BRAINCHIP HOLDINGS LTD — Share Issue/Capital Change 2024

May 26, 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

Monday May 27, 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	818,500	27/05/2024

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

27/5/2024

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")

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 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

in an App	in an App	endix 3B
The rigsatisfie				being
	The rigsatisfie	ht of the holder of the options or othed by:	r +convertible securities to receive the +underlying securities is	being
	The unA transf	derlying securities being received byer of existing +securities	the holder are:
	ExistinAlready	+securities converting into an existiquoted by ASX	ng class
	FROM (ASX S	Existing Class)it d d diti
	+BRNAJ	ecury coe an escrpon: PERFORMANCE RIGHTS
	TO (ExiASX +S	sting Class)ecurity code and description
	BRN : O	RDINARY FULLY PAID
	Pleasethat we	state the number of optionsre exercised or otherThe fiexerc	rst date the options wereised or other +convertibleThe last date the options wereexercised or other +convertible
	+conveconvert	rtible securities that wereed secur	ities were converted securities were converted
	443,812	27/5/	02427/5/2024
	Is this a	ll of the options or other +convertibl	e securities on issue of that type?
	Were th No	e options being exercised or other +	convertible securities being converted issued under an +employ	ee
	incentiv Yes	e scheme?
	Are anyperson	of the options being exercised or otnel (KMP) or an +associate?	her +convertible securities being converted held by +key manage	ment
	ProvideYes	details of the KMP or +associates w	ho are exercising options or converting +convertible securities.
	Name	of KMPNam	e of registered holderNumber of +securities
	Geoffrey CarrickGeoffrey Carrick187,344Pia TurcinovPia Turcinov256,468
	Pia Turcinov

Date the +securities the subject of this notification were issued/transferred 27/5/2024

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

No.

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

Issue details

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Number of +securities

443,812

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 o	ptions were The last date the options were
	that were exercised or other+convertible securities that wereexercised or othersecurities were co	+convertiblenvertedexercised or other +convertiblesecurities were converted
	converted374,68827/5/202427/5/2024

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

incentive scheme?	incentive scheme?
Are an of the otions bein exercised or other convertiYes		ble securities bein converted held b ke manae
y p g +personnel (KMP) or an +associate?Y		g y +y g
Provide details of the KMP or +associates who are exercies		sing options or converting +convertible securities.
	Provide details of the KMP or +associates who are exerci	sing options or converting +convertible securities.
	Name of KMPName of registere	d holderNumber of +securities
	Antonio J. VianaAntonio J. Viana187,344Duy-Loan LeDuy-Loan Le187,344
	Duy-Loan Le

Date the +securities the subject of this notification were issued/transferred 27/5/2024

Any other information the entity wishes to provide about the +securities the subject of this notification No.

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

Issue details

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Number of +securities

374,688

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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	62,702,215
BRNAN : SERVICE RIGHTS	2,093,022
BRNAM : RESTRICTED STOCK UNITS	104,772,458

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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