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MEMPHASYS LIMITED. Director's Dealing 2025

Oct 26, 2025

65314_rns_2025-10-26_20685181-ac93-4d33-a695-96cb7f5598c0.pdf

Director's Dealing

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27 October 2025

ASX Release ASX Code: MEM

Director’s Interest Notices

Memphasys Limited (ASX: MEM) (“Memphasys” or “the Company”) attaches an Appendix 3X (Initial Director’s Interest Notice) for Mr Mathew Watkins in relation to this appointment as a Director on 20 October 2025. The Company also attaches an Appendix 3Z (Final Director’s Interest Notice) for Mr David Ali in relation to his cessation as a Director on 20 October 2025. Both of these notices have been logded within the requisite timeframe required by the ASX Listing Rules.

The Company also attaches an Initial Director’s Interest Notice for Mr Marjan Mikel in relation to his appointment as a Director on 19 June 2025, and an Appendix 3Y (Change of Director’s Interest Notice) for Mr David Ali in relation to the acquisition of unlisted incentive options on 15 February 2024, which were approved by shareholders at a General Meeting of the Company held on 14 February 2024. The Company notes that these notices were not lodged within the requisite time frame due to an administrative oversight. The notices were prepared and lodged as soon as practicable once the Company became aware of the oversight.

The Company and Directors are aware of the requirements under ASX Listing Rule 3.19A and 3.19B. The administrative oversight has not affected the Company’s current arrangement for ensuring timely notification in accordance with the listing rules and the Company is confident that the arrangements it currently has in place are adequate and doesn’t believe that any additional steps are required to ensure ongoing compliance with listing rule 3.19B.

Authorised by the Board of Memphasys Limited.

ENDS

For further information, please contact:

Dr David Ali David Tasker CEO Managing Director Memphasys Limited Chapter One Advisors Tel: +61 2 8415 7300 Tel: +61 433 112 936 E: [email protected]> E: [email protected]

E [email protected] 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

– 2 –

About Memphasys

Memphasys Limited (ASX: MEM) is an Australian-based reproductive biotechnology company commercialising the Felix™ System, a patented bioseparation 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.

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 Memphasys Limited
ABN 33 120 047 556

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 Dr David Ali
Date of last notice 30 November 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
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
-
Date of change 15 February 2024
No. of securities held prior to change Nil
Class Unlisted Incentive Options, exercisable at
$0.0149 each, expiring 15 February 2027
Number acquired 6,696,292
Number disposed -
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
Nil
No. of securities held after change 6,696,292 Unlisted Incentive Options,
exercisable at $0.0149 each, expiring 15
February 2027
  • See chapter 19 for defined terms.

01/01/2011

Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Nature of change Issue of unlisted incentive options to Dr Example: on-market trade, off-market trade, exercise of options, issue David Ali (or his nominee), pursuant to of securities under dividend reinvestment plan, participation in buyback Resolution 6 of the Company’s General Meeting held on 14 February 2024, and as approved by shareholders.

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 N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
Date of change N/A
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
N/A
Interest acquired N/A
Interest disposed N/A
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
N/A
Interest after change N/A

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 N/A trade to proceed during this period? If prior written clearance was provided, on what date was N/A this provided?

  • See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3X Initial Director’s Interest Notice

Rule 3.19A.1

Appendix 3X

Initial 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 30/9/2001.

Name of entity Memphasys Limited
ABN 33 120 047 556

We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Marjan Mikel
Date of appointment 19 June 2025

Part 1 - Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

2,090,000 Fully Paid Ordinary Shares

  • See chapter 19 for defined terms.

11/3/2002

Appendix 3X Page 1

Appendix 3X Initial Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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

Name of holder & nature of
interest
Note: Provide details of the circumstances giving rise
to the relevant interest.
Number & class of Securities
4,082,125 shares held by Mikel Enterprises
Pty Ltd
3,000,000 shares held by Mikel Enterprises
Pty Ltd
Mr Mikel is a director of the above entity.

Part 3 – 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 N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
No. and class of securities to which
interest relates
N/A
  • See chapter 19 for defined terms.

Appendix 3X Page 2

11/3/2002

Appendix 3X Initial Director’s Interest Notice

Rule 3.19A.1

Appendix 3X

Initial 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 30/9/2001.

Name of entity Memphasys Limited
ABN 33 120 047 556

We (the entity) give ASX the following information under listing rule 3.19A.1 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Mathew Watkins
Date of appointment 20 October 2025

Part 1 - Director’s relevant interests in securities of which the director is the registered holder

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.

Number & class of securities

Nil

  • See chapter 19 for defined terms.

11/3/2002

Appendix 3X Page 1

Appendix 3X Initial Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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

Name of holder & nature of
interest
Note: Provide details of the circumstances giving rise
to the relevant interest.
N/A
Number & class of Securities
Nil

Part 3 – 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 N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
No. and class of securities to which
interest relates
N/A
  • See chapter 19 for defined terms.

Appendix 3X Page 2

11/3/2002

Appendix 3Z Final Director’s Interest Notice

Rule 3.19A.3

Appendix 3Z

Final 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 30/9/2001.

Name of entity Memphasys Limited
ABN 33 120 047 556

We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of director Dr David Ali
Date of last notice 27 October 2025
Date that director ceased to be director 20 October 2025

Part 1 – Director’s relevant interests in securities of which the director is the registered holder 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.

Number & class of securities

6,696,292 Unlisted Incentive Options exercisable at $0.0149 each, expiring 15 February 2027

  • See chapter 19 for defined terms.

11/3/2002

Appendix 3Z Page 1

Appendix 3Z Final Director’s Interest Notice

Part 2 – Director’s relevant interests in securities of which the director is not the registered holder

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.

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

Name of holder & nature of interest
Note: Provide details of the circumstances giving rise
to the relevant interest
N/A
Number & class of securities
Nil

Part 3 – Director’s interests in contracts

Detail of contract N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
No. and class of securities to which
interest relates
N/A
  • See chapter 19 for defined terms.

Appendix 3Z Page 2

11/3/2002