Notice of AGM

In brief · summary, not quotable

Aura Energy Limited announced its Annual General Meeting (AGM) will be held on November 25, 2025, in Perth and virtually. Shareholders will vote on several key resolutions, including the re-election and election of directors, ratification of prior placement shares, and approval of an employee securities incentive plan. A key proposal involves granting Philip Mitchell up to 6,311,688 zero-priced incentive options as part of his remuneration, vesting upon meeting performance measures and share price targets by June 30, 2030. Additionally, the company proposes granting an aggregate of 1,146,414 shares to directors Bryan Dixon (259,740 shares), Patrick Mutz (259,740 shares), Warren Mundine (259,740 shares), and Philip Mitchell (367,194 shares) as part of their FY25 incentive-based remuneration.

Full announcement

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Aura Energy Limited (ASX: AEE, AIM: AURA) ("Aura", the "Company") advises that its Notice of Annual General Meeting ("AGM") and Proxy Forms will be issued to shareholders today and are available on the Company's website at: https://www.auraenergy.com.au/

The Annual General Meeting of the Company will be held at the offices of Thomson Geer, Level 29, Central Park Tower, 152-158 St Georges Terrace, Perth WA 6000 and virtually via the Company's online meeting platform

(https://us02web.zoom.us/j/84122872531?pwd=bp7nj5c53HPrsAAbRrj5ltiah2TXCZ.1) on Tuesday, 25 November 2025 at 4:00pm AWST (9:00am GMT). There will be no online voting at the meeting.

Any updates will be included on the Company's website and through a Regulatory Information Service. Shareholders are strongly encouraged to submit their votes by proxy as soon as possible, appointing the Chairperson of the AGM as their proxy, so that their votes can be taken into account. There will be no online voting at the meeting.

If you are unable to attend the AGM in person, please register for the meeting in advance should you wish to attend it virtually using the link provided above.

Business of the AGM

The meeting will seek approval for, inter alia:

Remuneration Report
Re-election of Mr Bryan Dixon as Director
Re-election of Mr Warren Mundine AO as Director
Election of Mr Ousmane Kane as Director
Election of Ms Michelle Ash as Director
Ratify prior issue of Placement Shares under Listing Rule 7.1A
Approval of Employee Securities Incentive Plan
Issue of Incentive Options to Mr Philip Mitchell
Issue of FY25 Shares to Mr Bryan Dixon
Issue of FY25 Shares to Mr Patrick Mutz
Issue of FY25 Shares to Mr Warren Mundine AO
Issue of FY25 Shares to Mr Philip Mitchell
Approval of 10% Placement Facility

Proposed Grant of Options to Director

Ordinary resolutions will be proposed at the AGM pursuant to which shareholders will be asked to approve the grant of options to a Director of the Company.

Mr Philip Mitchell is proposed to be granted an aggregate of up to 6,311,688 zero priced incentive options ("Executive Incentive Options") as part of his incentive-based remuneration package as Non-Executive Chairman of the Company.

The Executive Incentive Options will only vest and become exercisable if Mr Mitchell remains employed or engaged by the Company, meets challenging performance measures over the three-year performance period commencing 1 July 2025 and the Company achieving a share price gateway during a six month period. The Incentive Options will expire on 30 June 2030.

Proposed grant of FY25 Shares to Directors

An aggregate of 1,146,414 Shares are proposed to be granted to Mr Bryan Dixon (Non-Executive Director), Mr Patrick Mutz (Non-Executive Director), Mr Warren Mundine (Non-Executive Director) and Mr Philip Mitchell (Non-Executive Chairman) (together "Eligible Directors") as part of their long term incentive-based remuneration package and in respect of services provided as non-executive Directors for FY25.

The Company is proposing to issue to the following: