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MESOBLAST LTD — Director's Dealing 2026
Jan 5, 2026
31658_rns_2026-01-05_4cdd93ac-3f00-426a-acf9-7084e0095dd3.pdf
Director's Dealing
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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 MESOBLAST LIMITED ABN 68 109 431 870
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 DirectorDate of last notice | Gregory George23 December 2025 |
|---|
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 and indirect | |
|---|---|---|
| Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to therelevant interest. | JP Morgan Nominees Australia Pty Limited (Interestin ordinary shares held in the form of AmericanDepositary Shares (“ADS”) held by custodian JPMorgan Nominees Australia Pty Limited.) Each ADSrepresents a beneficial interest in 10 ordinary shares.Certain shares and ADSs held by G to the FourthInvestments, LLC which is controlled by GregoryGeorge.Certain ADSs held by James George and GrantGeorge, who have given power of attorney toGregory George in respect of those ADSs. | |
| Date of change | 6 January 2026 | |
| No. of securities held prior to change | Direct5 ordinary shares12,829,328 ADSs.200,000 warrants convertible into ADS.4,000,000 warrants to acquire ordinary shares (or theapplicable number of ADS at the holder’s election).Indirect9,640,077 ordinary shares.12,908,777 ADS.6,830,602 warrants to acquire ordinary shares. |
Appendix 3Y Change of Director’s Interest Notice
| Class | Warrants to acquire ordinary shares (or the applicable |
|---|---|
| number of ADS at the holder’s election). | |
| Number acquired | Nil |
| Number disposed | Lapse of 2,400,000 warrants to acquire ordinary |
| shares (or the applicable number of ADS at the | |
| holder’s election). | |
| Value/Consideration | Nil (these warrants lapsed in accordance with their |
| Note: If consideration is non-cash, provide details andestimated valuation | terms on 6 January 2026, as the Company did not |
| drawdown on the convertible note facility that was | |
| approved by shareholders on 25 November 2025). | |
| No. of securities held after change | Direct |
| 5 ordinary shares | |
| 12,829,328 ADSs. | |
| 200,000 warrants convertible into ADS. | |
| 1,600,000 warrants to acquire ordinary shares (or the | |
| applicable number of ADS at the holder’s election). | |
| Indirect | |
| 9,640,077 ordinary shares. | |
| 12,908,777 ADS. | |
| 6,830,602 warrants to acquire ordinary shares | |
| Nature of change | Lapse of warrants, as noted above. |
| Example: on-market trade, off-market trade, exercise of | |
| options, issue of securities under dividend reinvestment plan, | |
| participation in buy-back |
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 | |
| Name of registered holder | |
| (if issued securities) | |
| Date of change | |
| 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 | |
| Interest acquired | |
| Interest disposed |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 2
3452-0584-0966, v. 1
Appendix 3Y Change of Director’s Interest Notice
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Part 3 –+Closed period | |
|---|---|
| Were the interests in the securities or contracts detailedabove traded during a+closed period where prior writtenclearance was required? | No |
| If so, was prior written clearance provided to allow thetrade to proceed during this period? | |
| If prior written clearance was provided, on what date wasthis provided? |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3
3452-0584-0966, v. 1