ASX release 21 May 2025 CLEANSING NOTICE 21 May 2025 Market Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000 By e-lodgement ASX Code: MYS Dear Sir / Madam MyState Limited (“MyState”) – issue of A$100,000,000 Subordinated Medium Term Notes due 21 May 2035 (“Subordinated Notes”) Notice under section 708(12H)(e) of the Corporations Act 2001 (Cth) (“Act”) as insered by ASIC Corporations (Regulatory Capital Securities) Instrument 2016/71 (“Instrument”) 1. MyState will issue the Subordinated Notes today. Offers of the Subordinated Notes do not require disclosure to investors under Part 6D.2 of the Act. 2. The terms and conditions of the Subordinated Notes attached to this notice as Annexure A (“Conditions”) are set out on pages 45 to 91 of the Information Memorandum relating to MyState’s Debt Issuance Programme dated 1 November 2021 (“Information Memorandum”), as supplemented by the Pricing Supplement dated 15 May 2025, the form of which is attached to this notice as Annexure B (“Pricing Supplement”). 3. The Subordinated Notes are expected to be treated as Tier 2 regulatory capital under the capital adequacy framework as implemented in Australia by the Australian Prudential Regulation Authority (“APRA”). 4. If APRA determines that MyState is or would become non-viable, the Subordinated Notes may be: (a) Converted into fully paid ordinary shares in the capital of MyState; or (b) immediately and irrevocably Written-off (and rights attaching to the Subordinated Notes terminated) if for any reason Conversion does not occur within five ASX Business Days of APRA notifying MyState of the determination, in accordance with the Conditions. 3471-6529-1065v2 5. In order to enable ordinary shares in the capital of MyState to be issued on Conversion without disclosure under Chapter 6D of the Act, MyState has elected to give this notice under section 708A(12H)(e) of the Act as inserted by the Instrument. The Conditions and the information in the attached Schedule are included in, and form part of, this notice. 6. MyState confirms that: 7. (a) the information in this notice remains current as at today’s date; (b) this notice complies with section 708A of the Act, as notionally modified by the Instrument; and (c) this notice complies with the content requirements of section 708A(12I) of the Act as inserted by the Instrument. Unless otherwise defined, capitalised expressions used in this notice have the meanings given to them in the Conditions or Pricing Supplement. Yours sincerely Scott Lukianenko Company Secretary MyState Limited NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES This market announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any other jurisdiction. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration. Authorised MyState Limited Board About MyState Limited Registered Office: 137 Harrington Street, Hobart 7000 MyState Limited is the ASX-listed (MYS) non-operating holding company of the diversified financial services group consisting of MyState Bank, Auswide Bank, SelfCo and TPT Wealth. MyState Bank and Auswide Bank are regulated by the Australian Prudential Regulatory Authority. MyState Bank, TPT Wealth and Auswide Bank hold Australian Financial Services Licences issued by the Australian Securities and Investments Commission. Investor Enquiries Gary Dickson, Chief Financial Officer, 0417 378 847 or gary.dickson@mystatelimited.com.au 3471-6529-1065v2 page 2 SCHEDULE A Effect on MyState of the offer of the Subordinated Notes The issuance of the Subordinated Notes is expected to raise Tier 2 regulatory capital to satisfy MyState’s regulatory requirements and maintain the diversity of MyState’s sources and types of capital funding. The proceeds from the issue of the Subordinated Notes will be used for general corporate purposes. Those proceeds, less the costs of the issue, will be classified as Other Borrowings in the financial statements of MyState and will be eligible Tier 2 regulatory capital. The issue of the Subordinated Notes will not have a material impact on MyState’s financial position. The proceeds of the issue, less the costs of the issue, are expected to increase MyState’s total capital ratio on a Level 2 basis by less than 2.10%. B Rights and liabilities attaching to the Subordinated Notes The rights and liabilities attaching to the Subordinated Notes are set out in the Conditions as supplemented by the Pricing Supplement. C Effect on MyState of the issue of the ordinary shares if the Subordinated Notes are required to be converted1 A key feature of APRA’s requirements for Tier 2 regulatory capital instruments is that they absorb losses at the point of non-viability of the issuer. The Conditions include provisions that require the Subordinated Notes to be Converted into ordinary shares in the capital of MyState or Written-off on the occurrence of a Non-Viability Trigger Event. A Non-Viability Trigger Event will occur when APRA notifies MyState in writing that it believes that relevant non-viability circumstances (as described in the definition of “Non-Viability Trigger Event” in the Conditions) subsist, which could occur at any time. If a Non-Viability Trigger Event occurs and MyState Converts the Subordinated Notes and issues ordinary shares to Holders (as required under the Conditions), the effect of Conversion on MyState would be to reduce Other Borrowings by the principal amount, less any unamortised costs of the issue, of the Subordinated Notes being Converted and increase MyState’s shareholders’ equity (ordinary share capital) by a corresponding amount. APRA has not provided extensive guidance as to how it would determine non-viability. Non-viability could be expected to include serious impairment of MyState’s financial position, concerns about its capital, funding or liquidity levels and/or insolvency. We note that APRA has recently indicated that it may regard non-viability as occurring before an authorised deposit-taking institution (ADI) is at risk of becoming insolvent.2 The number of ordinary shares issued on Conversion is variable, but is limited to the Maximum Conversion Number. Limiting the number of ordinary shares which may be issued to the Maximum Conversion Number means that it is likely that Holders will receive a number of ordinary shares that 1 2 If, in accordance with the Conditions, MyState is replaced by an Approved Successor as debtor of the Subordinated Notes and the issuer of ordinary shares, Subordinated Notes may be Converted into fully paid ordinary shares in the capital of an Approved Successor in accordance with the Conditions. This notice also enables ordinary shares in the capital of an Approved Successor which is a NOHC for the purposes of the Banking Act 1959 (Cth) and the ultimate holding company of MyState issued on Conversion to be sold without disclosure under Chapter 6D of the Act. Refer to the Conditions and the Instrument for further information. APRA, “Response to Submissions – Loss Absorbing Capacity” (9 July 2019). 3471-6529-1065v2 have a market value that is significantly less than the Outstanding Principal Amount of the Subordinated Notes. The Maximum Conversion Number is calculated based on a VWAP set to reflect 20% of the Issue Date VWAP. The Maximum Conversion Number may be adjusted to reflect a consolidation, division or reclassification or pro rata bonus issue, of ordinary shares. However, no adjustment will be made to it on account of other transactions which may affect the price of ordinary shares, including for example, rights, issues, returns of capital, buy-backs or special dividends. The Maximum Conversion Number is 12,787.7238 MyState ordinary shares per Subordinated Note (with a nominal value of A$10,000), based on the Issue Date VWAP of A$3.91. If Conversion of any Subordinated Notes does not occur for any reason within five ASX Business Days after the occurrence of the Non-Viability Trigger Event, the Subordinated Notes will be written-off, and all corresponding rights and claims of Holders under the Conditions (including with respect to payments of interest, the repayment of the Outstanding Principal Amount and upon Conversion, the receipt of ordinary shares) will be immediately and irrevocably written-off and terminated with effect on and from the Non-Viability Triger Event Date in accordance with the Conditions, and investors will lose all or some of their investment and will not receive any compensation. D Rights and liabilities attaching to the ordinary shares in the capital of MyState MyState is a publicly listed company formed in September 2009 following the merger of MyState and Tasmanian Perpetual Trustees Limited. MyState’s constitution was most recently amended at the general meeting held on 16 October 2014 (“Constitution”, as amended from time to time). The ordinary shares in the capital of MyState are admitted to trading on ASX. The rights attaching to the ordinary shares in the capital of MyState are set out in the Act and the Constitution. In addition, the rights and liabilities attaching to the ordinary shares in the capital of MyState are described on pages 92 and 108 of the 2024 MyState Annual Report3. The Annual Report was released to ASX on 20 September 2024 and may be viewed at www.asx.com.au, and is also available on the MyState website at https://www.mystatelimited.com.au/home/?page=reports. E Additional information Information about the Subordinated Notes is contained in the Conditions and the Pricing Supplement. MyState is a disclosing entity for the purposes of the Act and, as a result, is subject to regular reporting and disclosure obligations under the Act and the ASX Listing Rules. In addition, MyState must notify ASX immediately (subject to certain exceptions) if it becomes aware of information about MyState that a reasonable person would expect to have a material effect on the price or value of its listed securities, including ordinary shares in the capital of MyState. Copies of documents lodged with the Australian Securities and Investments Commission (“ASIC”) can be obtained from, or inspected at, an ASIC office and MyState’s ASX announcements may be viewed on www.asx.com.au. Any person has the right to obtain copies of: • 3 MyState’s annual financial reports; and If in accordance with the Conditions, MyState is replaced by an Approved Successor as debtor of the Subordinated Notes and the issuer of ordinary shares, then on Conversion Holders will be issued with fully paid ordinary shares in the capital of the Approved Successor. 3471-6529-1065v2 page 2 • any continuous disclosure notices given by MyState after the lodgement of the 2024 MyState Annual Report, but before the date of this notice, from https://www.mystatelimited.com.au/home/?page=asx-announcements, or by request made in writing to MyState at: MyState Limited Level 2 137 Harrington Street Hobart TAS 7000 Australia 3471-6529-1065v2 page 3 ANNEXURE A Terms and Conditions of the Subordinated Notes (extracted from Information Memorandum dated 1 November 2021) 3471-6529-1065v2 Conditions of the Subordinated Notes (MyState Limited) The following are the Conditions which, as supplemented, amended, modified or replaced by the relevant Pricing Supplement, will apply to the Subordinated Notes. References to a “Pricing Supplement” in these Conditions do not limit the provisions which may be supplemented, amended, modified or replaced by the Pricing Supplement in relation to a particular Series of Subordinated Notes. Terms used in the relevant Pricing Supplement will, unless the contrary intention appears, have the same meaning where used in these Conditions but will prevail to the extent of any inconsistency. Each Holder, and each person claiming through or under each such Holder, is bound by, and is deemed to have notice of, the provisions of the relevant Deed Poll and these Conditions (including any relevant Pricing Supplement). Each such person is also deemed to have notice of the Information Memorandum. Copies of each of these documents are available for inspection by the Holder during normal business hours at the Specified Office of the Issuer and the Registrar. 1 Interpretation 1.1 Definitions Unless the contrary intention appears: Additional Amount means an additional amount payable by the Issuer under Condition 14.2(“Withholding tax”); Additional Tier 1 Capital has the meaning given to it in the Prudential Standards; Agency Agreement means: (a) the agreement entitled “Agency and Registry Services Agreement” dated 24 June 2015 between the Issuer and Perpetual Corporate Trust Limited (ABN 99 000 341 533); (b) any other agreement between the Issuer and a Registrar in relation to the establishment and maintenance of a Register (and/or the performance of any payment or other duties) for any issue of Subordinated Notes; and (c) any other agency agreement between the Issuer and an agent in connection with any issue of Subordinated Notes; Agent means each of the Registrar, the Calculation Agent and any additional agent appointed under an Agency Agreement, or any of them as the context requires; Alternative Base Rate means a rate (expressed as a percentage per annum) other than the Base Rate that is generally accepted in the market for floating rate securities denominated in the Specified Currency of a tenor and interest period comparable to that of the relevant Note, or if the Calculation Agent is not able, after making reasonable efforts, to ascertain such rate, or there is no such rate: (a) a reference rate that is, in the Calculation Agent’s opinion, appropriate to floating rate debt securities denominated in the Specified Currency of a tenor and interest period most comparable to that of the relevant Note; or (b) such other reference rate as the Calculation Agent considers appropriate having regard to available comparable indices; Approved Replacement Notice has the meaning given in Condition 6.14(a); Approved Successor means a holding company that replaces, or is proposed to replace, the Issuer as the ultimate holding company of the MyState Group and that satisfies the following requirements: 45 (a) the proposed successor holding company complies with all applicable legal requirements and obtains any necessary regulatory approvals (including, to the extent required, APRA’s prior written approval); (b) the proposed successor holding company agrees to take any necessary action to give effect to an amendment to the Conditions as contemplated in Condition 6.14 (“Amendment of Conditions relating to Conversion for successor holding company”); (c) the ordinary shares of the proposed successor holding company are to be listed, quoted and/or traded on the ASX or any internationally recognised stock or securities exchange; (d) the proposed successor holding company has a place of business in Australia or has appointed a process agent in the relevant State or Territory to receive service of process on its behalf in relation to any legal proceedings arising out of or in connection with the Subordinated Notes; (e) the proposed successor holding company has, in the reasonable opinion of the Issuer, the financial capacity to perform the Issuer’s obligations under these Conditions and the Deed Poll; and (f) the proposed replacement of the Issuer and the requirements described in paragraphs (a) to (c) would not, in the reasonable opinion of the Issuer, otherwise materially and adversely affect the interests of Holders; Approved Successor Share has the meaning given in Condition 6.14 (“Amendment of Conditions relating to Conversion for successor holding company”); APRA means the Australian Prudential Regulation Authority; Assets means, in respect of the Issuer, its total non-consolidated gross assets as shown by the latest published audited accounts of the Issuer, but adjusted for events subsequent to the date of such accounts in such manner and to such extent as two authorised signatories of the Issuer, or if the Issuer is in Winding-Up, the Liquidator, may determine to be appropriate; ASX means the Australian securities exchange operated by ASX Limited (ABN 98 008 624 691); ASX Business Day has the meaning given to it in the ASX Listing Rules; ASX Listing Rules means the listing rules of ASX from time to time with any modifications or waivers in their application to the Issuer, which ASX may grant; Austraclear means Austraclear Ltd (ABN 94 002 060 773); Austraclear Regulations means the regulations known as the “Austraclear Regulations”, together with any instructions or directions (as amended or replaced from time to time), established by Austraclear to govern the use of the Austraclear System and binding on the participants in that system; Austraclear System means the clearing and settlement system operated by Austraclear in Australia for holding securities and electronic recording and settling of transactions in those securities between participants of that system; Australian Tax Act means the Income Tax Assessment Act 1936 of Australia and, where applicable, the Income Tax Assessment Act 1997 of Australia; 46 Bank Bill Rate means for an Interest Period: (a) the rate (expressed as a percentage per annum) designated “BBSW” in respect of prime bank eligible securities having a tenor closest to the Interest Period, which rate ASX (or its successor as administrator of that rate) publishes through information vendors at approximately 10:30am, (Sydney time) (or such other time at which such rate is accustomed to be so published) on the first day of the Interest Period; or (b) if the Calculation Agent determines that such rate (expressed as a percentage per annum) as is described in paragraph (a) above: (i) is not published by the Cut-Off Time (other than on account of a Base Rate Disruption Event); or (ii) is published, but is affected by an obvious error, such other rate (expressed as a percentage per annum) that the Calculation Agent determines having regard to comparable indices then available; Base Rate means, where the relevant Pricing Supplement specifies as the basis for determining the Base Rate: (a) “ISDA Determination”, the ISDA Rate; (b) “Screen Rate Determination”, the Screen Rate; and (c) “Bank Bill Rate Determination”, the Bank Bill Rate, or such other rate as is specified in the relevant Pricing Supplement; Base Rate Disruption Event means that, in respect of a Floating Rate Note for which the Pricing Supplement specifies “Screen Rate Determination” or “Bank Bill Rate Determination” as the basis for determining the Base Rate, in the Calculation Agent’s opinion, the Base Rate: (a) has been discontinued or otherwise ceased to be calculated or administered; or (b) is no longer generally accepted as a reference rate appropriate to floating rate debt securities denominated in the Specified Currency of a tenor and interest period comparable to that of that Floating Rate Note; Business Day means: (a) if a Subordinated Note held in a Clearing System is to be issued or a payment made in respect of a Subordinated Note held in a Clearing System on that day, a day on which each Clearing System for the relevant Subordinated Note is operating; (b) a day (not being a Saturday, Sunday or public holiday) on which banks are open for general banking business in Sydney and Hobart; and (c) and in each (if any) Relevant Financial Centre specified in the Pricing Supplement (not being a Saturday, Sunday or public holiday in that place); Business Day Convention means a convention for adjusting any date if it would otherwise fall on a day that is not a Business Day and the following conventions, where specified in the Pricing Supplement in relation to any date applicable to any Subordinated Note, have the following meanings: (a) Floating Rate Convention means that the date is postponed to the next following day which is a Business Day unless that day falls in the next calendar month, in which event: (i) that date is brought forward to the first preceding day that is a Business Day; and 47 (ii) each subsequent Interest Payment Date is the last Business Day in the month which falls the number of months or other period specified as the Interest Period in the Pricing Supplement after the preceding applicable Interest Payment Date occurred; (b) Following Business Day Convention means that the date is postponed to the first following day that is a Business Day; (c) Modified Following Business Day Convention or Modified Business Day Convention means that the date is postponed to the first following day that is a Business Day unless that day falls in the next calendar month in which case that date is brought forward to the first preceding day that is a Business Day; (d) Preceding Business Day Convention means that the date is brought forward to the first preceding day that is a Business Day; and (e) No Adjustment means that the relevant date must not be adjusted in accordance with any Business Day Convention. If no convention is specified in the Pricing Supplement, the Following Business Day Convention applies. Different conventions may be specified in relation to, or apply to, different dates; Calculation Agent means, in respect of a Subordinated Note, the person specified in the Pricing Supplement as the party responsible for calculating the Interest Rate and other amounts required to be calculated under these Conditions. If no person is specified in the Pricing Supplement, the Calculation Agent shall be the Issuer; Calculation Period has the meaning given in the definition of “Day Count Fraction” below; CHESS means the Clearing House Electronic Sub-register System operated by ASX Settlement Pty Limited (ABN 49 008 504 532); Clearing System means: (a) the Austraclear System; or (b) any other clearing system outside Australia specified in the Pricing Supplement; Code means the United States Internal Revenue Code of 1986; Common Equity Tier 1 Capital has the meaning given to it in the Prudential Standards; Conditions means, in relation to a Subordinated Note, these terms and conditions as amended, supplemented, modified or replaced by the Pricing Supplement applicable to such Subordinated Note and references to a particular numbered Condition shall be construed accordingly; Conversion means, upon the occurrence of a Non-Viability Trigger Event, the conversion of all or some Subordinated Notes (or a percentage of the Outstanding Principal Amount of each Subordinated Note) into Ordinary Shares of the Issuer in accordance with, and subject to, these Conditions, and “Convert”, “Converting” and “Converted” shall have corresponding meanings; Conversion Date means the applicable Non-Viability Trigger Event Date; Conversion Number has the meaning given in Condition 6.1 (“Conversion”); Cum Value has the meaning given in Condition 6.2(a) (“Adjustments to VWAP generally”); 48 Cut-Off Time means: (a) if “Screen Rate Determination” is specified in the Pricing Supplement as the manner in which the Interest Rate is to be determined, the time that is 15 minutes after the Relevant Time, or such other time as is specified in the Pricing Supplement; or (b) if “Bank Bill Rate Determination” is specified in the Pricing Supplement as the manner in which the Interest Rate is to be determined, midday or such other time as is specified in the Pricing Supplement; Day Count Fraction means, in respect of the calculation of interest on a Subordinated Note for any period of time (“Calculation Period”), the day count fraction specified in the Pricing Supplement and: (a) (b) if “Actual/Actual (ICMA)” is so specified, means: (i) where the Calculation Period is equal to or shorter than the Regular Period during which it falls, the actual number of days in the Calculation Period divided by the product of (1) the actual number of days in such Regular Period, and (2) the number of Regular Periods normally ending in any year; and (ii) where the Calculation Period is longer than one Regular Period, the sum of: (1) the actual number of days in such Calculation Period falling in the Regular Period in which it begins divided by the product of (1) the actual number of days in such Regular Period and (2) the number of Regular Periods in any year; and (2) the actual number of days in such Calculation Period falling in the next Regular Period divided by the product of (1) the actual number of days in such Regular Period, and (2) the number of Regular Periods normally ending in any year; if “Actual/Actual” or “Actual/Actual (ISDA)” is so specified, means the actual number of days in the Calculation Period divided by 365 (or, if any portion of the Calculation Period falls in a leap year, the sum of: (i) the actual number of days in that portion of the Calculation Period falling in a leap year divided by 366; and (ii) the actual number of days in that portion of the Calculation Period falling in a non-leap year divided by 365); (c) if “Actual/365 (Fixed)” is so specified, means the actual number of days in the Calculation Period divided by 365; (d) if “Actual/360” is so specified, means the actual number of days in the Calculation Period divided by 360; (e) if “30/360”, “360/360” or “Bond Basis” is so specified, means the number of days in the Calculation Period divided by 360 calculated on a formula basis as follows: Day Count Fraction = [360 x (Y2 -Y1)] + [30 x (M2 -M1)]+ (D2 -D1) 360 where: “Y1” is the year, expressed as a number, in which the first day of the Calculation Period falls; 49 (f) “Y2” is the year, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “M1” is the calendar month, expressed as a number, in which the first day of the Calculation Period falls; “M2” is the calendar month, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “D1” is the first calendar day, expressed as a number, of the Calculation Period, unless such number would be 31, in which case D1 will be 30; and “D2” is the calendar day, expressed as a number, immediately following the last day included in the Calculation Period, unless such number would be 31 and D1 is greater than 29, in which case D2 will be 30; if “30E/360” or “Eurobond basis” is so specified, means the number of days in the Calculation Period divided by 360 calculated on a formula basis as follows: Day Count Fraction = [360 x (Y2 -Y1)] + [30 x (M2 -M1)]+ (D2 -D1) 360 where: (g) “Y1” is the year, expressed as a number, in which the first day of the Calculation Period falls; “Y2” is the year, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “M1” is the calendar month, expressed as a number, in which the first day of the Calculation Period falls; “M2” is the calendar month, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “D1” is the first calendar day, expressed as a number, of the Calculation Period, unless such number would be 31, in which case D1 will be 30; and “D2” is the calendar day, expressed as a number, immediately following the last day included in the Calculation Period, unless such number would be 31 and D1 is greater than 29, in which case D2 will be 30; if “30E/360 (ISDA)” is so specified, means the number of days in the Calculation Period divided by 360, calculated on a formula basis as follows: Day Count Fraction = [360 x (Y2 -Y1)] + [30 x (M2 -M1)]+ (D2 -D1) 360 where: “Y1” is the year, expressed as a number, in which the first day of the Calculation Period falls; “Y2” is the year, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “M1” is the calendar month, expressed as a number, in which the first day of the Calculation Period falls; “M2” is the calendar month, expressed as a number, in which the day immediately following the last day included in the Calculation Period falls; “D1” is the first calendar day, expressed as a number, of the Calculation Period, unless (i) that day is the last day of February or (ii) such number would be 31, in which case D1 will be 30; and 50 “D2” (h) (i) is the calendar day, expressed as a number, immediately following the last day included in the Calculation Period, unless (i) that day is the last day of February but not the Maturity Date or (ii) such number would be 31, in which case D2 will be 30; if “RBA Bond Basis” or “Australian Bond Basis” is so specified, means one divided by the number of Interest Payment Dates in a year (or where the Calculation Period does not constitute an Interest Period, the actual number of days in the Calculation Period divided by 365 (or, if any portion of the Calculation Period falls in a leap year, the sum of: (i) the actual number of days in that portion of the Calculation Period falling in a leap year divided by 366; and (ii) the actual number of days in that portion of the Calculation Period falling in a non-leap year divided by 365)); and any other day count fraction specified in the Pricing Supplement; Deed Poll means: (a) the deed poll entitled “Note Deed Poll” dated 24 June 2015; (b) such other deed poll that supplements, amends, amends and restates, modifies or replaces the deed poll referred to above, or which is otherwise acknowledged in writing to be a deed poll for the purposes of the Programme, and in each case, executed by the Issuer and M