ATHENA RESOURCES LIMITED — Director's Dealing 2023

May 31, 2023

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity	ATHENA RESOURCES LIMITED
ACN	113 758 900

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Peter John Newcomb
Date of last notice	11 May 2023

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Direct and Indirect
Nature of indirect interest	Stonydeep Investments	Pty Ltd of which
(including registered holder)	Mr Newcomb is a	shareholder and
Note: Provide details of the circumstances giving rise to the relevantinterest.	director.
Date of change	29 May 2023
No. of securities held prior to change	Nil
Class	Ordinary Shares AHN
Number acquired	Ordinary Shares AHN	2,375,000
	Listed Options AHNO	NIL
Number disposed	Nil
Value/Consideration	Ordinary Shares AHN	$8,312.50
Note: If consideration is non-cash, provide details and estimatedvaluation	Listed Options AHNO	$ NIL
No. of securities held after change	Ordinary Shares AHN	54,000,00
	Listed Options AHNO	16,466,670

• See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change On market purchase Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buyback

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade to proceed during this period? If prior written clearance was provided, on what date was this provided?

• See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011