ATHENA RESOURCES LIMITED — Share Issue/Capital Change 2025

Feb 3, 2025

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Announcement Summary

Entity name

ATHENA RESOURCES LIMITED

Date of this announcement

Tuesday February 04, 2025

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

Total number of ASX +security +securities to be code Security description issued/transferred Issue date New class - code Performance Rights 50,000,000 04/02/2025 to be confirmed

Refer to next page for full details of the announcement

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Part 1 - Entity and announcement details

1.1 Name of entity

ATHENA RESOURCES 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 113758900

1.3 ASX issuer code

AHN

1.4 The announcement is

New announcement

1.5 Date of this announcement

4/2/2025

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

Other

Please specify

Performance Rights

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")

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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Part 3C - number and type of +securities the subject of this notification (new class)

New +securities

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ASX +security code +Security description
New class - code to be confirmed Performance Rights
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ASX +security code New class - code to be confirmed	+Security description Performance Rights
+Security type	ISIN code
Other
Date the +securities the subject of this	notification were issued
4/2/2025
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://announcements.asx.com.au/asxpdf/20250204/pdf/06f4swqv8jc5nv.pdf Any other information the entity wishes to provide about the +securities the subject of this notification

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

Performance Rights issued to incoming Managing Director and Chief Executive Officer as part of an Executive Service Agreement announced on 4 February 2025. Issued on same day as aggreement announced.

Issue details

Number of +securities

50,000,000

Were the +securities issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

Issued to incoming Managing Director and Chief Executive Officer as part of an Executive Service Agreement announced on 4 February 2025, subject to vesting conditions.

Purpose of the issue

Other

Additional Details

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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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)

	Total number of
ASX +security code and description	+securities on issue
AHN : ORDINARY FULLY PAID	2,003,201,428
AHNO : OPTION EXPIRING 20-OCT-2025	582,656,853

4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)

	Total number of
ASX +security code and description	+securities on issue
AHNAN : CONVERTIBLE NOTES	47
AHNAK : OPTION EXPIRING 16-FEB-2026 EX $0.02	75,000,000
New class - code to be confirmed : Performance Rights	50,000,000

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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities

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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? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? 50000000

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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