BRAINCHIP HOLDINGS LTD — Share Issue/Capital Change 2024

Jun 3, 2024

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

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Announcement Summary

Entity name

BRAINCHIP HOLDINGS LTD

Date of this announcement

Tuesday June 04, 2024

The +securities the subject of this notification are:

Unquoted options that have been exercised or other unquoted +convertible securities that have been converted Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
BRN	ORDINARY FULLY PAID	2,000,000	30/05/2024
BRN	ORDINARY FULLY PAID	2,071,609	04/04/2024

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

BRAINCHIP HOLDINGS LTD

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 151159812

1.3 ASX issuer code

BRN

1.4 The announcement is

New announcement

1.5 Date of this announcement

4/6/2024

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 2 - Issue details

2.1 The +securities the subject of this notification are:

Unquoted options that have been exercised or other unquoted +convertible securities that have been converted

2.2b The +securities being issued, transferred or re-classified as a result of the options being exercised or other +convertible securities being converted are:

securities that have already been quoted on ASX ("existing class")

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

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Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to ASX in an Appendix 3B

The right of the holder of the options or other +convertible securities to receive the +underlying securities is being	The right of the holder of the options or other +convertible securities to receive the +underlying securities is being	The right of the holder of the options or other +convertible securities to receive the +underlying securities is being
satisfied by:
A transfer of existing +securities
The underlying securities being received by the holder are:
Already quoted by ASX
Existing +securities converting into an existing class
FROM (Existing Class)
ASX +Security code and description
BRNAD : OPTION EXPIRING VARIOUS DATES VARIOUS PRICES
TO (Existing Class)
ASX +Security code and description
BRN : ORDINARY FULLY PAID
Please state the number of options	The first date the options were	The last date the options were
that were exercised or other	exercised or other +convertible	exercised or other +convertible
+convertible securities that were	securities were converted	securities were converted
converted	29/5/2024	4/6/2024
2,000,000
Is this all of the options or other +convertible securities on issue of that type?
No
Were the options being exercised or other +convertible securities being converted issued under an +employee
incentive scheme?
Yes
Are any of the options being exercised or other +convertible securities being converted held by +key management
personnel (KMP) or an +associate?
Yes
Provide details of the KMP or +associates who are exercising options or converting +convertible securities.
Name of KMP	Name of registered holder	Number of +securities
Ken Scarince	Ken Scarince	2,000,000
Date the +securities the subject of this notification were issued/transferred
30/5/2024
Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities 2,000,000

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

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The right of the holder of the options or other +convertible securities to receive the +underlying securities is being satisfied by:

A transfer of existing +securities

The underlying securities being received by the holder are: Already quoted by ASX

Existing +securities converting into an existing class FROM (Existing Class) ASX +Security code and description

BRNAM : RESTRICTED STOCK UNITS

TO (Existing Class) ASX +Security code and description

BRN : ORDINARY FULLY PAID

Please state the number of options The first date the options were The last date the options were that were exercised or other exercised or other +convertible exercised or other +convertible +convertible securities that were securities were converted securities were converted converted 4/4/2024 4/6/2024 2,071,609

Is this all of the options or other +convertible securities on issue of that type? No

Were the options being exercised or other +convertible securities being converted issued under an +employee incentive scheme? Yes

Are any of the options being exercised or other +convertible securities being converted held by +key management personnel (KMP) or an +associate? No

Date the +securities the subject of this notification were issued/transferred

4/4/2024

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

2,071,609

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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
BRN : ORDINARY FULLY PAID	1,855,948,017
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
BRNAJ : PERFORMANCE RIGHTS	6,629,228
BRNAD : OPTION EXPIRING VARIOUS DATES VARIOUS PRICES	60,702,215
BRNAN : SERVICE RIGHTS	2,093,022
BRNAM : RESTRICTED STOCK UNITS	102,700,849

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

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

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