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Accelerating commercial progress & AI innovation March 2026

Important notice and disclaimer

IMPORTANT: You are advised to read the following carefully before making any use of the information contained in this presentation.

SUMMARY INFORMATION

This presentation has been prepared by Weebit Nano Limited (ACN 146 455 576) ( 'Issuer ' or ‘ Weebit ’). It is a presentation of general background information in summary form about the Issuer’s activities (‘ Investor Presentation ’) and the information contained herein is current only as at the date of this presentation and is provided in connection with a proposed institutional placement of new fully paid ordinary shares in the Issuer (the ‘ Placement ’) and an offer of new fully paid ordinary shares in the Issuer (‘ Shares ’) to eligible shareholders under a share purchase plan (‘ SPP ’) (the Placement and SPP are together, or the ‘ Offer ’). The information does not purport to be complete, comprehensive or to comprise all the information which a potential investor may require in order to determine whether to deal in Issuer securities, nor does it contain all the information which would be required in a disclosure document prepared in accordance with the Australian Corporations Act 2001 (Cth) (' Corporations Act '). It is to be read in conjunction with the Issuer’s other announcements released to the Australian Securities Exchange ( 'ASX ') (available at www.asx.com.au).

The SPP offer will be made by the Issuer on the basis of the information contained in the share purchase plan offer booklet (‘ SPP Booklet ’) to be prepared for eligible shareholders with a registered address in Australia and New Zealand and will be available following its lodgement with ASX. Any eligible shareholder with a registered address in Australia or New Zealand who wishes to participate in the SPP should consider the SPP Booklet before deciding whether to apply for New Shares under the SPP. Anyone who wishes to apply for New Shares under the SPP will need to apply in accordance with the instructions contained in the SPP Booklet.

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Nothing contained in this presentation constitutes financial product, investment, legal, tax or other advice. It does not take into account the investment objectives, financial situation or needs of any particular investor. You should consider the appropriateness of the information in this presentation having regard to your own investment objectives, financial situation and needs and with your own professional advice, when deciding if an investment is appropriate.

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In addition, the securities under the SPP will only be offered and sold to eligible shareholders with registered addresses in Australia and New Zealand in "offshore transactions", as defined and in reliance on Regulation S under the Securities Act.

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FINANCIAL DATA

Certain financial measures included in this presentation are ‘non-IFRS financial information’ under ASIC Regulatory Guide 230: ‘Disclosing non-IFRS financial information’ and also ‘non-GAAP financial measures’ within the meaning of Regulation G under the U.S. Securities Exchange Act of 1934, as amended, and are not recognised under Australian Accounting Standards ( 'AAS ') and International Financial Reporting Standards ( 'IFRS '). The disclosure of non-IFRS financial information and/or non-GAAP financial measures in the manner included in this presentation may not be permissible in a registration statement under the Securities Act. Such non-IFRS financial information/nonGAAP financial measures do not have a standardised meaning prescribed by AAS or IFRS and may therefore not be comparable to similarly titled measures presented by other entities and should not be construed as an alternative to other financial measures determined in accordance with AAS or IFRS.

Important notice and disclaimer

Although the Issuer believes these non-IFRS financial information/non-GAAP financial measures provide useful information to investors in measuring the financial performance and condition of its business, investors are cautioned not to place undue reliance on these non-IFRS financial information/non-GAAP financial measures.

The financial information in this presentation is presented in an abbreviated form insofar as it does not include all the presentations and disclosures, statements or comparative information as required by the AAS and other mandatory professional reporting requirements applicable to general purpose financial reports prepared in accordance with the Corporations Act. The historical financial information provided in this presentation is for illustrative purposes only and is not represented as being indicative of the Issuer's views on its future financial performance and/or condition.

All dollar values are in Australian dollars ($) and financial data is presented as at 26 March 2026 unless stated otherwise.

PAST PERFORMANCE

Past performance information is given for illustrative purposes only. It should not be relied on and is not indicative of future performance, including future security prices.

INVESTMENT RISKS

An investment in Weebit is subject to investment risks and other known and unknown risks, some of which are beyond the control of Weebit. Recipients should have regard to (among other things) the ‘Key risks’ on slides 35 to 46 of this presentation for a non-exhaustive summary of the key risks that may affect Weebit and its financial and operating performance.

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MARKET DATA

Certain market and industry data used in this presentation may have been obtained from research, surveys or studies conducted by third parties, including industry or general publications. Neither the Issuer nor its representatives or its advisers, nor Macquarie Capital (Australia) Limited (ABN 79 123 199 548), Unified Capital Partners Pty Ltd (ABN 80 666 560 050) or MST Financial Services Pty Ltd (ABN 54 617 475 180) (together, the ‘ JLMs ’) or any of their respective Beneficiaries (as defined below) have independently verified any market or industry data provided by third parties or industry or general publications.

DISCLAIMER

To the maximum extent permitted by law, the Issuer, the JLMs and their respective affiliates and related bodies corporate and each of their respective directors, officers, partners, employees, contractors, consultants, agents, representatives and advisers (together, the ‘ Beneficiaries ’) exclude and expressly disclaim:

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Important notice and disclaimer

The JLMs and their respective Beneficiaries:

have not independently verified any of the information in this presentation and take no responsibility for any part of this presentation or the capital raising;
have not authorised, permitted or caused the issue, lodgement, submission, dispatch or provision of this presentation;
have not authorised, approved or verified the forward-looking statements or any other statements;
make no recommendations as to whether you or your related parties should participate in the Offer nor do they make any representations or warranties to you concerning the Offer; and
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You acknowledge and agree that:

determination of eligibility of investors for the purposes of the capital raising is determined by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of the Issuer and the JLMs. You further acknowledge and agree that the Issuer and the JLMs and their respective Beneficiaries exclude and expressly disclaim any duty or liability (including, without limitation, any liability arising from fault, negligence, negligent misstatement or otherwise) in respect of the exercise or otherwise of that discretion, to the maximum extent permitted by law; and
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The JLMs and their respective Beneficiaries may have interests in the securities of Weebit, including by providing investment banking services to Weebit. Further, the JLMs and their respective Beneficiaries are full service financial institutions engaged in various activities, which may include trading, financing, financial advisory, investment management, investment research, principal investment, hedging, brokerage and other financial and non-financial activities and services and may act as market maker or buy or sell those securities or associated derivatives as principal or agent, for which they have received or may receive customary fees and expenses.

In the ordinary course of its various business activities, the JLMs (and/or their Beneficiaries) may purchase, sell or hold a broad array of investments and actively trade or effect transactions in equity, debt and other securities, derivatives, loans, commodities, currencies, credit default swaps and/or other financial instruments for their own account and for the accounts of their customers, and such investment and trading activities may involve or relate to assets, securities and/or instruments of Weebit, its related entities and/or persons and entities with relationships with Weebit and/or its related entities.

Important notice and disclaimer

The JLMs and/or their Beneficiaries may, from time to time, have long or short positions in, buy or sell (on a principal basis or otherwise), and may act as market makers in, the securities or derivatives, or serve as a director of any entities mentioned in this presentation. The JLMs (and/or their Beneficiaries) currently hold, and may continue to hold, equity, debt and/or related derivative securities of Weebit and/or its related entities.

In connection with the Offer, one or more investors may elect to acquire an economic interest in the Shares (‘ Economic Interest ’), instead of subscribing for or acquiring the legal or beneficial interest in those shares. The JLMs (or their affiliates) may, for their own account, write derivative transactions with those investors relating to the Shares to provide the Economic Interest, or otherwise acquire shares in Weebit in connection with the writing of such derivative transactions in the Offer and/or the secondary market. As a result of such transactions, the JLMs (or their affiliates) may be allocated, subscribe for or acquire Shares or existing shares of Weebit in the Offer and/or the secondary market, including to hedge those derivative transactions, as well as hold long or short positions in such shares. These transactions may, together with other shares in Weebit acquired by the JLMs or their affiliates in connection with their ordinary course sales and trading, principal investing and other activities, result in the JLMs or their affiliates disclosing a substantial holding and earning fees.

The JLMs and/or their respective affiliates may receive fees for acting in their capacity as JLMs and underwriters to the Offer. The JLMs and their respective Beneficiaries may also receive and retain other fees, profits and financial benefits in each of the above capacities and in connection with the above activities, including in their respective capacities as JLMs of the Offer.

EFFECT OF ROUNDING

A number of figures, amounts, percentages, estimates, calculations of value and fractions in this presentation are subject to the effect of rounding. Accordingly, the actual calculation of these figures may differ from the figure set out in this presentation.

GENERAL

Statements made in this presentation are made only as at the date of this presentation. The information in this presentation remains subject to change without notice. The Issuer may in its absolute discretion, but without being under any obligation to do so, update or supplement this presentation. Any further information will be provided subject to the terms and conditions contained in this ‘Important notice and Disclaimer’.

The Issuer reserves the right to withdraw the Offer or vary the timetable for the Offer without notice.

Important notice and disclaimer

ACKNOWLEDGEMENT AND AGREEMENT

In consideration for being given access to this presentation, you confirm, acknowledge, agree to and represent and warrant the matters set out in this ‘Important notice and Disclaimer’, the ‘International offer restrictions’ on slides 47 to 51 of this presentation and any modifications notified to you and/or otherwise released on ASX and agree to be bound by the limitations contained within it.

Executive summary

Underwritten Capital Raising of A$80m to support the commercialisation and scale-up of Weebit Nano’s ReRAM offering, accelerate AI innovation and investment in technology

Weebit Nano is a leading developer of next-generation memory IP

ReRAM at inflection point as emerging new standard for embedded nonvolatile memory (NVM)

Underwritten Capital Raising to support scale-up and commercialisation of technology

⚫ Weebit Nano is a leading developer of next-generation memory intellectual property (IP)
Filling the industry gap created by the limits of incumbent flash memory technology and the ongoing proliferation of edge AI
⚫ IP licensing to semiconductor design companies and fabrication plants (fabs) - enabling scalable, high-margin recurring royalty revenue
⚫ Well-credentialed leadership with proven capability in taking semiconductor IP from R&D into fabrication
De-risking execution as ReRAM adoption accelerates
⚫ ReRAM is becoming the new industry standard, with the embedded emerging non-volatile memory (NVM) market set for strong growth
Positioning Weebit at the forefront of a rapidly expanding NVM transition
⚫ Significant momentum across commercial transaction and technical qualification, with AEC-Q100 qualification & major agreements with leading players Texas Instruments and onsemi
⚫ Foundry momentum is building rapidly, with Weebit Nano raising capital to expand the team and infrastructure to support scale-up
As key existing customers move toward mass production and new customers are engaged
⚫ Proceeds to be deployed over ~3 years across three major initiatives:
Commercialisation scale-up (~A$25m)
AI offering development (~A$25m)
Advance ReRAM technology (~A$25m)
⚫ Funding enables accelerated customer acquisition and technology transfer through team expansion:
R&D (Additional engineers)
AI (Additional AI specialists)
Sales / application engineering
⚫ Additional capital raised to capture leading share of the rapidly scaling embedded ReRAM & AI markets
Investment in automation, design-tools, global marketing and increased fab activity

Use of proceeds – Overview

Proceeds from the Underwritten Capital Raising will be used to accelerate scale-up and commercialisation of Weebit Nano’s technology, AI innovation and development of leading ReRAM technology

Overview

Team

Tools and infrastructure

Outcomes

Total

Accelerate scale-up ● Automate, streamline and scale & commercialisation technology-transfer processes, through: – of Weebit Expand R&D headcount – Build automation tools Nano’s tech – Scale sales & customer support infrastructure to meet growing demand 01 Accelerate the ● Build out a multidisciplinary AI / in-memory development & compute (IMC) / neuromorphic compute (NC) team delivery of AI ● Fund targeted research, customer offering engagement, and ecosystem development to commercialize ReRAM-based AI architectures 02 ● Invest in ReRAM roadmap improvements - cell Further technology quality, speed, density, power, advanced development nodes, and discrete/3D memory research - through expanded R&D staffing and increased fab wafer-lot runs 03 Other ● General corporate purposes including cost of the Offer 04

Additional engineers across device, process, ● Existing customers: Increase resources to
design, test, and other ● ~A$10m for design automation support technology transfer process and drive
functions (~A$7.5m) tools, new engineering tools, ~A$25m efficiency in parallel qualification with existing
● Additional sales staff and and lab expansion signed customers
application engineers (AEs) (~A$7.5m) ● New customers: Grow engineering and sales teams, while simultaneously investing in supporting infrastructure and tools to accelerate
● ~A$12.5m to fund acquisition of new customers
● Additional AI experts, with Weebit-dedicated research, expertise in AI algorithms, partner programs and other – Support multiple new customer ~A$25m
software tools and AI analysis to more deeply map engagements in parallel, with a focus on applications (~A$12.5m) customer requirements across new product customers AI end uses
● ~A$10m to expand wafer
● Additional R&D team staff production tests to accelerate ● Incremental investment to advance Weebit with expertise across development Nano’s technological leadership ~A$25m
multiple ReRAM technical ● ~A$5m for design automation, ● Facilitate customer requirements for AI fields (~A$10m) IT infrastructure and supporting and enabled solutions supporting tools

~A$5m

~A$80m

Capital to support and accelerate parallel customer commercialisation

Illustrative customer engagement and commercialisation process

Introduction & sales engagement

Initial customer engagement, technology evaluation and business negotiations 1 $ Sign agreement & up-front license fee

Various

Design & technology transfer

Design test chips used to verify process for mass production 2 Teach customer manufacturing methodology in parallel

~9-12 months Manufacturing 3 Manufacture initial batch of trial wafers ~6 months Testing 4 Test initial batch of trial wafers

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~6 months Qualification
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Qualification process Tape-out & 5 $ & formal approval mass production

~6 months

Team involvement

Project management    

Sales   

Device & process    

Design    

Testing & qualification   

Customer team     

Strengthening each leg of the commercialisation process

1 Team: Expansion of sales and application engineer teams to generate qualified leads, support foundry and product customers Offices: Establish new offices in key customer regions including Asia and the United States

Marketing: Expand marketing activities to broaden sales ‘funnel’

2 Team: Expand R&D team across all disciplines to support technology transfer R&D: Design automation tools, develop memory compilers, expand standard modules library to increase efficiency for new customer engagement

3 Expand wafer manufacturing, increasing cadence of batch production to accelerate process, information discovery and parallel customer support

4 Team: Expand team to support parallel testing and qualification of multiple customers

Investment highlights

Weebit Nano owns the only independent, qualified, scalable ReRAM IP positioned to power the next generation of edge and AI chips, with early contract win momentum and a well credentialed leadership

Rapidly growing demand for advanced semiconductor components with high endurance, low power consumption and low latency, as a result of rapid acceleration of AI inference and computation within edge devices

Critical IP filling the Flash memory void for demand for advanced geometries (<28nm) with ReRAM the leading technology to replace Flash in use cases where low latency, offline reliability and energy efficiency is critical

Attractive platform unit economics: near-100% margin upside as royalties scale with customer production and no 3 incremental cost to Weebit Nano

AI structurally accelerating semiconductor demand, highlighting a rapidly expanding end-market for advanced 4 memory technologies, with Weebit Nano rapidly building out AI capability and offering Commercialisation momentum is accelerating with Weebit Nano building out infrastructure to support scaling up of 5 operations as key customers move to mass production

6 Well-credentialed and talented leadership with a track record in taking semiconductor IP from R&D to fabrication

AI applications: Critical role of Weebit’s ReRAM technology

Rapid expansion of global AI adoption is driving the need for next-generation memory technologies – Weebit’s ReRAM uniquely enables scalable, low-power AI compute architectures

Global edge AI and AI chips market (US$B)[1,2]

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Edge AI market (US$B) Total AI chips market (US$B)
928
36
36
31
26
22
19
16
892
14
12
10
8
2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2034
Edge AI is a near-term focus, but only represents a small proportion of the
total opportunity for Weebit Nano
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AI adoption driving demand growth

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● Edge AI (performing AI inference directly on local hardware) is
expected to grow rapidly given substantial latency, data privacy
and energy efficiency benefits vs in-cloud compute solutions
Edge AI
● Weebit’s ReRAM supports edge AI devices to function in
environments with limited, intermittent, or no internet
connectivity - ensuring consistent performance
Near term focus
● Automotive semiconductor growth is increasingly driven by
AI-enabled functions such as ADAS perception, sensor fusion,
and in-vehicle intelligence
Automotive AI ● Weebit’s ReRAM provides the required high temperature
reliability (AEC-Q100 150°C), EMI immunity, endurance, and fast
switching speed, making it suitable for AI-centric automotive
compute architectures
● Scaling AI workloads requires memory technologies that reduce
power consumption and improve compute efficiency
AI Data Centre / ● Three government level AI initiatives have already engaged
Medium term Training & Weebit to develop AI infrastructure (Next AI, a European Union
opportunity Inference Government initiative, Israel and Korea)
Acceleration
● Weebit’s work in In-Memory Compute (IMC) and Neuromorphic
Computing (NC) positions ReRAM as a key enabler of
next-generation AI accelerators
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Sources: 1. Precedence Research Edge Artificial Intelligence Chips Market report (2025). 2. Precedence Research Artificial Intelligence (AI) Chip Market Size, Share and Trends 2026 to 2035 (2025). Notes: 1. Global AI chips market size graph calculated by using total AI chip market size (from Precedence Research Artificial Intelligence (AI) Chip Market Size, Share and Trends 2026 to 2035 (2025) report) and isolating edge AI (using information from Precedence Research Edge Artificial Intelligence Chips Market report.

Weebit’s accelerating commercialisation

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Weebit overview: Leading vendor of ReRAM IP

Advanced Non-Volatile Memory (NVM) now entering production

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Founded: 2015

Located: Israel, France & US >60 employees (~90% engineers/scientists; 19 PhDs)

Business model

IP licensing to semiconductor companies & fabs

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Multiple commercial deals

Including tier-1 IDMs TI & onsemi; ongoing discussions/evals with >20 foundries/IDMs/product companies

Fast-growing markets

Edge AI, automotive, microcontrollers, power management/analog ICs…

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ASX: WBT

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R&D partner

CEA-Leti, a leading microelectronics research institute

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Proven, protected technology

Fully qualified per JEDEC & AECQ100 standards; available for chip designers; >90 patents/applications

S&P/ASX 300

Global Small Cap Index

Why is Weebit Nano’s ReRAM technology superior

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3-4x

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>10x

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~100x

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<28nm

Lower added wafer cost Better endurance More energy efficient vs. embedded flash vs. embedded flash vs. embedded flash

✓ 2-mask adder (vs. ~10)
- ✓ Low voltage, low current write operations
✓ Demo 100K-1M write cycles
✓ Shorter CT, fewer steps

Scales to processes far below limits of flash

✓ Proven @ 28nm and 22nm ✓ Scalable below

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10x-100x

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150 ° C

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~350x

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Faster time Reliable for program than embedded flash Automotive designs

Better radiation tolerance Interference w/ analog vs. flash[1] & power devices

✓ Bit/byte addressable
✓ No sector erase
✓ Grade-0 conditions and profiles
✓ Also tolerant to EMI
✓ Best NVM for PMIC
& mixed-signal

1 Refers to ReRAM cell array

Customer opportunities: current progress and growth pipeline

Multiple current commercial deals (including Tier 1 IDMs) in evaluation with strong pipeline for new customer wins

JAN-2025

SEP-2021

Onsemi is a leading global player in silicon power solutions
Signed first commercial license with Skywater, the largest exclusively U.S.-based pure-play foundry service provider
- Licensed Weebit ReRAM for
  - automotive and power management applications
Licensed Weebit ReRAM in 130nm for aerospace & defense and other applications
Feb-2026 update: Test chips now in qualification process – Completion estimated by year end
2021 2023 2025 2026

Strong pipeline with ongoing discussions and evaluations with >20 customers (foundries, IDMs, product companies)

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OCT-2023

DEC-2025

DB HiTek is a top-10 global semiconductor foundry and #2 foundry in Korea
Texas Instruments is a Tier-1 global integrated device manufacturer (IDM) and #1 globally in analog integrated chips and #4 in automotive
Licensed Weebit’s ReRAM to integrate as embedded nonvolatile memory in their customer systems on chips (SoCs) offering
License to integrate ReRAM technology into Texas Instruments’ advanced process nodes
As a Tier 1 IDM, the agreement is accelerating Weebit Nano’s commercial discussions with multiple foundries, IDMs and product companies
Feb-2026 update: Achieved technology qualification for DB HiTek’s 130nm Bipolar BCD

process

Enables off-the shelf access to a range of applications across consumer, industrial and IoT
© 2026 Weebit Nano Ltd. All rights reserved.

Sources: onsemi market position from the onsemi Quarterly Investor Presentation Fourth Quarter 2024; SkyWater market position from the SkyWater Technology Q3 2025 Earnings Results Presentation.

Case study: Texas Instruments licenses Weebit ReRAM IP

Reinforces Weebit’s position as the leading independent provider of ReRAM technology

Weebit ReRAM to be integrated into TI’s advanced process nodes for embedded processing semiconductors

A strong signal that the industry is moving towards ReRAM as the successor to flash in SoC designs

Tier-1 global semiconductor provider that designs, manufactures and sells analog & embedded processing chips 80,000+ 10s of Billions 100,000 Products Chips produced Customers annually

“The TI and Weebit Nano collaboration will enable our customers to get access to industryleading NVM technology in performance, scale, and reliability which will enable us to enhance our position as a leading embedded processors provider.”

– Amichai Ron, SVP TI Embedded Processing

US$15.64B 500 100 2024 revenue (US$B) Fortune 500® company Nasdaq 100® company S&P 500® index

Sources: https://www.ti.com/about-ti/company/ti-at-a-glance.html Nov. 3, 2025; company information

IP business model benefits

Benefits of IP model to foundries and fabless designers

Asset light efficiency: Inventory-free model drives a superior margin profile by restricting direct costs to the support and maintenance of core IP
Scalability: Standardized IP enables repeat licensing, allowing for incremental royalty streams to flow in at near-100% margins

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Example customers:

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Foundry Process IP
License + NRE
Royalties
Paid directly to Weebit
or through Foundry
Product (Fabless)
Company
Royalties
Design IP
Royalties License + NRE
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Benefits of model to IDMs

Time to market acceleration: Streamlined development cycle enables IDMs to rapidly engineer and deploy products tailored for high-growth target end markets
Heightened operating leverage: Ability to integrate core IP across multiple designs and product lines presents an efficient scaling profile

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Example customers:

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Upfront license fees
Enablement fee (NRE)
IDM
Royalties (% of chip ASP)
Annual S&M
Process IP
Design IP
Process transfer
Customized module
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Market opportunity: Weebit Nano’s opportunity in ReRAM

Weebit Nano owns the only independent, qualified, scalable ReRAM IP, with demand forecast to grow rapidly based on its substantial advantages over incumbent flash technology Fast growing end markets Embedded Emerging NVM Market (US$B)[1]

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Automotive Semiconductors: US$132B by 2030 at 12% CAGR
Power Management ICs: US$65B by 2033 at 7% CAGR
Edge AI Chips: US$36B by 2034 at 18% CAGR
>US$265B
combined TAM
of end markets Aerospace and Defence Semiconductors US$21B by
2030 at 8% CAGR
IoT Microcontrollers US$18B by 2033 at 13% CAGR
Healthcare Semiconductors: US$14B by 2030 at 11% CAGR
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2030
2024
23% 24%
32%
41%
27%
CAGR ~88%
24-30
Total
53%
US$142M
Total
ReRAM US$3.26B
MRAM
PCM
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20
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Sources: IMARC Group 2024; Market Data Forecast June 2025; Mordor Intelligence 2025; Precedence Research July 2025. Emerging Non-Volatile Memory report, Yole Group, 2025. Notes: 1. The embedded emerging NVM market size is evaluated based on assumptions of the average chip area occupied by a given memory technology (Yole)

ReRAM enabling innovation in AI

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The journey to new AI architectures with ReRAM

ReRAM is deeply embedded in chip design, architectures are central to the transformation of AI, bringing memory and compute together for faster, brain-like intelligence

Today’s two chip solution

Technology Overview Considerations ● Increases cost – requires a second chip
● Non-Volatile Memory is ● Longer boot time
Today’s two component of circuit on ● Security risk when copying the coefficients to the AI chip
Today chip solution separate wafer die ● Requirements for security, speed and reliability make two chip solution unviable for AI use cases
● Fast and secure boot time
Single chip ● Memory component of ● Non-volatile, lowering power consumption embedded circuit ‘embedded’ onto ● Smaller bit size enables more accuracy memory chip ● Majority of AI chips are at geometries <28nm – where flash
AI memory isn’t viable – requiring advanced NVM solutions
opportunity ● Ultra-low power requirements by eliminating data traffic In memory ● Computation performed ● Significantly faster solution compute within memory arrays ● Weebit is partnering with multiple research agencies to develop in-memory compute capabilities
● Concept of future
Neuromorphic computing systems that ● Fast real-time processing on massive amounts of data
Future state compute mimic brain behaviour As the leading NVM replacement, ReRAM is best placed to support the increased requirements for AI chip architectures -
Scalable to AI geometries, increased energy efficiency, improved security and reliability in low / intermittent power environments

One wafer die for CPU and other components

Separate wafer die for non-volatile memory components

Single chip (embedded ReRAM)

Memory component integrated onto wafer die to create an entire ‘System on Chip’ (SoC)

Use case deep dive: Why is ReRAM needed for edge AI

ReRAM is essential for scaling edge AI, reducing data movement and power consumption, enabling ultra-low-power, high-bandwidth processing required for real-time intelligence

Benefits of ReRAM for edge AI

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Growth in edge AI

To achieve lower latency and better security, the world is transitioning towards performing AI inference at ‘the edge’ for a wide range of applications

Edge devices are often small, batterypowered, and resource-constrained - it’s important that the computing resources enabling this process and the associated memories are ultralow-power and low-cost

Decrease latency to enable real-time edge AI

Cuts power and extends uptime

Simplifies system design

Built for high-value markets

ReRAM can store inference models on-chip and process locally collected data fast – decreasing latency which is essential for automotive and industrial IoT use cases
Deterministic memory for autonomous, safety-critical systems
Non-volatility cuts energy usage, enabling longer performance within battery-operated or power-constrained devices
Supports always-on operation and has higher endurance
Removes need for external memory components, enabling a leaner single-chip System on Chip architecture
Smaller memory cells means more bits on the same silicon, enabling higher accuracy
Built for automotive, industrial, aerospace end markets, where memory performance / power are mission-critical
High growth outlook across multiple end markets with accelerating structural tailwinds

Equity raising

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8.5

Capital position and sources and uses

Well funded to capitalise on growth, with significant growth in revenue and cash receipts

Well funded for growth with ~A$150m[1 ] cash at bank post underwritten institutional placement
Supports significant medium-term investment in technology offering, technology transfer capabilities, AI innovation and sales and marketing function to support commercialisation
Accelerating conversion of revenue and cash receipts
Record half-year revenue of A$5.6 million
Record quarterly customer receipts of A$8.5 million in Q2 FY26
Customer receipts are dependent on the timing of license fees and milestone payments

Sources & Uses – Underwritten Placement

Sources A$m	Uses A$m
Underwritten Placement proceeds 80	Accelerate scale-up and commercialisation 25
Total Sources 80	Development of AI offering 25
	Development of ReRAM technology offering 25
	General corporate purposes including cost of the offer 5
	Total Uses 80

Potential to raise up to an additional ~$10m from Israel-based institutions - with proceeds to be applied approximately pro-rata to the uses outlined above

Weebit recent cash inflows and revenues (A$m)

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7.3
5.6
3.7
2.7
1.4
0.5 0.9 0.5
0.7
0.2
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
FY24 FY25 FY26
Cash Received Revenues
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Notes: 1. Based on cash at bank when adjusted for the underwritten institutional placement (post estimated transaction costs). Cash balance (pre underwritten institutional placement) of ~$75 million as at 28 February 2026.

Equity raising offer summary

A$80 million underwritten institutional placement ( Placement ) of approximately 19.8 million new shares, equating to ~9.4% of existing Weebit shares
Offer structure on issue, and up to an additional A$10 million Israeli placement of approximately 2.5 million new shares (Israeli Placement) falling within the and size Company’s existing placement capacity under ASX Listing Rule 7.1 • In addition, Weebit Nano is undertaking a non-underwritten SPP of up to A$15 million to eligible shareholders in Australia and New Zealand
• All New Shares issued under the Placement and the Israeli Placement at a price A$4.05 per New Share ( Placement Price )
Placement price • The Placement Price represents a 10.8% discount to the last closing price of A$4.54 on Wednesday, 25 March 2026
Ranking • All New Shares issued under the Placement, the Israeli Placement and SPP will rank equally with Weebit Nano’s existing ordinary shares on issue • Eligible Weebit Nano shareholders with a registered address in Australia and New Zealand will have the opportunity to apply for Weebit Nano shares under a non-underwritten SPP
Share Purchase Plan • Up to A$30,000 of New Shares per eligible shareholder, free of any brokerage, commission or transaction costs • The price of the SPP will be on the same terms as the Placement Price
The Placement is underwritten. The Israeli Placement is non-underwritten.
• Macquarie Capital (Australia) Limited, MST Financial Services Pty Ltd and Unified Capital Partners Pty Ltd are acting as Joint Lead Managers ( JLMs ),
Underwriting Bookrunners and Underwriters
The SPP is not underwritten

Indicative equity raising timeline

Key event Date	Key event Date
Record Date for Eligibility to participate in SPP	Wednesday, 25 March 2026 (7:00PM)
Trading Halt lodged and announcement of Placement and the Israeli Placement Thursday, 26 March 2026
Announcement of completion of Placement and Israeli Placement and trading halt lifted	Monday, 30 March 2026
Settlement of Placement and Israeli Placement Shares	Thursday, 2 April 2026
Allotment and commencement of trading of Placement and Israeli Placement Shares	Tuesday, 7 April 2026
Further details of the SPP will be released on the ASX separately

The above timetable is indicative only and subject to change. The commencement of trading and quotation of New Shares issued under the Placement and SPP is subject to confirmation from ASX. Subject to the requirements of the Corporations Act, the ASX Listing Rules and other applicable rules, Weebit reserves the right o amend this timetable at any time, including extending the period for the SPP or accepting late applications, either generally or in particular cases, without notice. All times above are to Australian Eastern Daylight Time.

Opportunities ahead

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Every foundry deal represents multiple customer opportunities

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Coming Work in
Progress Soon
FOUNDRIES
Coming Coming Work in
Progress SoonSoon
IDMs
→ Product Company
→ Products/Product Lines
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Weebit Nano key targets for 2026

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Revenue Products
Customers
FY26 revenue First product
First AI customer
guidance company customer
engagement
>A$10M tape-out [1]
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Delivering on these milestones will continue to cement Weebit’s position as the leading independent provider of ReRAM technology

Notes: 1. Tape-out refers to the final stage of the semiconductor design cycle where the completed chip design is released for physical fabrication, marking the critical transition from the design phase to commercial manufacturing.

Appendix 1: Weebit’s strategic AI initiatives

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Case study: Weebit ReRAM selected for Korean In-Memory Compute (IMC) program

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GOAL

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Address energy and performance limitations of conventional AI accelerators

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RATIONALE

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Analog IMC can significantly improve throughput and energy efficiency for AI inference workloads

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DELIVERABLE

FUNDING

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A complete, repeatable development platform for IMC

Part of the Republic of Korea AI Transformation Initiative

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Case study: Weebit ReRAM selected for Korean In-Memory Compute (IMC) program

Moving beyond small-scale test structures toward large, device-arraybased silicon implementations

Demonstrating integration of emerging synapse-device arrays with commercial silicon-CMOS processes and circuits

Fabrication & verification of a device-based system array chip Energy efficiency: 200 TOPS/W or higher*

Throughput: 500 GOPS or higher

Array size: 256 × 256; will be instantiated multiple times to create larger arrays

Analog multi-level device utilization

Development in DB HiTek 130nm process

Weebit ReRAM foundational memory

Program partners will:

Develop test chips based on multiple instances of 256x256 block + proprietary IP + smart interconnects

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Develop algorithms and networks that will run on this platform

Including off-chip connection losses between device array and peripheral circuits

Other strategic AI initiatives with Weebit ReRAM

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❖ WHO: Major industry R&D teams and leading academia in Israel
❖ GOAL: Develop a technology infrastructure enabling neuromorphic processing capabilities for various edge products with power consumption three orders of magnitude lower than the state of the art
❖ DELIVERABLE: System with dedicated hardware components, advanced AI software modules using spiking neural networks (SNN) , and algorithms integrated with various sensors to enable ultra-low-power AI applications
❖ FUNDING: Three-year program funded by the Israeli Innovation Authority

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❖ WHO: A large group of European companies, research centers and academia
❖ GOAL: Secure technological sovereignty in edge AI
❖ DELIVERABLES: next-generation, energy-efficient , and secure microcontrollers with embedded AI capabilities , leveraging advanced FD-SOI technology and innovative eNVMs
❖ FUNDING: Three-year development funded by Horizon Europe

Appendix 2: Key risks

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Risk factors

An investment in Weebit involves general risks associated with an investment in the share market. The price of New Shares may rise or fall. There are also a number of risk factors, both specific to Weebit and of a general nature, which may affect the future operating and financial performance of Weebit and the value of an investment in Weebit. Before deciding to invest in Weebit, prospective investors should carefully consider the “Risk Factors” section in this Investor Presentation. This Section describes the key risks of investing in Weebit. You should consult your own professional, financial, legal and tax advisers about the risks and suitability of investing in light of your particular circumstances. This is not an exhaustive list of the relevant risks of participating in the Offer. The risks set out below and other risks not specifically referred to may in the future materially adversely affect the value of the Weebit’s shares and their performance. Accordingly, no assurance or guarantee of future performance or profitability is given by Weebit in respect of Weebit’s shares. In deciding whether to invest in Weebit, you should read this Investor Presentation in its entirety and carefully consider the risks outlined in this Section. You should also consider publicly available information on Weebit and examine the full content of this Investor Presentation.

Macroeconomic risks

There are numerous factors affecting the macroeconomic environment which are beyond the control of Weebit and may be exacerbated in an economic downturn. These include, but are not limited to:

• the conflict in the Middle East, Ukraine and growing uncertainty in geopolitical environment;

rising interest rates, inflationary pressures and changes in foreign currency exchange rates;

Overview

changes in employment levels and labour costs;

• possible industry-wide downturn and changes in aggregate investment and economic output; and

other changes in economic conditions which may affect the revenue or costs of Weebit.

Many of these factors are in a state of change and may have an adverse impact on the financial position and prospects of Weebit in the future. Weebit may need to take additional measures in order to respond to these factors, including cost cutting and delays to development plans.

Conflict in Israel, the Middle East, Ukraine and growing uncertainty in geopolitical environment

Uncertain geopolitical conditions that impact the global economy, including the ongoing conflicts in Israel, the Middle East and Ukraine, have led to, and may continue to result in, geopolitical and economic uncertainty and volatility in global financial markets, which could adversely affect Weebit’s financial performance.

Weebit’s Israel operations remain unaffected by military activities and attacks on Israel. Weebit’s lab is operating in a protected location inclusive of a bomb shelter, uninterruptible power supply, and constant software and data backup to the server. All of the Group’s employees have a home office setup in which they can work remotely if needed. Most employees have access to a bomb shelter at home or in a nearby location in the event of an attack. If the situation continues to intensify and Weebit can no longer operate out of Israel, Weebit is set up to relocate to France and continue to operate. The CEO has a satellite phone and uninterruptible power supply to ensure ongoing communication with the ASX, corporate secretary, lawyers, etc. even in the event of total communications failure in Israel.

However, any continuance and escalation of military activities in and attacks on Israel could adversely affect Weebit’s Israel operations and negatively impact its financial performance and prospects. While Weebit has implemented business continuity measures, there can be no assurance that these measures will be sufficient to mitigate the impact of any continuance and escalation of military activities.

Risk factors (cont’)

Macroeconomic risks

Tariffs on international trade

The United States government has and continues to make significant changes in U.S. trade policy and has taken certain actions that could negatively impact the United States trade, including imposing tariffs on certain imported goods and prohibiting certain imports into the United States. In retaliation, Canada, Mexico, the European Union and China have implemented, and continue to evaluate imposing tariffs on a wide range of American products. Such tariffs and prohibitions, if expanded to other categories, could have a significant impact on the Company's business, particularly on the importation of certain equipment manufactured in other countries. If the Company fails to manage these dynamics successfully, gross margins and profitability could be adversely affected. Sustained uncertainty about, or worsening of, current global economic conditions and further escalation of trade tensions between the United States and its trading partners could result in a global economic slowdown and long-term changes to global trade, including retaliatory trade restrictions which may have an adverse effect on the Company's business, financial condition and results of operations. Any alterations to the Company's business strategy or operations made in order to adapt to or comply with any such changes would be time-consuming and expensive, and certain of the Company's competitors may be better suited to withstand or react to these changes. In addition, China is a major potential market for Weebit’s ReRAM technology. Ongoing geopolitical tensions between the US and China may impact the Group’s ability to realise the full potential of its technology with Chinese foundries and customers.

Rising interest rates and inflationary pressures Tightening labour market

Inflationary pressures remain at high levels in many economies. Rising interest rates and central bank tightening and other challenges to the global economy, such as global shipping capacity constraints, higher costs for freight, supply chain issues, higher energy prices, higher food prices and tightening labour markets are all contributing to rising inflationary pressures on the global economy. This may have impacts on financial market or economic stability and business spending and could adversely affect Weebit’s financial position.

Weebit relies on the continued services and contributions on its skilled technical and professional personnel. The labour market for skilled technical and professional personnel remains tight globally. Weebit’s business could suffer from the inability to fulfill personnel needs in a timely fashion caused by the loss of personnel or related changes in market demand for Weebit’s products and services. Since there is fierce competition for talent recruitment, we cannot ensure timely fulfillment of our personnel demand.

Possible industrywide downturn

The semiconductor industry is cyclical and is characterised by rapid technological change and price erosion, wide fluctuations in product supply and demand, evolving technical standards, and short product life cycles for semiconductors and the end-user products in which they are used. In addition, changes in general economic conditions also can cause significant upturns and downturns in the semiconductor industry. During previous periods of downturns in the semiconductor industry, diminished demand for end-user products and underutilisation of manufacturing capacity, among other effects. Weebit may experience severe and prolonged industry downturns in the future as a result of such cyclical changes. Weebit bases its planned operating expenses in part on its expectations of future revenue, and a significant portion of its expenses is relatively fixed in the short term. If an industry downturn or other unforeseen event causes revenue for a particular quarter to be lower than initially expected, Weebit likely will be unable to proportionately reduce its operating expenses in the near term.

Risk factors (cont’)

Risks in respect of Weebit’s current operations

Current Non-Volatile Memory (NVM) technologies, including Flash, OTP and MTP face technological barriers to meet long term customer requirements and demands. These barriers include the ability to reduce costs, improve power consumption and improve reliability. Existing NVM may however be able to overcome these barriers and remain as the leading and customer preferred technology. Existing technology Development challenges could significantly delay key customer milestones such as the completion of technology transfer and qualification processes, which may result in financial loss and reputational risks damage. Production delays may also arise from misprocesses, bugs, design errors, or infrastructure disruptions. These have the potential to result in unplanned labour, additional costs, and commercial repercussions with customers or third-party production facilities. Termination of agreements to be Weebit is party to technology licencing agreements with foundries SkyWater Technology Inc., DB HiTek Co., Ltd and Onsemi, and Integrated Device Manufacturer (IDM) Texas Instruments (‘Customer entered into with Agreements’). The Customer Agreements contain customary termination events. Early termination of a Customer Agreement, for any reason, may mean that Weebit will not realise the full value of the contracts, which may adversely affect the growth prospects, operating results and financial performance of the Weebit’s projects and business. major foundries In addition, Weebit is currently engaged in commercial discussions with additional foundries and IDMs in relation to further customer agreements, although there is no guarantee any additional Customer and independent Agreement will be entered into (either in the time expected or at all). If one or more Customer Agreements is entered into, the unexpected termination of one or more of the anticipated Customer device Agreements would adversely affect Weebit’s future financial performance. manufacturers Failure to realise benefits from Developing semiconductor technology is expensive and the investment in the development of these offerings often involves an extended period of time to achieve a return on investment. Weebit believes research and it can continue to dedicate resources to its innovation efforts to develop its technology service offering and embed its competitive position. However, Weebit may not receive significant revenues from development these investments for a number of years or may not realise such benefits at all. investments

The industry in which Weebit is involved is subject to increasing domestic and global competition which is fast-paced and fast-changing. There are various companies working to develop alternative memory technologies, including the development of technologies that are based on the concept of ReRAM.

While Weebit will undertake all reasonable due diligence in its business decisions and operations, Weebit will have no influence or control over the activities or actions of its competitors, whose activities or actions may positively or negatively affect the operating and financial performance of Weebit’s projects and business. For instance, new technologies could result in Weebit’s Technology not being Competition and differentiated from other similar offerings. new technologies The size and financial strength of some of Weebit’s competitors, including TSMC and eMemory, may make it difficult for it to maintain a competitive position in the technology market. In particular, Weebit’s ability to acquire additional technology interests could be adversely affected if it is unable to respond effectively and/or in a timely manner to the strategies and actions of competitors and potential competitors or the entry of new competitors into the market. This may in turn impede the financial condition and rate of growth of Weebit. The key competition risk is in achieving appreciable market share and differentiation from its key competitors.

Risk factors (cont’)

Risks in respect of Weebit’s current operations

Weebit’s intellectual property licensing business model may impact its ability to achieve its business targets, as some partners and customers may prefer to develop their own intellectual property. As an Business model risk emerging player, this may lead to sub optimal contracts due to Weebit’s desire to validate the business model and strengthen market perception and investor confidence. Weebit is seeking to commercialise its ReRAM technology. By its nature, there is no guarantee that its ReRAM technology will address customer needs or that development and marketing campaigns will be successful. In the event that development and marketing campaigns are not successful, Weebit may encounter difficulty creating market awareness of its ReRAM technology and securing new licensing Sales and agreements. This would likely have an adverse impact on Weebit’s potential profitability. marketing success Even if Weebit does successfully commercialise its ReRAM technology, there is a risk Weebit will not achieve an acceptable commercial return. For example, new technology may overtake Weebit’s technology. The ability of Weebit to increase revenue and achieve profitability is dependent on its ability to scale its business in its key markets in a manner that enables it to operate profitably over time. There is no guarantee that Weebit will be able to achieve the same level of rapid growth that it has achieved to date. Ability to scale The ability to rapidly scale Weebit’s business is dependent on its ability to sign new agreements with foundries and IDMs and successfully complete the technology transfer and qualification with the business counterparties. Failure to expand in this way may materially and adversely impact Weebit’s ability to increase revenue, achieve economies of scale, optimize its systems and expand its operations, all of which may have a negative impact on Weebit’s profitability. The responsibility of overseeing Weebit’s day-to-day operations and the execution of its growth strategy depends substantially on its senior management and Directors. The market for talented personnel in the semiconductor industry and electronics space more broadly is extremely competitive. The loss of key personnel or any delay in their replacement may adversely affect Weebit’s future financial Reliance on key performance. There can be no assurance that there will be no detrimental impact on the performance of Weebit or its growth potential if one or more of these employees cease their employment and management suitable replacements are not identified and engaged in a timely manner. Further, Weebit requires skilled personnel for entry into new markets that may be in short supply or that may be sought after by competitors and new entrants. An inability to attract and retain skilled personnel would inhibit the success of new market entry and may adversely affect Weebit’s future financial performance. There is a risk that knowledge will be lost in the event that development staff who have knowledge of the technology and business staff resign or retire. This involves the risk that those staff will have Staff risk information in respect of Weebit’s intellectual property which has a commercial value, as well as an opportunity cost for replacement of those staff and subsequent training.

Risk factors (cont’)

Risks in respect of Weebit’s current operations

	Weebit continues to pursue intellectual property protection in the form of patents for newly developed technologies. However, if Weebit fails to protect its intellectual property rights, competitors may
	gain access to its technology which may harm its business.
	Securing rights to intellectual property, and in particular patents, is an integral part of securing potential product value from the development of information technology. Competition in retaining and
	sustaining protection of intellectual property and the complex nature of intellectual property can lead to expensive and lengthy patents disputes for which there can be no guaranteed outcome.
Protection of	Legal standards relating to the validity, enforceability and scope of protection of intellectual property rights are uncertain. Effective patent, trademark, copyright and trade secret protection may not be
intellectual property rights	available to Weebit in every country in which its ReRAM technology may eventually be sold. Accordingly, despite its efforts, Weebit may not be able to prevent third parties from infringing upon or misappropriating its intellectual property. Market conditions depending, Weebit may be required to incur significant expenses in monitoring and protecting future intellectual property rights. It may initiate or otherwise be involved in litigation
	against third parties for infringement, or to establish the validity, of its rights. Any litigation, whether or not it is successful, could result in significant expense to Weebit and cause a distraction to
	management.
	In addition, unauthorised use of the “Weebit” brand in counterfeit products or services may not only result in potential revenue loss, but also have an adverse impact on its brand value and perceptions of
	its product qualities.
Currency exchange	Weebit expects to derive a majority of its revenue in US dollars, whereas its current and expected costs are denominated mainly in ILS, USD, EURO and the Australian Dollar. Accordingly, the Group is
rate risk	exposed to the risk inherent in currency exchange rate fluctuations.
	Weebit also expects to raise further equity capital over the next 5 years. Any additional equity financing will dilute shareholdings, and debt financing, if available, may involve restrictions on financing and
Funding risk	operating activities. If Weebit is unable to obtain additional financing as needed, it may be required to reduce the scope of its anticipated activities which could adversely affect its business, financial
	condition and operating results.
Information	There is a risk of unauthorised access to, or disclosure of, sensitive information as well as data loss, service outages and disruptions to production processes arising from cyber incidents.
security and cyber	Weebit has engaged a Chief Information Security Officer (CISO) to enhance its information and systems security plan, increase cyber resilience, and ensure backup compliance.
risks

Risk factors (cont’)

Risks in relation to the Offer

Offer risks

Although the Placement is underwritten, there is a risk that the amount of proceeds that may be raised by Weebit through the Placement could be adversely impacted by one or more events which may or may not be within the control of Weebit, including if the placement agreement Weebit has entered into with the JLMs (Placement Agreement) is terminated in accordance with its terms (see further summary of a number of these termination events in ‘Underwriting Risk’). The occurrence of any of these may have a material adverse impact on the total amount of proceeds that could be raised by Weebit, which in turn would have a material adverse impact on Weebit’s financial position and liquidity, with the result that the trading price of Weebit’s shares could decline, and investors could lose all or part of their investment. The SPP is not underwritten at all and there is no guarantee of how much, if anything, will be raised under the SPP.

Macquarie Capital (Australia) Limited (ABN 79 123 199 548), Unified Capital Partners Pty Ltd (ABN 80 666 560 050) and MST Financial Services Pty Ltd (ABN 54 617 475 180) (Lead Manager) will be acting as JLMs, bookrunners and underwriters to the Placement. Weebit entered into the Placement Agreement with the JLMs on 26 March 2026. Pursuant to the Placement Agreement, the JLMs have agreed to underwrite the Placement. The Israeli Placement is not underwritten.

Key terms of the Placement Agreement

The Placement Agreement contains representations and warranties and indemnities in favour of the Lead Managers.

The Lead Manager obligations under the Placement Agreement, including to underwrite the Placement, are conditional on certain matters, including (but not limited to) the ASX announcement in respect of the Placement being released to ASX within the required timeframes and certain other diligence-related deliverables being provided within the required timeframes. The Lead Managers may in its sole discretion, by notice to Weebit, terminate the Placement Agreement if any one or more of the following occur before 4.00pm on the settlement date:

ASX announces that the Shares will be delisted, removed from quotation, withdrawn from admission to trading status or suspended from quotation (for the avoidance of doubt, excluding a trading halt requested to facilitate the Placement);
ASX notifies Weebit, the Lead Manager, or any other person that unconditional approval (or approval conditional only on customary conditions which are acceptable to the Lead Manager) will not be granted to the official quotation of all of the Placement Shares on ASX on or before the dates referred to in the timetables set out in the Placement Agreement, or if granted, the approval is subsequently withdrawn, qualified or withheld;

Underwriting risks

at the close of trading the S&P/ASX 300 Index is at a level that is 10% or more below its level as at the close of trading on the last trading day immediately prior to the date of the Placement Agreement;
• any of the following occurs:
there is an application to a government authority (including the Takeovers Panel) for an order, declaration (including in relation to the Takeovers Panel, a declaration of unacceptable circumstances) or other remedy, or a government authority commences any investigation or hearing or announces its intention to do so, in each case in connection with the Placement or any agreement entered into in respect of the Placement;
proceedings are commenced or there is a public announcement of an intention to commence proceedings before a court or tribunal of competent jurisdiction in Australia seeking an injunction or other order in relation to the Placement;
ASIC:
makes an application for an order under Part 9.5 of the Corporations Act in relation to the Placement;
commences, or gives notice of its intention to commence, any investigation or hearing under Part 3 of the Australian Securities and Investments Commission Act 2001 (Cth) in relation to the Placement;
otherwise issues or threatens to issue proceedings in relation to the Placement or commences any formal investigation or inquiry into the Placement;
• any of the following occur:
a director of Weebit is charged with an indictable offence or any regulatory body commences any public action against the director or announces that it intends to take any such action;
• a director of Weebit is disqualified from managing a corporation under sections 206B, 206C, 206D, 206E, 206F or 206G of the Corporations Act;

Risk factors (cont’)

Risks in relation to the Offer

any event specified in the timetable in the Placement Agreement is delayed for more than two Business Days without the prior written approval of the Lead Manager;
there is an event or occurrence, including any statute, order, rule, regulation, directive or request (including one compliance with which is in accordance with the general practice of persons to whom the directive or request is addressed) of any Governmental Authority which makes it illegal for the Lead Manager to satisfy an obligation under the Placement Agreement;
Weebit or any of its directors or officers (as that term is defined in the Corporations Act) engage in any fraudulent conduct or activity whether or not in connection with the Placement;

• this Announcement, Appendix 3B, Appendix 2A, any deal sheet or Bloomberg, Cleansing Notice, Confirmation Letter and any other documents issued or published by or on behalf of Weebit in respect of, or relating to, the Placement, including any amendments, supplements, replacements or updates to any of the above (Placement Documents) includes content that is untrue, inaccurate, misleading or deceptive or likely to mislead or deceive (whether by inclusion or omission);

Weebit withdraws the Placement or any component of it;
Weebit indicates that it does not intend to or is unable to proceed with the Placement or any component of the Placement;

• responses to the due diligence questionnaire or any other information supplied by or on behalf of Weebit to the Lead Manager in relation to the Weebit Group, the Placement, are when provided in final form and when taken as a whole, false, misleading or deceptive, or are or become likely to mislead or deceive (including, by omission)

a change to the board of directors, the chief executive officer or chief financial officer of Weebit;

• any certificate which is required to be provided by Weebit under the Placement Agreement is not provided when required; • any Weebit group member is, or becomes, insolvent or there is an act or omission which is likely to result in such member of the Group becoming Insolvent; or Underwriting risks • a condition precedent not being satisfied or waived by the Lead Manager by the time required.

• Lead Manager may in its sole discretion, by written notice to Weebit, terminate the Placement Agreement if any one or more of the following occur before 4.00pm on the settlement date and the Lead Manager has reasonable grounds to believe that such event, matter or circumstance has or is likely to have a material adverse effect on the outcome or success or settlement of the Placement or on the ability of the Underwriter to market or promote or settle the Placement; or could give rise to a contravention by that Lead Manager (or one of its affiliates) of or liability of the Lead Manager under the Corporations Act or any other applicable law:

Weebit fails to perform or observe any of its obligations (including, for the avoidance of doubt, undertakings) under the Placement Agreement;
any representation or warranty made or given by Weebit in the Placement Agreement is or becomes misleading or deceptive, or is not true or correct;
a Certificate which is required to be furnished by Weebit under the Placement Agreement when given is untrue, incorrect or misleading or deceptive;
there is introduced into the Parliament of the Commonwealth of Australia or any State or Territory of Australia a law or any new regulation is made under any law, or a Governmental Authority adopts a policy which affects or regulates the Placement or the settlement, issue or taxation treatment of the Placement Shares, or there is any official announcement on behalf of the Government of the Commonwealth of Australia or any State or Territory of Australia or a governmental authority that such a law or regulation will be introduced or policy adopted (as the case may be);
• a change to the CEO or the CFO or the board of directors of Weebit occurs;
a pandemic, epidemic or large scale outbreak of a disease (including without limitation, SARS, swine or avian flu, H5N1, H7N9, COVID-19 or a related or mutated form of these) not presently existing occurs or in respect of which there is a major escalation, involving any one or more of Australia, New Zealand, the United States of America, the United Kingdom, a member state of the European Union, Hong Kong, China or Japan;

Risk factors (cont’)

Risks in relation to the Offer

the occurrence of any of the following:
- subject to paragraph below, hostilities not existing at the date of the Placement Agreement commence (whether war has been declared or not) or a major escalation in existing hostilities occurs (whether war has been declared or not) or a significant terrorist act is perpetrated, in each case involving any of Australia, New Zealand, the United Kingdom, the United States of America, any member of the European Union, Japan, Singapore, Hong Kong or the People’s Republic of China, or a national emergency or a major escalation of a national emergency is declared by any of those countries; or
- in relation to any conflict involving Israel, Iran, Lebanon, Iraq, Syria, the UAE, Qatar, Kuwait, Saudi Arabia or Oman that is ongoing as at the date of the Placement Agreement: • the use of nuclear weapons on or in those countries;
  - a land invasion of territory of those countries by the government of another country; or
- power outages in those countries, damage to critical infrastructure or their respective capital cities, in each case, which materially impairs Weebit’s ability to operate its business;
- • a general moratorium on commercial banking activities in Australia, New Zealand, Hong Kong, Singapore, China, the United Kingdom, Canada, the European Union or the United States is declared by the relevant central banking authority in those countries, or there is a disruption in commercial banking or security settlement or clearance services in any of those countries;
Underwriting risks any of the following occurs:
- trading in all securities quoted or listed on ASX, the London Stock Exchange, Hong Kong Stock Exchange, Singapore Stock Exchange or New York Stock Exchange is suspended or limited in a material respect; or
- any adverse change or disruption to the existing financial markets, political or economic conditions of Australia, New Zealand, the United Kingdom, the United States or China, or any change in national or international political, financial or economic conditions; or
any adverse change occurs in the assets, liabilities, financial position or performance, profits, losses or prospects of Weebit and the Group (insofar as the position in relation to an entity in the Group affects the overall position of Weebit), including any adverse change in the assets, liabilities, financial position or performance, profits, losses or prospects of Weebit or the Group from those respectively fully and fairly disclosed in any Placement Document or the Announcement.

Risk factors (cont’)

General risks

The market price of Weebit’s shares may fluctuate due to various factors, many of which are non-specific to Weebit, including recommendations by brokers and analysts, Australian and international Share price general economic conditions, inflation rates, interest rates, changes in government, fiscal, monetary and regulatory policies, global geopolitical events and hostilities, including the conflict in Ukraine and fluctuations the conflict in the Middle East, acts of terrorism, and investor perceptions. Fluctuations such as these may adversely affect the market price of the New Shares issued under the Placement. Neither Weebit nor the Directors warrant the future performance of Weebit or any return on investment in Weebit. Active market for There can be no assurance that there will be, or continue to be, an active market for Weebit’s shares or that the price of Weebit’s shares will increase. As a result, investors may, upon selling their shares, shares receive a market price for their shares that is less than the price of the Weebit’s shares offered pursuant to the Placement. Weebit’s operating results, economic and financial prospects and other factors will affect the trading price of the Weebit’s shares. In addition, the price of Weebit’s shares is subject to varied and often unpredictable influences on the market for equities, including, but not limited to general economic conditions including the performance of the Australian dollar on world markets, inflation rates, foreign exchange rates and interest rates, variations in the general market for listed stocks in general, changes to government policy, legislation or regulation, industrial disputes, general operational and business Trading price of risks and hedging or arbitrage trading activity that may develop involving the Weebit’s shares. shares In particular, the share prices for many companies have been and may in the future be highly volatile, which in many cases may reflect a diverse range of non-company specific influences such as global hostilities and tensions relating to certain unstable regions of the world, acts of terrorism and the general state of the global economy. No assurances can be made that Weebit’s market performance will not be adversely affected by any such market fluctuations or factors. Existing shareholders that do not participate in the Placement or the SPP will have their percentage shareholding in Weebit diluted. Depending on the size of the shareholder’s existing holding and the Dilution risk number of New Shares allocated to them, a participating shareholder may still be diluted even though they participate in the Placement or the SPP. Existing shareholders may also have their investment in Weebit diluted by future equity capital raisings by Weebit.

Weebit is exposed to economic factors in the ordinary course of business. A number of economic factors / conditions, both domestic and global, affect the performance of financial markets generally, which could affect the price at which the Weebit’s shares trade on ASX. Among other things, adverse changes in macroeconomic conditions, including movements on international and domestic stock markets, the conflict in Ukraine and the Middle East, interest rates, exchange rates, cost and availability of credit, general consumption and consumer spending, input costs, employment rates and General economic industrial disruptions, inflation and inflationary expectations and overall economic conditions, economic cycles, investor sentiment, political events and levels of economic growth, both domestically and risks internationally, as well as government taxation, fiscal, monetary, regulatory and other policy changes may affect the demand for, and price of, the Weebit’s securities and adversely impact Weebit’s business, financial position and operating results. Trading prices can be volatile, and volatility can be caused by general market risks such as those that have been mentioned. Shares in Weebit may trade at or below the price at which they commence trading on ASX including as a result of any of the factors that have been mentioned, and factors such as those mentioned may also affect the income, expenses and liquidity of Weebit. Additionally, the stock market can experience price and volume fluctuations that may be unrelated or disproportionate to the operating performance of Weebit.

Risk factors (cont’)

General risks

In the ordinary course of conducting its business, Weebit is exposed to potential litigation and other proceedings, including through claims of breach of agreements, intellectual property infringement or in relation to employees (through personal injuries, occupational health and safety or otherwise). If such proceedings were brought against Weebit, it would incur considerable defence costs (even if Litigation risks successful), with the potential for damages and costs awards against Weebit if it were unsuccessful, which could have a significant negative financial effect on Weebit’s business. Changes in laws can heighten litigation risk (for example, antitrust and intellectual property). Circumstances may also arise in which Weebit, having received legal advice, considers that it is reasonable or necessary to initiate litigation or other proceedings, including for example to protect its intellectual property rights. Future changes in taxation law in the jurisdictions in which Weebit operates or in which shareholders are resident or are otherwise subject to tax, including changes in interpretation or application of the law by the courts or relevant taxation authorities in those jurisdictions, may affect the taxation treatment of an investment in Weebit’s shares, the acquisition, holding and disposal of those shares and any Taxation dividends or other distributions paid on Weebit’s shares. Further, changes in tax law, or changes in the way tax law is, or is expected to be, interpreted or applied, in the various jurisdictions in which Weebit operates, may impact the future tax liabilities of Weebit. Accounting Weebit prepares its general-purpose financial statements in accordance with International Financial Reporting Standards (IFRS) and the Corporations Act 2001 (Cth). Australian Accounting Standards are Standards subject to amendment from time to time, and any such changes may impact on Weebit’s statement of financial position or statement of financial performance. No assurances can be given in relation to the payment of future dividends on Weebit shares. Future determinations as to the payment of dividends by Weebit will be at the discretion of Weebit and will Dividend guidance depend upon the availability of profits, the operating results and financial conditions of Weebit, the taxation of Weebit, future capital requirements, covenants in relevant financing agreements, general business and financial conditions and other factors considered relevant by Weebit. Changes in Weebit is subject to usual business risks such as there being changes in laws, regulations and government policy which may affect its operations and/or financial performance. Such changes may impact income or operational expenditure. Weebit is also subject to the usual risks to changes in taxation regimes and Accounting Standards. There can be no assurance that such changes will not have a material applicable law and adverse effect on Weebit’s business, operational performance or financial results or returns to Weebit shareholders. Adverse changes to tax law may also reduce Weebit’s capacity to claim research and regulations incentive grants or rebates, thereby increasing expenses and reducing Weebit’s assets. Higher than expected inflation rates generally, or specific to the technology industry, could be expected to increase operating and development costs and potentially reduce the value of future project Cost inflation developments. While, in some cases, such cost increases might be offset by increased selling prices, there is no assurance that this would be possible or that Weebit will be in its production and supply phase of its business when this occurs.

Acquisitions

As part of its business strategy, Weebit may make acquisitions of, or significant investments in, companies, products, technologies and/or products that are complementary to Weebit’s business. Any such future transactions are accompanied by the risks commonly encountered in making acquisitions of companies, products and technologies, such as integrating cultures and systems of operation, relocation of operations, short term strain on working capital requirements, achieving the sales and margins anticipated and retaining key staff and customer and supplier relationships.

Risk factors (cont’)

General risks

Joint venture parties, agents, Weebit is unable to predict the risk of financial failure or default by a participant in any joint venture to which Weebit is or may become a party or the insolvency or managerial failure by any of the contractors used by Weebit in any of its activities or the insolvency or other managerial failure by any of the other service providers used Weebit for any activity. Weebit engages with various third parties suppliers, to assist with different stages of the research and development process, including agents, suppliers, distributors and contractors. It continues to actively seek new ones. There is no guarantee that these distributors and third parties will comply with their respective contractual obligations. This could adversely impact Weebit’s progress and cause delays in research or production, or cost increases. contractors Weebit, its customers, potential customers, and external suppliers, may be adversely impacted by the physical risks (including possibility of destruction or disruption to human life, physical and natural capital) and socioeconomic impacts (including impacts to liveability, food systems and infrastructure assets) of climate change. This may directly impact Weebit, its customers and potential customers through damage to property, reduced asset values, insurance risk and business disruption and may have an adverse impact on Weebit’s financial performance. Climate change risk Failure of Weebit to effectively assess and respond to these risks or to be perceived as failing to do so, could adversely impact Weebit’s reputation which in turn could adversely affect Weebit’s financial performance. In addition, natural disasters as a result of climate change including (but not restricted to) cyclones, floods and earthquakes, and the economic and financial market implications of those disasters on domestic and global market conditions could adversely impact Weebit’s financial performance, financial position, capital resources and ability to access financing sources and prospects. Although Weebit maintains insurance to protect against certain risks in such amounts as it considers to be reasonable, its insurance will not cover all the potential risks associated with its operations and Insurance and insurance coverage may not continue to be available or may not be adequate to cover any resulting liability. It is not always possible to obtain insurance against all such risks and Weebit may decide not to uninsured risks insure against certain risks because of high premiums or other reasons. Weebit, now or in the future, may be adversely affected by risks outside the control of Weebit including labour unrest, civil disorder, war, subversive activities or sabotage, extreme weather conditions, Force majeure fires, floods, explosions or other catastrophes, epidemics or quarantine restrictions. Rapid advances in technology, including generative AI, cyber threats, data integration tools and the digitalisation of supply chains are reshaping consumer and customer expectations and operational risk profiles. Technology is essential to maintaining competitiveness but it also introduces implementation risks, cyber vulnerabilities, data quality issues and challenges in adopting AI responsibly. Increasing reliance on digital platforms (including e-commerce and optimisation systems) amplifies the importance of operational resilience, uptime and cyber preparedness. Weebit’s business operations rely on information technology platforms. Although Weebit’s business units operate with a number of different operating systems, making it less likely that any unplanned Technology and AI downtime will occur across the entire business, any sustained unplanned downtime due to system failures, cyber-attack or any other reason has the potential to have a material impact on the ability for Weebit to service its customers which, in turn, may materially adversely impact Weebit’s financial performance and profitability. Weebit’s IT systems and capabilities need to be invested in strategically to support current and future operations. In the absence of a broader digital strategy, Weebit may not be able to keep up with the changing technological landscape and customer expectations which may result in Weebit not being able to keep up with its competitors.

Investment speculative

The above list of risk factors ought not to be taken as exhaustive of the risks faced by Weebit or by investors in Weebit. The above factors, and others not specifically referred to above may, in the future, materially affect the financial performance of Weebit and the value of Weebit’s securities.

Appendix 3: Jurisdictions

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International Offer Restrictions

This document does not constitute an offer of new ordinary shares (“New Shares”) of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the New Shares may not be offered or sold, in any country outside Australia except to the extent permitted below.

Bermuda

This document may be distributed, and the New Shares may be offered and sold, only from outside Bermuda to institutional and professional investors in Bermuda. No offer or invitation to subscribe for New Shares may be made to the public in Bermuda or in any manner that would constitute engaging in business in or from within Bermuda. In addition, no invitation is being made to persons resident in Bermuda for exchange control purposes to subscribe for New Shares.

This document constitutes an offering of New Shares only in the Provinces of British Columbia, Ontario and Quebec (the “Provinces”), only to persons to whom New Shares may be lawfully distributed in the Provinces, and only by persons permitted to sell such securities. This document is not a prospectus, an advertisement or a public offering of securities in the Provinces. This document may only be distributed in the Provinces to investors that are both (i) “accredited investors” (as defined in National Instrument 45-106 – Prospectus Exemptions ) and (ii) “permitted clients” (as defined in National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations ).

No securities commission or authority in the Provinces has reviewed or in any way passed upon this document, the merits of the New Shares or the offering of the New Shares and any representation to the contrary is an offence.

Canada (British Columbia, Ontario, and Quebec provinces)

No prospectus has been, or will be, filed in the Provinces with respect to the offering of New Shares or the resale of such securities. Any person in the Provinces lawfully participating in the offer will not receive the information, legal rights or protections that would be afforded had a prospectus been filed and receipted by the securities regulator in the applicable Province. Furthermore, any resale of the New Shares in the Provinces must be made in accordance with applicable Canadian securities laws. While such resale restrictions generally do not apply to a first trade in a security of a foreign, nonCanadian reporting issuer that is made through an exchange or market outside Canada, Canadian purchasers should seek legal advice prior to any resale of the New Shares.

The Company as well as its directors and officers may be located outside Canada and, as a result, it may not be possible for purchasers to effect service of process within Canada upon the Company or its directors or officers. All or a substantial portion of the assets of the Company and such persons may be located outside Canada and, as a result, it may not be possible to satisfy a judgment against the Company or such persons in Canada or to enforce a judgment obtained in Canadian courts against the Company or such persons outside Canada.

Statutory rights of action for damages and rescission. Securities legislation in certain Provinces may provide a purchaser with remedies for rescission or damages if an offering memorandum contains a misrepresentation, provided the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser’s Province. A purchaser may refer to any applicable provision of the securities legislation of the purchaser’s Province for particulars of these rights or consult with a legal adviser.

Certain Canadian income tax considerations. Prospective purchasers of the New Shares should consult their own tax adviser with respect to any taxes payable in connection with the acquisition, holding or disposition of the New Shares as there are Canadian tax implications for investors in the Provinces.

Language of documents in Canada. Upon receipt of this document, each investor in Canada hereby confirms that it has expressly requested that all documents evidencing or relating in any way to the sale of the New Shares (including for greater certainty any purchase confirmation or any notice) be drawn up in the English language only. Par la réception de ce document, chaque investisseur canadien confirme par les présentes qu’il a expressément exigé que tous les documents faisant foi ou se rapportant de quelque manière que ce soit à la vente des valeurs mobilières décrites aux présentes (incluant, pour plus de certitude, toute confirmation d’achat ou tout avis) soient rédigés en anglais seulement.

Cayman Islands

This document may be distributed, and the New Shares may be offered and sold, only from outside the Cayman Islands to institutional and professional investors in the Cayman Islands. No offer or invitation to subscribe for New Shares may be made to the public in the Cayman Islands or in any manner that would constitute carrying on business in the Cayman Islands.

International Offer Restrictions (Cont’)

European Union (excluding Austria)

This document has not been, and will not be, registered with or approved by any securities regulator in the European Union. Accordingly, this document may not be made available, nor may the New Shares be offered for sale, in the European Union except in circumstances that do not require a prospectus under Article 1(4) of Regulation (EU) 2017/1129 of the European Parliament and the Council of the European Union (the “Prospectus Regulation”).

In accordance with Article 1(4)(a) of the Prospectus Regulation, an offer of New Shares in the European Union is limited to persons who are “qualified investors” (as defined in Article 2(e) of the Prospectus Regulation).

WARNING: This document has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the “SFO”). Accordingly, this document may not be distributed, and the New Shares may not be offered or sold, in Hong Kong other than to “professional investors” (as defined in the SFO and any rules made under that ordinance).

Hong Kong

No advertisement, invitation or document relating to the New Shares has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to New Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors. No person allotted New Shares may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities.

The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this document, you should obtain independent professional advice.

Israel

The New Shares have not been registered, and no prospectus will be issued, under the Israeli Securities Law, 1968 (the “Securities Law”). Accordingly, the New Shares will only be offered and sold in Israel pursuant to private placement exemptions, namely to no more than 35 offerees who fall within a category of sophisticated investor as described in the First Addendum of the Securities Law. Neither this document nor any activities related to the Offer shall be deemed to be the provision of investment advice. If any recipient of this document is not the intended recipient, such recipient should promptly return this document to the Company. This document has not been reviewed or approved by the Israeli Securities Authority in any way.

Japan

The New Shares have not been, and will not be, registered under Article 4, paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law No. 25 of 1948), as amended (the “FIEL”) pursuant to an exemption from the registration requirements applicable to a private placement of securities to Qualified Institutional Investors (as defined in and in accordance with Article 2, paragraph 3 of the FIEL and the regulations promulgated thereunder). Accordingly, the New Shares may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any resident of Japan other than Qualified Institutional Investors.

Any Qualified Institutional Investor who acquires New Shares may not resell them to any person in Japan that is not a Qualified Institutional Investor, and acquisition by any such person of New Shares is conditional upon the execution of an agreement to that effect.

International Offer Restrictions (Cont’)

This document has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conduct Act 2013 (the “FMC Act”). The New Shares are not being offered or sold in New Zealand (or allotted with a view to being offered for sale in New Zealand) other than to a person who:

is an investment business within the meaning of clause 37 of Schedule 1 of the FMC Act;

New Zealand

meets the investment activity criteria specified in clause 38 of Schedule 1 of the FMC Act;
is large within the meaning of clause 39 of Schedule 1 of the FMC Act; • is a government agency within the meaning of clause 40 of Schedule 1 of the FMC Act; or

• is an eligible investor within the meaning of clause 41 of Schedule 1 of the FMC Act.

Singapore

This document and any other materials relating to the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly, this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of New Shares, may not be issued, circulated or distributed, nor may the New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part 13 of the Securities and Futures Act 2001 of Singapore (the “SFA”) or another exemption under the SFA.

This document has been given to you on the basis that you are an “institutional investor” or an “accredited investor” (as such terms are defined in the SFA). If you are not such an investor, please return this document immediately. You may not forward or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the New Shares being subsequently offered for sale to any other party in Singapore. On-sale restrictions in Singapore may be applicable to investors who acquire New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

The New Shares may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange or on any other stock exchange or regulated trading facility in Switzerland. Neither this document nor any other offering or marketing material relating to the New Shares constitutes a prospectus or a similar notice, as such terms are understood under art. 35 of the Swiss Financial Services Act or the listing rules of any stock exchange or regulated trading facility in Switzerland.

Switzerland

No offering or marketing material relating to the New Shares has been, nor will be, filed with or approved by any Swiss regulatory authority or authorised review body. In particular, this document will not be filed with, and the offer of New Shares will not be supervised by, the Swiss Financial Market Supervisory Authority (FINMA).

Neither this document nor any other offering or marketing material relating to the New Shares may be publicly distributed or otherwise made publicly available in Switzerland. The New Shares will only be offered to investors who qualify as “professional clients” (as defined in the Swiss Financial Services Act). This document is personal to the recipient and not for general circulation in Switzerland.

This document does not constitute a public offer of securities in the United Arab Emirates and the New Shares may not be offered or sold, directly or indirectly, to the public in the UAE. Neither this document nor the New Shares have been approved by the Securities and Commodities Authority (“SCA”) or any other authority in the UAE.

United Arab Emirates

No marketing of the New Shares has been, or will be, made from within the UAE other than in compliance with the laws of the UAE and no subscription for any securities may be consummated within the UAE. This document may be distributed in the UAE only to “professional investors” (as defined in the SCA Board of Directors’ Decision No.13/RM of 2021, as amended). No offer of New Shares will be made to, and no subscription for New Shares will be permitted from, any person in the Abu Dhabi Global Market or the Dubai International Financial Centre.

International Offer Restrictions (Cont’)

This document has not been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of Regulation 21 of The Public Offers and Admissions to Trading Regulations 2024 (“POATRs”)) has been published or is required to be published in respect of the New Shares.

This document is issued on a confidential basis to “qualified investors” (within the meaning of paragraph 2 of Schedule 1 to the POATRs) in the United Kingdom. The New Shares may not be offered or sold in the United Kingdom by means of this document or any other document except pursuant to an exemption from the general prohibition on offers of relevant securities to the public in the United Kingdom. This document should not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by recipients to any other person in the United Kingdom. Any invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000, as amended (“FSMA”)) received in connection with the offer United Kingdom or sale of the New Shares has been, and only will be, communicated or caused to be communicated in the United Kingdom in circumstances in which section 21(1) of the FSMA does not apply to the Company.

In the United Kingdom, this document is being distributed only to, and is directed at, persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005 (“FPO”), (ii) who fall within the categories of persons referred to in Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the FPO or (iii) to whom it may otherwise be lawfully communicated (“relevant persons”). The investment to which this document relates is available only to relevant persons. Any person who is not a relevant person should not act or rely on this document.

Disclaimer

This presentation contains certain statements that constitute forward-looking statements. Examples of such statements include, but are not limited to, statements regarding the design, scope, initiation, conduct and results of our research and development programs; our plans and objectives for future operations; and the potential benefits of our products and technologies. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “estimates,” “potential” or “continue” or the negative thereof or other comparable terminology. These statements involve a number of risks and uncertainties that could cause actual results and the timing of events to differ materially from those anticipated by these forward-looking statements. These risks and uncertainties include a variety of factors, some of which are beyond our control. All forward-looking statements and reasons why actual results may differ are based on information available to us when initially made, and we assume no obligation to update these forward-looking statements or provide reasons why actual results might differ or the information set forth herein.

In addition, we do not make any representations or warranties, express or implied, with regard to the information included in this presentation of any other related document or information disclosed or furnished in connection thereto, including, without limitation, with respect to the accuracy, reliability, completeness or its sufficiency for any particular purpose. This information is proprietary and confidential of Weebit and is provided on a confidential basis and may not be disclosed or used without our prior written consent. You acknowledge that the disclosure and use of the information may be further prohibited under applicable securities or other laws.

This presentation is made for informational purposes only and does not constitute an offer to sell any interest in Weebit not does it form the basis of any contract or agreement between the parties.

Third party data

This presentation includes or is otherwise based on information obtained from publicly available information including industry analyst firms and other information publicly released by corporations and government departments. Weebit has not independently verified or audited this information. Accordingly, the accuracy and completeness of such information is not guaranteed. This data has been accurately reproduced and, as far as Weebit is aware, no facts have been omitted that would render the information provided inaccurate or misleading. Investors should note that market data is inherently predictive and subject to uncertainty and is not necessarily reflective of actual market, industry and macroeconomic conditions. Specifically, there is no assurance that any of the forecasts or projections will be achieved. Forecasts and projections involve risks and uncertainties and are subject to change based on various factors, including those discussed above.

AI assistant

WEEBIT NANO LTD — Investor Presentation 2026

66042_rns_2026-03-25_ee70f879-4394-43c9-858f-b4b603f3cd48.pdf

Accelerating commercial progress & AI innovation March 2026

Important notice and disclaimer

IMPORTANT: You are advised to read the following carefully before making any use of the information contained in this presentation.

SUMMARY INFORMATION

NO OFFER, ADVICE OR RECOMMENDATION

Important notice and disclaimer

NOT FOR RELEASE TO U.S. WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES

FINANCIAL DATA

Important notice and disclaimer

PAST PERFORMANCE

INVESTMENT RISKS

FORWARD-LOOKING STATEMENTS

Important notice and disclaimer

MARKET DATA

DISCLAIMER

Important notice and disclaimer

The JLMs and their respective Beneficiaries:

You acknowledge and agree that:

Important notice and disclaimer

EFFECT OF ROUNDING

GENERAL

Important notice and disclaimer

ACKNOWLEDGEMENT AND AGREEMENT

Executive summary

Use of proceeds – Overview

Overview

Team

Tools and infrastructure

Outcomes

Total

Capital to support and accelerate parallel customer commercialisation

Illustrative customer engagement and commercialisation process

Introduction & sales engagement

Design & technology transfer

Team involvement

Strengthening each leg of the commercialisation process

Investment highlights

Weebit Nano owns the only independent, qualified, scalable ReRAM IP positioned to power the next generation of edge and AI chips, with early contract win momentum and a well credentialed leadership

AI applications: Critical role of Weebit’s ReRAM technology

AI adoption driving demand growth

Weebit’s accelerating commercialisation

Weebit overview: Leading vendor of ReRAM IP

Advanced Non-Volatile Memory (NVM) now entering production

Founded: 2015

Business model

Fast-growing markets

ASX: WBT

R&D partner

Proven, protected technology

S&P/ASX 300

Why is Weebit Nano’s ReRAM technology superior

<28nm

Customer opportunities: current progress and growth pipeline

Multiple current commercial deals (including Tier 1 IDMs) in evaluation with strong pipeline for new customer wins

JAN-2025

SEP-2021

OCT-2023

DEC-2025

Case study: Texas Instruments licenses Weebit ReRAM IP

Reinforces Weebit’s position as the leading independent provider of ReRAM technology

IP business model benefits

Benefits of IP model to foundries and fabless designers

Benefits of model to IDMs

Market opportunity: Weebit Nano’s opportunity in ReRAM

ReRAM enabling innovation in AI

The journey to new AI architectures with ReRAM

Today’s two chip solution

Single chip (embedded ReRAM)

Use case deep dive: Why is ReRAM needed for edge AI

Benefits of ReRAM for edge AI

Growth in edge AI

Equity raising

Capital position and sources and uses

Well funded to capitalise on growth, with significant growth in revenue and cash receipts

Sources & Uses – Underwritten Placement

Weebit recent cash inflows and revenues (A$m)

Equity raising offer summary

WEEBIT NANO LTD Investor Presentation 2026