING RULE 7.1A)

General

On 22 November 2024, the Company successfully raised $17.9 million (before costs) through the placement of the Tranche 1 Placement Shares (56,251,355 under Listing Rule 7.1 and 37,909,903 under Listing Rule 7.1A) to sophisticated and professional investors utilising the Company’s available placement capacity under ASX Listing Rule 7.1 and 7.1A.

By issuing those Shares utilising these rules, the Company’s capacity to issue further equity securities without Shareholder approval within those limits was accordingly reduced.

Resolutions 1 and 2 seek the approval of Shareholders to ratify the issue of the Tranche 1 Placement Shares under ASX Listing Rule 7.1 and 7.1A and for the purposes of ASX Listing Rule 7.4.

ASX Listing Rules 7.1, 7.1A and 7.4

Broadly speaking, and subject to a number of exceptions, ASX Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that period.

The issue of the Tranche 1 Placement Shares does not fit within any of the exceptions to ASX Listing Rule 7.1 and, as it has not yet been approved by the Company’s Shareholders, it effectively uses up part of the 15% limit in ASX Listing Rule 7.1, reducing the Company’s capacity to issue further equity securities without Shareholder approval under ASX listing Rule 7.1 for the 12-month period following the Share issue date.

Under Listing Rule 7.1A, an eligible entity can seek approval from its members, by way of a special resolution passed at its annual general meeting, to increase this 15% limit by an extra 10% to 25%.

The Company is an eligible entity and sought and received Shareholder approval to increase its limit to

ASX:AL3 AML3D Limited

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25% at the annual general meeting held on 8 November 2024.

ASX Listing Rule 7.4 allows the shareholders of a listed company to approve an issue of equity securities after it has been made or agreed to be made. If they do, the issue is taken to have been approved under ASX Listing Rule 7.1 and/or 7.1A (as the case may be) and so does not reduce the Company’s capacity to issue further equity securities without shareholder approval under that rule.

The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval under that rule.

To this end, Resolutions 1 and 2 seek Shareholder approval of the issue of the Tranche 1 Placement Shares under Listing Rule 7.1 and 7.1A and for the purposes of Listing Rule 7.4.

If Resolutions 1 and 2 are passed, the Tranche 1 Placement Shares will be excluded in calculating the Company’s combined 25% limit under Listing Rules 7.1 and 7.1A, effectively increasing the number of equity securities the Company can issue without shareholder approval over the 12-month period following the issue of the Tranche 1 Placement Shares. If Resolutions 1 and 2 are not passed, the Tranche 1 Placement Shares will be included in calculating the Company’s combined 25% limit under Listing Rule 7.1 and 7.1A, effectively decreasing the number of equity securities the Company can issue without Shareholder approval over the 12-month period following the issue of the Tranche 1 Placement Shares.

Technical information required by Listing Rule 7.5

Pursuant to and in accordance with ASX Listing Rules 7.5, the following information is provided in relation to the ratification of the issue of the Share Issue.

The Placement was issued to a range of sophisticated and professional investors ( Placement Participants ) to whom a prospectus does not need to be provided under the Corporations Act.

In accordance with paragraph 7.4 of ASX Guidance Note 21, the Company confirms that none of the Placement Participants were related parties of the Company, members of the Company’s Key Management Personnel, substantial holders of the Company or an associate of any of these parties.

Shaw & Partners and Bell Potter acted as Joint Lead Managers to the Placement. The placees were clients of the Joint Lead Managers or existing Shareholders participating through their broker with the agreement of the Joint Lead Managers. The Joint Lead Managers identified investors through a bookbuild process, which involved seeking expressions of interest to participate in the Placement from non-related parties of the Company.

The Tranche 1 Placement Shares comprised the issue of 94,161,258 Shares on the following basis:

• 37,909,903 Shares were issued at $0.19 per share pursuant to Listing Rule 7.1A (ratification of which is sought under Resolution 2);

• The Shares issued under Listing Rule 7.1 (ratification of which is sought under Resolution 1) and 7.1A (ratification of which is sought under Resolution 2) were not issued pursuant to an agreement.

The Tranche 1 Placement Shares were all fully paid ordinary shares in the capital of the Company issued on the same terms and conditions as the Company’s existing Shares. The Tranche 1 Placement Shares will be issued on 28 November 2024.

The proceeds from the issue of the Tranche 1 Placement Shares are intended to be applied to:

• US Expansion

• UK & European market opportunities

• Ongoing Research & Development

• Additional Working Capital

Voting Exclusions

In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of Resolutions 1 and 2 by or on behalf of a person who participated in the issue (namely the Placement Participants) or an associate of that person or those persons.

However, this does not apply to a vote cast in favour of Resolutions 1 and 2 by:

• a person as a proxy or attorney for a person who is entitled to vote on the Resolutions, in accordance with the directions given to the proxy or attorney to vote on the Resolutions in that way; or

• the Chair as proxy or attorney for a person who is entitled to vote on the Resolutions, in accordance with a direction given to the Chair to vote on the Resolutions as the Chair decides; or

• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

• the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolutions; and

• the holder votes on the Resolutions in accordance with directions given by the beneficiary to the holder to vote in that way.

Recommendation

The Board recommends that Shareholders vote IN FAVOUR of ratifying the issue of the Tranche 1 Placement Shares.

The Chairman intends to vote undirected proxies in favour of Resolutions 1 and 2.

• 56,251,355 Shares were issued at $0.19 per share pursuant to Listing Rule 7.1 (ratification of which is sought under Resolution 1);

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4. RESOLUTION 3 APPROVAL TO ISSUE PLACEMENT SHARES

General

As set out in section 1, the Company intends to issue the Tranche 2 Placement Shares comprising 63,733,480 Shares to Placement Participants, subject to Shareholder approval under this Resolution 3.

ASX Listing Rules 7.1 and 7.4

Listing Rule 7.1 limits the amount of equity securities that a listed company can issue without the approval of its shareholders over any 12-month period to 15% of the fully paid ordinary securities it had on issue at the start of that 12-month period.

The proposed issue of the Tranche 2 Placement Shares does not fit within any of the exceptions set out in ASX Listing Rule 7.2. The Company wishes to retain as much flexibility as possible to issue additional equity securities in the future without having to obtain Shareholder approval under Listing Rule 7.1. Accordingly, the Company is seeking Shareholder approval pursuant to Listing Rule 7.1 for the issue of the Tranche 2 Placement Shares so that it does not use up any of its 15% placement capacity under Listing Rule 7.1.

Technical information required by Listing Rule 14.1A

• If Resolution 3 is passed, the Company will be able to proceed with the issue of the Tranche 2 Placement Shares. In addition, the issue of the Tranche 2 Placement Shares will be excluded in calculating the number of equity securities that the Company can issue without Shareholder approval under Listing Rule 7.1.

If Resolution 3 is not passed, the Company will not be able to proceed with the issue of the Tranche 2 Placement Shares, and the Placement Participants may be less incentivised to participate in future capital raises of the Company.

Resolution 3 seeks Shareholder approval for the purposes of Listing Rule 7.1 for the issue of the Tranche 2 Placement Shares

Technical information required by ASX Listing Rule 7.3

Pursuant to and in accordance with Listing Rule 7.3, the following information is provided in relation to Resolution 3:

• (a) the Tranche 2 Placement Shares will be issued to the Placement Participants who are professional and sophisticated investors and clients of the Joint Lead Managers. The recipients were identified through a bookbuild process, which involved the Joint Lead Managers seeking expressions of interest to participate in the Placement from nonrelated parties of the Company;

• (b) the maximum number of Tranche 2 Placement Shares to be issued is 63,733,480;

• (c) the Tranche 2 Placement Shares will be issued no later than 3 months after the date of the EGM (or such later date to the extent permitted by any ASX waiver or modification of the Listing Rules);

• (d) The issue price will be $0.19 per Share; (e) The purpose of the issue of the Tranche 2 Placement Shares is to fund the US Expansion, deploy funds into Research & Development and for working capital requirements;

• (f) the Tranche 2 Placement Shares are not being issued under an agreement; and

• (g) the Tranche 2 Placement Shares are not being issued under, or to fund, a reverse takeover.

Voting Exclusions

In accordance with Listing Rule 14.11, the Company will disregard any votes cast in favour of Resolution 3 by or on behalf of the following persons:

• a person who is expected to participate in, or who will obtain a material benefit as a result of, the proposed issued (except a benefit solely by reason of being a holder of ordinary securities); or

• an associate of those persons.

However, this does not apply to a vote cast in favour of the Resolution by:

• a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or

• the Chair as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or

• a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met:

• the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an associate of a person excluded from voting, on the Resolution; and

the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way.

Recommendation

The Board recommends that Shareholders vote IN FAVOUR of approving the issue of the Tranche 2 Placement Shares.

The Chairman intends to vote undirected proxies in favour of Resolution 3.

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NOTES RELATING TO VOTING

1. ENTITLEMENT TIME

Pursuant to regulation 7.11.37 of the Corporations Regulations 2001 (Cth), the Board has determined that a person’s entitlement to attend and vote at the Extraordinary General Meeting (EGM) will be taken to be the entitlement of that person shown in the Register of Members at 6:30pm Adelaide time on 18 December 2024.

2. VOTING EXCLUSIONS

Please refer to the Explanatory Memorandum for voting exclusion statements.

3. VOTING ENTITLEMENT ON A POLL

On a poll, every shareholder has one vote for every fully paid ordinary share held.

4. APPOINTING A PROXY

All shareholders who are entitled to attend and vote at the meeting have the right to appoint a proxy to attend and vote for them. The proxy does not have to be a shareholder of the Company and can be an individual or a body corporate.

The following information is relevant if you wish to appoint a proxy to vote on your behalf on resolutions at the EGM.

The Chairman of the EGM acting as proxy

You may appoint the Chairman of the EGM as your proxy. In addition, the Chairman of the meeting is deemed to be appointed where a signed proxy form is returned which does not contain the name of the proxy or where the person appointed on the form is absent.

If a shareholder directs the Chairman how to vote on an item of business, the Chairman must vote in accordance with the direction.

For proxies without voting instructions that are exercisable by the Chairman, the Chairman intends to vote all available proxies in favour of all resolutions.

Directing your proxy how to vote

If you wish to indicate how your proxy should vote, please mark the appropriate boxes on the proxy form.

If you do not mark a voting instructions box in respect of a resolution, your proxy can vote as he or she decides, subject to any voting exclusions that apply to the proxy.

Appointing two proxies

A shareholder entitled to attend and vote is entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you wish to appoint a second proxy, you must specify the percentage of votes or number of securities for each proxy otherwise each proxy may exercise half of the votes. To appoint a second proxy, you must follow the instructions on the proxy form. Where more than one proxy is appointed that specify different ways to vote on the resolution, and both attend the meeting, neither proxy is entitled to vote on a show of hands.

Completing the proxy form

A proxy form must be signed by the shareholder or his/her attorney or, in the case of a corporation, be executed in accordance with section 127 of the Corporations Act or signed by an authorised officer or attorney. If the proxy form is signed by an attorney or by the authorised officer of a corporation, the power of attorney or other authority (or a notarially certified copy) must accompany the form unless it has been provided to the Company previously. If the proxy form is sent electronically or by fax, any accompanying power of attorney or other authority must be certified.

Lodgement of proxy forms

Proxy forms must be received by the Company by 11:00am (Adelaide Time) on Wednesday, 18 December 2024. You may lodge your proxy form:

• Online at www.investorvote.com.au

• By fax to: 1800 783 447 (within Australia) or +61 3 9473 2555 (outside Australia)

• By post to: GPO Box 242, Melbourne VIC 3001

For Intermediary Online subscribers only (Custodians) please visit www.intermediaryonline.com to submit your voting intentions.

5. APPOINTING AN ATTORNEY TO VOTE ON YOUR BEHALF

Where a shareholder appoints an attorney to act on his/her behalf at the meeting, such appointment must be made by a duly executed power of attorney. The power of attorney must be received by the Company (at Computershare) by post as set out in section 4 above, by the time referred to in section 4 above.

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6. APPOINTING A CORPORATE REPRESENTATIVE

Where a shareholder or proxy is a corporation and appoints an individual as its representative to attend and vote at the meeting, appropriate evidence of the appointment, including any authority under which the appointment is signed, must be provided, unless it has been provided to the Company (at Computershare) previously.

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Glossary

In this Notice of EGM and Explanatory Memorandum the following terms have the following meaning unless the context otherwise requires:

$ or A$ means Australian dollars.

ASIC means the Australian Securities & Investments Commission.

ASX means ASX Limited (ABN 98 008 624 691) and, where the context permits, the Australian Securities Exchange operated by ASX Limited.

ASX Listing Rules or Listing Rule means the official listing rules of ASX.

Board means the board of Directors.

Chairman or Chair means the person appointed to chair the Extraordinary General Meeting.

Company means AML3D Ltd (ACN 602 857 983).

Constitution means the Company’s constitution.

Corporations Act means Corporations Act 2001 (Cth).

Director means a director of the Company and Directors has a corresponding meaning.

EGM or Extraordinary General Meeting means the extraordinary general meeting of the Company.

Eligible Shareholders means Shareholders:

• (a) who were registered holders of Shares on the Record Date; and

• (b) whose registered address was in Australia or New Zealand;

• (c) are not in the United States and are not “U.S. persons” (as defined under Regulation S under the US Securities Ac as amended) (US Persons) or acting for the account or benefit of US Persons; and

• (d) are eligible under all applicable securities laws to receive an offer under the SPP Offer;

Explanatory Memorandum means the explanatory memorandum to this Notice of EGM.

Joint Lead Managers means Shaw & Partners and Bell Potter.

Notice means the notice of EGM.

Option means an option to acquire a Share, subject to conditions specified by the Board.

Placement means the capital raising by way of a two tranche placement of Shares (comprising the Tranche 1 Placement Shares and the Tranche 2 Placement Shares) to the Placement Participants to raise approximately A$30,000,000.

Placement Participants means sophisticated and professional investors as defined in sections 708(8) and 708(11) of the Corporations Act.

Proxy Form means the proxy form attached to the Notice of EGM.

Resolution means the resolutions set out in the Notice of EGM, or any one of them, as the context requires.

Security means a Share, Option or Performance Right as the context requires.

Share means a fully paid ordinary share in the issued capital of the Company.

Shareholder means a shareholder of the Company.

Tranche 1 Placement Shares means 94,161,258 Shares.

Tranche 2 Placement Shares means 63,733,480 Shares.

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Need assistance?

Phone:

1300 850 505 (within Australia) +61 3 9415 4000 (outside Australia)

Online:

www.investorcentre.com/contact

YOUR VOTE IS IMPORTANT

For your proxy appointment to be effective it must be received by 11:00am (ACDT) on Wednesday, 18 December 2024.

Proxy Form

How to Vote on Items of Business

Lodge your Proxy Form:

All your securities will be voted in accordance with your directions.

Online:

APPOINTMENT OF PROXY

Voting 100% of your holding: Direct your proxy how to vote by marking one of the boxes opposite each item of business. If you do not mark a box your proxy may vote or abstain as they choose (to the extent permitted by law). If you mark more than one box on an item your vote will be invalid on that item.

Voting a portion of your holding: Indicate a portion of your voting rights by inserting the percentage or number of securities you wish to vote in the For, Against or Abstain box or boxes. The sum of the votes cast must not exceed your voting entitlement or 100%.

Appointing a second proxy: You are entitled to appoint up to two proxies to attend the meeting and vote on a poll. If you appoint two proxies you must specify the percentage of votes or number of securities for each proxy, otherwise each proxy may exercise half of the votes. When appointing a second proxy write both names and the percentage of votes or number of securities for each in Step 1 overleaf.

Lodge your vote online at

www.investorvote.com.au using your secure access information or use your mobile device to scan the personalised QR code.

Your secure access information is

Control Number: 184620

SRN/HIN:

For Intermediary Online subscribers (custodians) go to www.intermediaryonline.com

A proxy need not be a securityholder of the Company.

SIGNING INSTRUCTIONS FOR POSTAL FORMS

Individual: Where the holding is in one name, the securityholder must sign.

Joint Holding: Where the holding is in more than one name, all of the securityholders should sign.

Power of Attorney: If you have not already lodged the Power of Attorney with the registry, please attach a certified photocopy of the Power of Attorney to this form when you return it.

Companies: Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person. If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone. Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please sign in the appropriate place to indicate the office held. Delete titles as applicable.

By Mail:

Computershare Investor Services Pty Limited GPO Box 242 Melbourne VIC 3001 Australia

By Fax:

1800 783 447 within Australia or +61 3 9473 2555 outside Australia

PARTICIPATING IN THE MEETING

Corporate Representative

If a representative of a corporate securityholder or proxy is to participate in the meeting you will need to provide the appropriate “Appointment of Corporate Representative”. A form may be obtained from Computershare or online at www.investorcentre.com/au and select "Printable Forms".

PLEASE NOTE: For security reasons it is important that you keep your SRN/HIN confidential.

You may elect to receive meeting-related documents, or request a particular one, in electronic or physical form and may elect not to receive annual reports. To do so, contact Computershare.

314322_0_COSMOS_Sample_Proxy/000001/000001/i

Change of address. If incorrect, mark this box and make the correction in the space to the left. Securityholders sponsored by a broker (reference number commences with ‘ X ’) should advise your broker of any changes.

Proxy Form

Please mark

to indicate your directions

Step 1 Appoint a Proxy to Vote on Your Behalf

I/We being a member/s of AML3D Limited hereby appoint

the Chairman OR of the Meeting

PLEASE NOTE: Leave this box blank if you have selected the Chairman of the Meeting. Do not insert your own name(s).

or failing the individual or body corporate named, or if no individual or body corporate is named, the Chairman of the Meeting, as my/our proxy to act generally at the meeting on my/our behalf and to vote in accordance with the following directions (or if no directions have been given, and to the extent permitted by law, as the proxy sees fit) at the Extraordinary General Meeting of AML3D Limited to be held at AML3D Limited, Unit 4, 136 Mooringe Avenue, North Plympton, SA 5037 and as a virtual meeting on Friday, 20 December 2024 at 11:00am (ACDT) and at any adjournment or postponement of that meeting.

Step 2

Items of Business

PLEASE NOTE: If you mark the Abstain box for an item, you are directing your proxy not to vote on your behalf on a show of hands or a poll and your votes will not be counted in computing the required majority.

For Against Abstain

Resolution 1 Ratification of Prior Issue of Placement Shares under Listing Rule 7.1 Resolution 2 Ratification of Prior Issue of Placement Shares under Listing Rule 7.1A Resolution 3 Approval to issue Placement Shares

The Chairman of the Meeting intends to vote undirected proxies in favour of each item of business. In exceptional circumstances, the Chairman of the Meeting may change his/her voting intention on any resolution, in which case an ASX announcement will be made.

Step 3 Signature of Securityholder(s)

This section must be completed.

Individual or Securityholder 1 Securityholder 2 Securityholder 3 / / Sole Director & Sole Company Secretary Director Director/Company Secretary Date Update your communication details (Optional) By providing your email address, you consent to receive future Notice Mobile Number Email Address of Meeting & Proxy communications electronically

AL3