Opthea Ltd — Share Issue/Capital Change 2024

Apr 1, 2024

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

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Announcement Summary

Entity name

OPTHEA LIMITED

Date of this announcement

Tuesday April 02, 2024

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

Total number of ASX +security +securities to be code Security description issued/transferred Issue date New class - code ADS options to Contractor 250,000 02/04/2024 to be confirmed

Refer to next page for full details of the announcement

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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

OPTHEA LIMITED

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 ABN 32006340567

1.3 ASX issuer code

OPT

1.4 The announcement is

New announcement

1.5 Date of this announcement

2/4/2024

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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:

Other

Please specify

Options issued to New Contractor as additional remuneration to standard fees.

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class)

New +securities

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ASX +security code +Security description
New class - code to be confirmed ADS options to Contractor
+Security type ISIN code
Options
Date the +securities the subject of this notification were issued
2/4/2024
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under
listing rule 6.1?
Yes
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
Options Details
+Security currency Exercise price Expiry date
USD - US Dollar USD 3.03000000 19/2/2034
Details of the existing class of +security that will be issued upon exercise or conversion of this new class of
company option
Other
Description
ADS Options to Contractor
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Any other information the entity wishes to provide about the +securities the subject of this notification

New Contractor who will receive ADS Options as additional remuneration to his standard fees.

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

Per ASX GN 30 (paragraph 2.10 no "proposed Issue"

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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 250,000 Were the +securities issued for a cash consideration? Yes In what currency was the cash consideration being What was the issue price per +security? paid? USD - US Dollar USD 3.03000000 Purpose of the issue To pay for services rendered Additional Details New Contractor who will receive ADS Options as additional remuneration to his standard fees

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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
OPT : ORDINARY FULLY PAID	662,808,634
OPTOA : OPTION EXPIRING 31-AUG-2025	97,822,109
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
OPTAD : PERFORMANCE RIGHTS	2,900,000
OPTAB : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES	33,125,000
OPTAC : ADS EXPIRING VARIOUS DATES EX VARIOUS PRICES	4,758,750
New class - code to be confirmed : ADS options to Contractor	250,000

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

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

250,000 ADS Options (2,000,000 Ordinary shares)

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? N/A

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