ROX RESOURCES LIMITED — Share Issue/Capital Change 2023

Mar 19, 2023

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

ROX RESOURCES LIMITED

Date of this announcement

Monday March 20, 2023

The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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	5,940,000 Employee Performance Rights, expiring	5,940,000	17/03/2023
to be confirmed	31 December 2027

Refer to next page for full details of the announcement

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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

ROX RESOURCES 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

ABN

Registration number

53107202602

1.3 ASX issuer code

RXL

1.4 The announcement is

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New announcement

1.5 Date of this announcement

20/3/2023

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Part 2 - Issue details

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2.1 The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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

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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) where issue has not previously been notified to ASX in an Appendix 3B

ASX +security code +Security description New class - code to be confirmed 5,940,000 Employee Performance Rights, expiring 31 December 2027 +Security type ISIN code Other

Date the +securities the subject of this notification were issued

17/3/2023

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Chris Hunt	Jody Hunt	1,200,000
Travis Craig	Travis Craig	1,200,000
Daniel Marchesi	Andrea Marchesi	1,200,000

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. - https://www.investi.com.au/api/announcements/rxl/2d5584d4 654.pdf

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms

• https://www.investi.com.au/api/announcements/rxl/2d5584d4 654.pdf

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue of 5,940,000 Performance Rights (expiring 31 December 2027) under the Company's Employee Incentive Plan as approved by shareholders on 30 November 2022.

Vesting subject to relevant performance conditions being satisfied and expiring 31 December 2027.

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

Issue details

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Number of +securities

5,940,000

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

	Total number of
ASX +security code and description	+securities on issue
RXL : ORDINARY FULLY PAID	224,354,260
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
RXLAC : PERFORMANCE RIGHTS	7,500,000
RXLAQ : OPTION EXPIRING 31-DEC-2023 EX $1.438	1,333,333
RXLAR : OPTION EXPIRING 31-DEC-2023 EX $1.813	1,333,333
RXLAS : OPTION EXPIRING 31-DEC-2023 EX $2.188	1,333,333
RXLAU : OPTION EXPIRING 25-MAY-2024 EX $0.763	660,000
RXLAT : OPTION EXPIRING 26-MAR-2025 EX $0.988	10,476,190
RXLAV : OPTION EXPIRING 04-MAR-2026 EX $0.72	1,000,000
New class - code to be confirmed : 5,940,000 Employee Performance Rights, expiring 31	5,940,000
December 2027

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? Yes

5.1a Select the number of the applicable exception in Listing Rule 7.2

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