WHITEHAWK LIMITED — Share Issue/Capital Change 2023

May 11, 2023

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

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

WHITEHAWK LIMITED

Date of this announcement

Friday May 12, 2023

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	Stock Appreciation Rights	25,029,711	12/05/2023
to be confirmed

Refer to next page for full details of the announcement

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

1 / 7

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

==> picture [21 x 22] intentionally omitted <==

Part 1 - Entity and announcement details

1.1 Name of entity

WHITEHAWK LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ABN

Registration number

97620459823

1.3 ASX issuer code

WHK

1.4 The announcement is

==> picture [8 x 8] intentionally omitted <==

New announcement

1.5 Date of this announcement

12/5/2023

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

2 / 7

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

Part 2 - Issue details

==> picture [21 x 22] intentionally omitted <==

2.1 The +securities the subject of this notification are:

==> picture [8 x 8] intentionally omitted <==

Other

Please specify

Other securities issued that are not intended to be quoted on ASX

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

==> picture [8 x 9] intentionally omitted <==

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

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

3 / 7

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

==> picture [21 x 22] intentionally omitted <==

Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

==> picture [495 x 570] intentionally omitted <==

----- Start of picture text -----

New +securities
ASX +security code +Security description
New class - code to be confirmed Stock Appreciation Rights
+Security type ISIN code
Other
Date the +securities the subject of this notification were issued
12/5/2023
Will all the +securities issued in this class rank equally in all respects from their issue date?
No
If some of the issued +securities do not rank equally:
Is the actual date from which the +securities will rank
equally (non-ranking end date) known?
No
Provide the estimated non-ranking end period
Upon satisfaction of achieving specific milestones and vesting of Stock Appreciation Rights (SAR) units.
Please state the extent to which the +securities do not rank equally:
In relation to the next dividend, distribution or interest payment; or
For any other reason
No voting rights, no dividend rights unless SAR units are converted to ordinary shares.
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
https://www.asx.com.au/asxpdf/20230406/pdf/45nfs5dyr63k4g.pdf
Any other information the entity wishes to provide about the +securities the subject of this notification
Approved by shareholders on 10 May 2023.
Please provide any further information needed to understand the circumstances in which you are notifying the
issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to
the market in an Appendix 3B
Issue of 25,029,711 Stock Appreciation Rights (SAR) units to Terry Roberts, Executive Chair of the Company as
approved by shareholders on 10 May 2023.
----- End of picture text -----

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

4 / 7

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

Issue details

==> picture [21 x 22] intentionally omitted <==

Number of +securities

25,029,711

Were the +securities issued for a cash consideration?

==> picture [9 x 8] intentionally omitted <==

No

Please describe the consideration being provided for the +securities

Issued under the Stock Appreciation Rights Agreement, of which material terms of the agreement is set out in the Notice of Annual General Meeting released to ASX on 6 April 2023.

Purpose of the issue

Other

Additional Details

Please refer to the Notice of Annual General Meeting released to ASX on 6 April 2023.

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

5 / 7

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

==> picture [21 x 22] intentionally omitted <==

Part 4 - +Securities on issue

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

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

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

	Total number of
ASX +security code and description	+securities on issue
WHK : ORDINARY FULLY PAID	248,291,349

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

	Total number of
ASX +security code and description	+securities on issue
WHKAI : PERFORMANCE RIGHTS	1,285,480
WHKAO : OPTION EXPIRING 24-SEP-2024 EX $0.30	5,000,000
New class - code to be confirmed : Stock Appreciation Rights	25,029,711

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

6 / 7

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

==> picture [21 x 22] intentionally omitted <==

Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? Yes

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

14

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

7 / 7