XSTATE RESOURCES LIMITED — Board/Management Information 2025

Apr 6, 2025

ABN 96 009 217 154

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7 April 2025

Announcement to ASX

Electronic lodgement

APPOINTMENT OF MANAGING DIRECTOR

Xstate Resources Limited ( ASX:XST ) ( Xstate or the Company ) is pleased to advise that Mr Andrew Bald has been appointed as the Company’s Managing Director.

Mr Bald has been a Non-execu�ve Director of Xstate since his appointment in June 2022, bringing valuable experience gained over 35+ years’ experience in oil & gas and financial markets. Mr Bald is the founder and execu�ve director of Panthea Capital, a bou�que corporate advisory company that specialises in raising capital for ASX listed companies, advising companies in rela�on to lis�ngs (IPOs) and providing strategic planning, risk management and financing advice. He has served as both an Execu�ve Director, Non-execu�ve Director and company secretary for a number of other ASX listed companies.

With increased opera�onal ac�vity in 2025 resul�ng from the acquisi�on of an controlling interest in the Diona Project, Mr Bald has been appointed as Managing Director to lead the company forward in pursuit of its strategic objec�ves targe�ng explora�on success at the Diona Project, and for the acquisi�on of further development of explora�on projects in future. The Board considered Mr Bald’s experience in oil & gas and financial markets to be a solid founda�on for Company growth.

The key terms of Mr Bald’s appointment are set out in Annexure A. Further to Mr Bald’s appointment, current Execu�ve Chairman, Andrew Childs’ role has transi�oned to a Non-execu�ve capacity.

Incoming Managing Director, Andrew Bald stated “ The Diona project will be transformational for Xstate. As a majority working interest holder (51%) and operator, we will be in control of drilling the Diona-1 well, a critical and important change in the nature of our business moving forward.

We have worked closely with the team at Elixir and we have high hopes for the successful drilling of the Diona-1 well and for the greater project as a whole. Our technical experts here at Xstate have also done a wonderful job in reviewing the target and I have every faith in their abilities.

If the shareholders approve the acquisition, we hope to be drilling in the 3[rd] quarter of 2025. I am very much looking forward to creating significant value for our shareholders.”

This release was approved by the Board of Xstate Resources Limited

Andrew Bald

Managing Director

About Xstate Resources Limited: Xstate Resources ( ASX:XST ) is an ASX listed company focused on the oil and gas sector. The Company has oil produc�on interests in Austria, and, subject to approval at an upcoming shareholder mee�ng, explora�on assets located in Queensland, Australia and in the Sacramento Basin, California.

www.xstateresources.com.au

Annexure A

Summary of key terms of employment

1. Term

Mr Bald’s employment as Managing Director will commence on 4 April 2025, and his appointment will con�nue on an ongoing basis un�l terminated by either party (see sec�on 3 below).

2. Fixed remunera�on

Annual salary of $235,000, excluding GST and inclusive of statutory superannua�on where applicable.

Mr Bald will be engaged on a 0.6 FTE basis and the salary disclosed above takes into account this basis.

3. Incen�ve remunera�on

Mr Bald is not presently en�tled to any incen�ve remunera�on.

4. Termina�on

The Company and Mr Bald each has the capacity to terminate the employment agreement by giving a 3-month termina�on no�ce.

The agreement may also be terminated without no�ce and without compensa�on if either party to the agreement commits a serious or persistent breach of any of the provisions of the agreement; becomes bankrupt; or goes into liquida�on, has a receiver or liquidator appointed or passes a resolu�on to wind up either party.

representa�ons and warran�es.

5. Outside ac�vity

Xstate has consented to Mr Bald having involvement in certain prescribed outside interests including Non-execu�ve Director roles and con�nuing corporate services ac�vi�es with Panthea Capital Pty Ltd.