MEMPHASYS LIMITED. — Capital/Financing Update 2025

Dec 29, 2025

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ASX Release

30 December 2025

Section 708A Cleansing Statement

This notice is given by Memphasys Limited ACN 120 047 556 ( Company ) under Section 708A(5)(e) of the Corporations Act 2001 (Cth) (Corporations Act).

The Company hereby confirms that:

• (a) the Company issued on 19 December 2025 a total of 13,253,620 fully paid ordinary shares ( Shares ) with 6,666,667 Shares issued at an issue price of $0.003 per share, in relation to Tranche 2 Placement participation by Mr Marjan Mikel (a Director of the Company), as approved by shareholders at the Annual General Meeting (AGM) held on 20 November 2025, pursuant to Resolution 9, 5,848,840 Shares issued at a deemed issue price of $0.003 per share in lieu of a cash payment for Director’s fees for Lindley Edwards, as approved by shareholders at the AGM held on 20 November 2025, pursuant to Resolution 17, and 738,113 Shares issued at a deemed issue price of $0.003 per share in lieu of a cash payment for Director’s fees for a former director, Michael Atkins, as approved by shareholders at the AGM held on 20 November 2025, pursuant to Resolution 19.

• (b) the Shares were issued without disclosure to investors under Part 6D.2 of the Corporations Act;

• (c) the Company is providing this notice under paragraph 5(e) of section 708A of the Corporations Act;

• (d) as at the date of this notice the Company, as a disclosing entity under the Corporations Act, has complied with:

  • (i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • (ii) sections 674 and 674A of the Corporations Act; and

• (e) as at the date of this notice, there is no excluded information of the type referred to in Sections 708A(7) and 708A(8) of the Corporations Act.

The Appendix 2A’s relating to the issue of Shares were lodged on 19 December 2025.

For and on behalf of the Board of Directors and for further information, please contact:

Lindley Edwards Chair Memphasys Limited Tel: +61 2 8415 7300

E info@memphasys.com W memphasys.com ABN 33 120 047 556

Contact Details P +612 8415 7300

Memphasys Limited Level 1, 34-36 Richmond Road Homebush West, NSW 2140

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About Memphasys

Memphasys Limited (ASX: MEM) is an Australian-based reproductive biotechnology company commercialising the Felix™ System, a patented bio separation technology that isolates the most viable sperm cells for human assisted reproduction.

By combining electrophoresis and size-exclusion membranes, Felix™ delivers a fast, gentle and standardised sperm selection process that enhances sperm quality and reduces laboratory time. The system replaces traditional centrifugation, which can cause cellular stress and DNA damage, offering clinicians a superior, repeatable alternative.

Memphasys’ commercial strategy focuses on building contracted sales through direct and distribution-led channels, scaling production to improve margins, and establishing Felix™ as a new global standard in sperm preparation for IVF.

Website: www.memphasys.com

The Felix™ System is a registered trademark of Memphasys Limited. All rights reserved.