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ROX RESOURCES LIMITED Major Shareholding Notification 2025

Dec 22, 2025

65741_rns_2025-12-22_ddab2651-4cad-45df-954f-7f30132c4a18.pdf

Major Shareholding Notification

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Form 604 Corporations Act 2001 Section 671B

Notice of change of interests of substantial holder

To Company Name/Scheme Rox Resources Limited ( Rox )

ACN/ARSN

107 202 602

1. Details of substantial holder (1)

QGold Pty Ltd ( QGold ), Christopher Ian Wallin ( Wallin ), Captain Nominees Pty Ltd ATF CWSF No.2 ( Captain Nominees ), Ita Vero Pty Ltd ATF The Richmond Trust ( Ita Vero ) and each of, Queensland Gold Holdings Pty Ltd as trustee for the Christopher Wallin Family Trust No.2 ( QGH ), Joanne Wallin ( Jo Wallin ), Strategic Minerals Name Corporation Pty Ltd ( SMC ), Signature Resources Pty Ltd ( SR ), Telluride Mining Pty Ltd ( TM ), Alpha Uranium Pty Ltd ( AU ), Carawine Resources Limited ( CRL ), Venus Metals Corporation Limited (ACN 123 250 582) ( VMC ) and Redscope Enterprises Pty Ltd (ACN 641 401 452) ( Redscope ) (QGH, Jo Wallin, SMC, SR, TM, AU, CRL, VMC, Redscope and all entities controlled by Wallin, together the “ Associates ”). ACN/ARSN (if applicable) 149 659 950 There was a change in the interests of the substantial holder on 23 / 12 / 2025 The previous notice was given to the company on 27 / 11 / 2025 The previous notice was dated 27 / 11 / 2025

2. Previous and present voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:

Class of securities (4) Previous notice Previous notice Present notice Present notice
Person’s votes Voting power (5) Person’s votes Voting power (5)
Ordinary fully paid shares (ORD) 140,150,458 14.831% 185,916,497 13.392%

3. Changes in relevant interests

Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the

scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:

Date of change Person whose relevant
interest changed

Nature of change
Consideration given in
relation to change
Class and number of
securities affected

Person’s votes
affected
23/12/2025 QGold and its
Associates
QGold Tranche 2
Placement
$15,928,284.75 45,509,385 Ordinary
shares
45,509,385
23/12/2025 QGold and its
Associates
VMC Tranche 2
Placement
$59,829.00 170,940 Ordinary
shares
170,940
23/12/2025 QGold and its
Associates
VMC Share
Purchase Plan
allotment
$30,000.00 85,714 Ordinary
shares
85,714

4. Present relevant interests

Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:

Holder of relevant
interest
Registered holder of
securities
Person entitled to be
registered as holder
Nature of relevant
interest
Class and number of
securities

Person’s votes
QGold QGold QGold Relevant interest
pursuant to section
608(1)(a) of the
Corporations Act 2001
(Cth) (Corporations Act)
as holder of the shares.
135,491,135
ordinary shares
135,491,135
QGH QGold QGold Relevant interest in the
shares held in Rox by
QGold pursuant to
section 608(3)(a) of the
Corporations Act.
135,491,135
ordinary shares
135,491,135
Wallin QGold QGold Relevant interest in the
shares held in Rox by
QGold pursuant to
section 608(3)(b) of the
Corporations Act.
135,491,135
ordinary shares
135,491,135
SMC QGold QGold Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which QGold has a
relevant interest, by
virtue of having voting
power of more than 20%
in QGold
135,491,135
ordinary shares
135,491,135
SR QGold QGold Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which QGold has a
relevant interest, by
virtue of having voting
power of more than 20%
inQGold
135,491,135
ordinary shares
135,491,135
TM QGold QGold Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which QGold has a
relevant interest, by
virtue of having voting
power of more than 20%
in QGold
135,491,135
ordinary shares
135,491,135
AU QGold QGold Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which QGold has a
relevant interest, by
virtue of having voting
power of more than 20%
in QGold
135,491,135
ordinary shares
135,491,135
CRL QGold QGold Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which QGold has a
relevant interest, by
virtue of having voting
power of more than 20%
inQGold
135,491,135
ordinary shares
135,491,135
Wallin Wallin Wallin Relevant interest
pursuant to section
608(1)(a) of the
Corporations Act 2001
(Cth) (Corporations Act)
as holder of the shares.
1,739,325
ordinary shares
1,739,325
Captain Nominees Captain Nominees Captain
Nominees
Relevant interest
pursuant to section
608(1)(a) of the
Corporations Act as
holder of the shares.
144,943
ordinary shares
144,943
Wallin Captain Nominees Captain
Nominees
Relevant interest in the
shares held in Rox by
Captain Nominees
pursuant to section
608(3)(b) of the
Corporations Act.
144,943
ordinary shares
144,943
Ita Vero Ita Vero Ita Vero Relevant interest
pursuant to section
608(1)(a) of the
Corporations Act as
holder of the shares.
451,688
ordinary shares
451,688
Jo Wallin Ita Vero Ita Vero Relevant interest in the
shares held in Rox by Ita
Vero pursuant to section
608(3)(b) of the
Corporations Act.
451,688
ordinary shares
451,688
VMC VMC VMC Relevant interest under
section 608(1)(a) of the
Corporations Act as
holder of the shares.
50,425,362
ordinary shares
50,425,362
QGold VMC VMC Relevant interest in the
shares held in Rox by
QGold pursuant to
section 608(3)(a) of the
Corporations Act.
50,425,362
ordinary shares
50,425,362
QGH VMC VMC Relevant interest in the
shares held in Rox by
QGold pursuant to
section 608(3)(b) of the
Corporations Act.
50,425,362
ordinary shares
50,425,362
Wallin VMC VMC Relevant interest in the
shares held in Rox by
VMC pursuant to section
608(3)(b) of the
Corporations Act,
because Wallin controls
QGH.
50,425,362
ordinary shares
50,425,362
Redscope VMC VMC Relevant interest under
section 608(3)(a) of the
Corporations Act to have
a relevant interest in
which VMC has a
relevant interest, by
virtue of having voting
power of more than 20%
in VMC
50,425,362
ordinary shares
50,425,362

5. Changes in association

The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:

Name and ACN/ARSN (if applicable) Nature of association
Nil Nil

6. Addresses

The addresses of persons named in this form are as follows:

Name Address
QGold, QGH and Captain Nominees PO Box 10630, Brisbane QLD 4000
Wallin,Jo Wallin and Ita Vero PO Box 10630, Brisbane QLD 4000
SMC, SR, TM and AU PO Box 10630, Brisbane QLD 4000
VMC and Redscope Unit 2, 8 Alvan St, Subiaco, WA 6008
CRL PO Box 543, West Perth WA 6872

Signature

Signature
print name Christopher Ian Wallin capacity Sole Director and Company
Secretary
sign here date 23/12/2025

DIRECTIONS

  • If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons

  • (1) are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form.

  • (2) See the definition of "associate" in section 9 of the Corporations Act 2001.

  • (3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

  • (4) The voting shares of a company constitute one class unless divided into separate classes.

  • (5) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

  • (6)

Include details of:

  • (a) any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and

  • (b) any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

  • (7) Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

  • (8) If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown".

  • (9) Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice.