WEEBIT NANO LTD — Capital/Financing Update 2026

Apr 8, 2026

Appendix 3B - Proposed issue of securities

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Update Summary

Entity name

WEEBIT NANO LTD

Announcement Type

Update to previous announcement

Date of this announcement

9/4/2026

Reason for update to a previous announcement

Update to proposed date of issue of shares under Share Purchase Plan from 5 May 2026 to 6 May 2026 and proposed date of issue of shares under Placement from 2 April 2026 to 7 April 2026.

Refer to next page for full details of the announcement

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Appendix 3B - Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

WEEBIT NANO LTD

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

Registration Number

ACN 146455576

1.3 ASX issuer code

WBT

1.4 The announcement is

Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Update to proposed date of issue of shares under Share Purchase Plan from 5 May 2026 to 6 May 2026 and proposed date of issue of shares under Placement from 2 April 2026 to 7 April 2026.

1.4b Date of previous announcement to this update

26/3/2026

1.5 Date of this announcement

9/4/2026

1.6 The Proposed issue is:

An offer of +securities under a +securities purchase plan A placement or other type of issue

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Appendix 3B - Proposed issue of securities

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Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? No

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Appendix 3B - Proposed issue of securities

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Part 4B - Offer details

+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued

ASX +security code and description

WBT : ORDINARY FULLY PAID

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +security code and description WBT : ORDINARY FULLY PAID

Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 3,703,704

Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No

Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? No

Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes

Is the minimum acceptance unit based or dollar based? Dollar based ($)

Please enter the minimum acceptance value

$ 2,500

Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes

Is the maximum acceptance unit based or dollar based? Dollar based ($)

Please enter the maximum acceptance value

$ 30,000

Describe all the applicable parcels available for this offer in number of securities or dollar value

$2,500, $5,000, $10,000, $15,000, $20,000, $25,000, $30,000

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Offer price details

Has the offer price been determined? Yes In what currency will the offer What is the offer price per be made? +security? AUD - Australian Dollar AUD 4.05000

Oversubscription & Scale back details

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

WBT intends to cap the offer under the security purchase plan (SPP Offer) at $15 million and applications over this amount may be scaled back at the absolute discretion of WBT (or any higher cap WBT applies in its absolute discretion).

If there is a scale back, the difference between the application monies received, and the number of new shares allocated multiplied by the offer price, will be refunded without interest.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 4C - Timetable

4C.1 Date of announcement of +security purchase plan

26/3/2026

4C.2 +Record date

25/3/2026

4C.3 Date on which offer documents will be made available to investors

7/4/2026

4C.4 Offer open date

7/4/2026

4C.5 Offer closing date

29/4/2026

4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer

6/5/2026

Part 4D - Listing Rule requirements

4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5

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or do you have a waiver from those requirements? Yes

Part 4E - Fees and expenses

4E.1 Will there be a lead manager or broker to the proposed offer? No

4E.2 Is the proposed offer to be underwritten? No

4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Typical costs associated with an equity raising process, including legal, accounting, registry and associated administrative costs

Part 4F - Further Information

4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

To accelerate scale-up & commercialisation of ReRAM technology, accelerate development & delivery of artificial intelligence offering & for general corporate purposes. Refer to Investor Presentation released on 26/3/26 for further details.

4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer

Any country outside of Australia and New Zealand

4F.3 URL on the entity's website where investors can download information about the proposed offer

https://www.weebit-nano.com/investors/investor-center/

4F.4 Any other information the entity wishes to provide about the proposed offer

The offer price under the SPP Offer is the price at which shares will be issued under the institutional placement (Placement) (being A$4.05 per share)

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Appendix 3B - Proposed issue of securities

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No

Part 7B - Issue details

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +security code and description

WBT : ORDINARY FULLY PAID

Number of +securities proposed to be issued

22,222,221

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 4.05000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

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Part 7C - Timetable

7C.1 Proposed +issue date

7/4/2026

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

22,222,221

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? Yes

7E.1a Who is the lead manager/broker?

Macquarie Capital (Australia) Limited, Unified Capital Partners Pty Ltd and MST Financial Services Pty Ltd

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

An underwriting fee of 2.5% of the underwritten placement amount ($80,000,000), which excludes the gross proceeds from shares issued under the Placement to institutional investors in Israel introduced by Weebit or its Israeli agent, and a management fee of 2.5% of the total placement amount, with each lead manager/underwriter to receive one third of the underwriting fee and one third of the management fee.

7E.2 Is the proposed issue to be underwritten?

Yes

7E.2a Who are the underwriter(s)?

Macquarie Capital (Australia) Limited, Unified Capital Partners Pty Ltd and MST Financial Services Pty Ltd

7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?

The Placement is partially underwritten up to the amount of $80,000,000, with each underwriter underwriting one third of the underwritten amount

7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?

See 7E.1b

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7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.

Refer to the underwriting risks on page 36 to 46 of the Investor Presentation released to ASX on 26 March 2026.

7E.3 Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Typical costs associated with an equity raising process, including legal, accounting, registry and associated administrative costs.

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

To accelerate the scale-up & commercialisation of ReRAM technology, accelerate the development & delivery of artificial intelligence offering and for general corporate purposes. Please refer to Investor Presentation released on 26/3/26 for further details.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

N/A

7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

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