Announcement PDF ALTERITY THERAPEUTICS LIMITED (“the Company”) ABN 37 080 699 065 21 October 2025 ALTERITY THERAPEUTICS LIMITED ANNUAL GENERAL MEETING – NOTICE AND PROXY FORM Dear Shareholders 2025 ANNUAL GENERAL MEETING The Company’s annual general meeting is scheduled to be held at the offices of Deloitte Australia, Level 30, 477 Collins Street, Melbourne, VIC 3000 on Friday, 21 November 2025 at 11:00am (AEDT) (Meeting). In accordance with new provisions under the Corporations Act, the Company will not be sending hard copies of the Notice of Meeting to shareholders unless a shareholder has previously requested a hard copy. The Notice of Meeting can be viewed and downloaded at https://alteritytherapeutics.com/investor-overview/asx-announcements. The Company strongly encourages Shareholders to lodge a directed proxy form prior to the meeting. Questions should also be submitted in advance of the Meeting as this will provide management with the best opportunity to prepare for the Meeting, for example by preparing answers in advance to Shareholders questions. However, votes and questions may also be submitted during the Meeting. Further details of how to participate in the Meeting are set out in the Online Meeting Guide. Please find links to important Meeting documents: Notice of Meeting and Explanatory Memorandum: https://alteritytherapeutics.com/investor-overview/asx-announcements. If you have nominated an email address and have elected to receive electronic communications from the Company, you will also receive an email to your nominated email address with a link to an electronic copy of the important Meeting documents. If you are unable to access any of the important Meeting documents online, please contact the Company Secretary, Abby Macnish Niven, via email at cfo@alteritytx.com. The Company will notify Shareholders via the Company’s website at www.alteritytherapeutics.com and the Company’s ASX Announcement Platform at asx.com.au (ASX:ATH) if changing circumstances impact the planning or arrangements for the Meeting. This announcement is authorised for market release by the Board of Alterity Therapeutics Limited. Yours sincerely, Abby Macnish Niven CFO & Company Secretary 1 Alterity Therapeutics Limited ABN 37 080 699 065 NOTICE OF ANNUAL GENERAL MEETING AND EXPLANATORY MEMORANDUM TO SHAREHOLDERS Date of Meeting: Friday, 21 November 2025 Time of Meeting: 11:00am (Melbourne time) Place of Meeting: Deloitte Australia Offices, Level 30, 477 Collins Street, Melbourne VIC 3000 A Proxy Form is enclosed or has otherwise been provided to you Please read this Notice and Explanatory Memorandum carefully. If you are unable to attend the Annual General Meeting you are encouraged to appoint a proxy to vote on your behalf. 2 Alterity Therapeutics Limited ABN 37 080 699 065 NOTICE OF ANNUAL GENERAL MEETING Notice is given that the Annual General Meeting of Shareholders of Alterity Therapeutics Limited ABN 37 080 699 065 will be held at Deloitte Australia Offices, Level 30, 477 Collins Street, Melbourne VIC 3000 on Friday, 21 November 2025 at 11:00am (Melbourne time) for the purpose of transacting the following business referred to in this Notice of Annual General Meeting. AGENDA Financial reports To receive and consider the financial report of the Company for the year ended 30 June 2025, together with the Directors’ Report and the Auditor's Report as set out in the Annual Report. 1 Resolution 1 – Non-binding resolution to adopt Remuneration Report To consider and, if thought fit, pass the following resolution as a non-binding resolution: "That the Remuneration Report for the year ended 30 June 2025 as set out in the Annual Report be adopted." Note: The vote on this Resolution is advisory only and does not bind the Directors or the Company. Shareholders are encouraged to read the Explanatory Memorandum for further details on the consequences of voting on this Resolution. Voting exclusion statement: The Company will disregard any votes cast on the Resolution by or on behalf of a member of the Key Management Personnel whose remuneration details are included in the Remuneration Report, or their Closely Related Parties. However, the Company need not disregard a vote if: (a) it is cast by a person as a proxy appointed by writing that specifies how the proxy is to vote on the proposed Resolution or the proxy is the Chair of the Meeting and the appointment of the Chair as proxy does not specify the way the proxy is to vote on the resolution and expressly authorises the Chair to exercise the proxy even if the resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel; and (b) it is not cast on behalf of a member of the Key Management Personnel whose remuneration details are included in the Remuneration Report, or their Closely Related Parties. Further, a Restricted Voter who is appointed as a proxy will not vote on the Resolution unless: (a) the appointment specifies the way the proxy is to vote on the Resolution; or (b) the proxy is the Chair of the Meeting and the appointment expressly authorises the Chair to exercise the proxy even though the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel. Shareholders should note that the Chair intends to vote any undirected proxies in favour of the Resolution. Shareholders may also choose to direct the Chair to vote against the Resolution or to abstain from voting. If any of the persons named above purport to cast a vote other than as permitted above, that vote will be disregarded by the Company (as indicated above) and those persons may be liable for breaching the voting restrictions that apply to them under the Corporations Act. 3 2 Resolution 2 – Re-election of Mr Brian Meltzer as a Director To consider and, if thought fit, to pass the following resolution as an ordinary resolution: "That, Mr Brian Meltzer, who retires in accordance with clauses 20.1 and 20.2 of the Constitution, Listing Rule 14.4, and Listing Rule 14.5 and, being eligible for re-election, be re- elected as a Director." 3 Resolution 3 – Ratification of issue of Placement Shares under Listing Rule 7.1 To consider and, if thought fit to pass the following resolution as an ordinary resolution: “That, for the purpose of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 920,874,966 Placement Shares (at an issue price of $0.012 each) on 15 September 2025 to institutional and sophisticated investors under the Placement on the terms and conditions set out in the Explanatory Memorandum.” Voting exclusion statement: The Company will disregard any votes cast in favour of the Resolution by or on behalf of: (a) a person who participated in the issue or is a counterparty to the agreement being approved; or (b) an Associate of those persons. However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an Associate of a person excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 4 Resolution 4 – Ratification of issue of Placement Shares under Listing Rule 7.1A To consider and, if thought fit to pass the following resolution as an ordinary resolution: “That, for the purpose of Listing Rule 7.4 and for all other purposes, Shareholders ratify the issue of 745,791,697 Placement Shares (at an issue price of $0.012 each) on 15 September 2025 to institutional and sophisticated investors under the Placement on the terms and conditions set out in the Explanatory Memorandum.” Voting exclusion statement: The Company will disregard any votes cast in favour of the Resolution by or on behalf of: (a) a person who participated in the issue or is a counterparty to the agreement being approved; or (b) an Associate of those persons. However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair of the Meeting as proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; or (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not an Associate of a person excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. 4 5 Resolution 5 – Approval of the issue of Incentives under the 2004 ASX Plan To consider and, if thought fit, to pass the following resolution as an ordinary resolution: "That, for the purposes of Listing Rule 7.2 Exception 13(b) and for all other purposes, Shareholders approve the issue of Incentives under the 2004 ASX Plan on the terms and conditions described in the Explanatory Memorandum." Voting exclusion statement: The Company will disregard any votes cast in favour of the Resolution by or on behalf of: (a) a person who is eligible to participate in the 2004 ASX Plan; or (b) an Associate of those persons. However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair of the Meeting as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not excluded from voting, and is not an Associate of a person excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. Further, a Restricted Voter who is appointed as a proxy will not vote on the Resolution unless: (a) the appointment specifies the way the proxy is to vote on the Resolution; or (b) the proxy is the Chair of the Meeting and the appointment expressly authorises the Chair to exercise the proxy even though the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel. Shareholders should note that the Chair intends to vote any undirected proxies in favour of the Resolution. Shareholders may also choose to direct the Chair to vote against the Resolution or to abstain from voting. If any of the persons named above purport to cast a vote other than as permitted above, that vote will be disregarded by the Company (as indicated above) and those persons may be liable for breaching the voting restrictions that apply to them under the Corporations Act. 6 Resolution 6 – Approval of the issue of Incentives under the 2018 ADS Plan To consider and, if thought fit, to pass the following resolution as an ordinary resolution: "That, for the purposes of Listing Rule 7.2 Exception 13(b) and for all other purposes, Shareholders approve the issue of Incentives under the 2018 ADS Plan on the terms and conditions described in the Explanatory Memorandum." Voting exclusion statement: The Company will disregard any votes cast in favour of the Resolution by or on behalf of: (a) a person who is eligible to participate in the 2018 ADS Plan; or (b) an Associate of those persons. However, this does not apply to a vote cast in favour of the Resolution by: (a) a person as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with the directions given to the proxy or attorney to vote on the Resolution in that way; or (b) the Chair of the Meeting as a proxy or attorney for a person who is entitled to vote on the Resolution, in accordance with a direction given to the Chair to vote on the Resolution as the Chair decides; (c) a holder acting solely in a nominee, trustee, custodial or other fiduciary capacity on behalf of a beneficiary provided the following conditions are met: 5 (i) the beneficiary provides written confirmation to the holder that the beneficiary is not excluded from voting, and is not excluded from voting, and is not an Associate of a person excluded from voting, on the Resolution; and (ii) the holder votes on the Resolution in accordance with directions given by the beneficiary to the holder to vote in that way. Further, a Restricted Voter who is appointed as a proxy will not vote on the Resolution unless: (a) the appointment specifies the way the proxy is to vote on the Resolution; or (b) the proxy is the Chair of the Meeting and the appointment expressly authorises the Chair to exercise the proxy even though the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel. Shareholders should note that the Chair intends to vote any undirected proxies in favour of the Resolution. Shareholders may also choose to direct the Chair to vote against the Resolution or to abstain from voting. If any of the persons named above purport to cast a vote other than as permitted above, that vote will be disregarded by the Company (as indicated above) and those persons may be liable for breaching the voting restrictions that apply to them under the Corporations Act. 7 Resolution 7 – Approval of Additional 10% Placement Capacity To consider and, if thought fit, to pass the following resolution as a special resolution: "That, for the purpose of Listing Rule 7.1A and all other purposes, Shareholders approve the issue of Equity Securities up to 10% of the issued capital of the Company (at the time of the issue) calculated in accordance with Listing Rule 7.1A.2 and on the terms and conditions set out in the Explanatory Memorandum." No voting exclusion statement is included for this Resolution because the Company is not proposing any issue of Equity Securities under Listing Rule 7.1A as at the date of this Notice. 8 Resolution 8 – Adoption of Constitution To consider and, if thought fit, to pass the following resolution as a special resolution: "That, the Constitution contained in the document submitted to this Meeting and signed by the Chair for identification purposes be approved and adopted as the Constitution of the Company in substitution for the existing Constitution of the Company with effect from the end of the Meeting." 9 Resolution 9 – Amendment to Constitution to adopt proportional takeover provisions (conditional item) To consider and, if thought fit, to pass the following resolution as a special resolution: "That, subject to and conditional on Resolution 8 not being approved, for the purposes of section 648G of the Corporations Act and for all other purposes, the Constitution of the Company be amended, with immediate effect, in the manner outlined in the Explanatory Memorandum to this Notice of Meeting and set out in Annexure C to the Explanatory Memorandum, to include a requirement for Shareholder approval of any proportional takeover bids, as permitted under the Corporations Act.” 6 OTHER BUSINESS To deal with any other business which may be brought forward in accordance with the Constitution and the Corporations Act. Details of the definitions and abbreviations used in this Notice are set out in the Glossary to the Explanatory Memorandum. By order of the Board Abby Macnish Niven Company Secretary Dated: 21 October 2025 7 How to vote Shareholders can vote:  by attending the Meeting and voting in person or by attorney or, in the case of corporate Shareholders, by appointing a representative to attend and vote;  by appointing a proxy to attend and vote on their behalf. A resolution, other than a procedural resolution which shall include the election of a Chair, put to the vote of the Meeting will be decided by a poll in accordance with the Corporations Act unless otherwise determined by the Chair. In the case of joint holders of Shares, if more than one holder votes at the Meeting, only the vote of the first named of the joint holders in the share register of the Company will be counted. Voting in person (or by attorney) Shareholders, or their attorneys, who plan to attend the Meeting are asked to arrive at the venue 15 minutes prior to the time designated for the Meeting, if possible, so that their holding may be checked against the Company's share register and their attendance recorded. To be effective a certified copy of the power of attorney, or the original power of attorney, must be received by the Company in the same manner, and by the same time as outlined for proxy forms below. Voting by a corporation A Shareholder that is a corporation may appoint an individual to act as its representative and vote in person at the Meeting. The appointment must comply with the requirements of section 250D of the Corporations Act. The representative should bring to the Meeting evidence of his or her appointment, including any authority under which it is signed. Voting by proxy  A Shareholder who is entitled to attend and cast a vote may appoint a proxy to attend and vote for the Shareholder at the Meeting. The appointment may specify the proportion or the number of votes that the proxy may exercise. A Shareholder who is entitled to cast two or more votes may appoint two proxies. If the Shareholder appoints two proxies and the appointment does not specify the proportion of votes that the proxy may exercise, each proxy may exercise half the votes. Fractions will be disregarded.  A proxy need not be a Shareholder.  The proxy can be either an individual or a body corporate.  A proxy may decide whether to vote on an item of business, except where the proxy is required by law or the Constitution to vote, or abstain from voting, in his or her capacity as proxy. If a proxy is directed how to vote on an item of business, the proxy may only vote on the item as directed. If a proxy is not directed how to vote on an item of business, the proxy may vote as he or she thinks fit. However, where a Restricted Voter is appointed as a proxy, the proxy may only vote on Resolutions 1, 5 and 6 in accordance with a direction on how the proxy is to vote or, if the proxy is the Chair of the Meeting (including by default) and the appointment expressly authorises the Chair to exercise the proxy even if the Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel.  Shareholders who return a proxy form but do not name the proxy or proxies in whose favour it is given, or the proxy does not attend the Meeting, will be taken to have appointed the Chair as their proxy.  Proxy appointments in favour of the Chair of the Meeting (including by default), a Director, or the company secretary of the Company that do not contain a direction how to vote will be used, where possible, to support each of the Resolutions proposed in this Notice, provided they are entitled to cast votes as a proxy under the voting exclusion rules which apply to some of the proposed Resolutions.  To be a valid appointment of a proxy, a proxy form must be signed or otherwise authenticated in a manner prescribed by Corporations Regulations made under section 250A of the Corporations Act by or on behalf of the Shareholder making the appointment and contain the information required by the Corporations Act. Where the appointment of a proxy is required to be signed and the appointer is (i) a joint holder, it must be signed by each of the joint holders; (ii) a corporation, it must be signed by its corporate representative or at least two of its officers; or (iii) an attorney of the appointer, a certified copy of the power of attorney, or the original power of attorney, must be received by the Company in the same manner, and by the same time as outlined for proxy forms below.  To be effective, proxy forms must be received by 11:00am (Melbourne time) Wednesday, 19 November 2025. Proxy forms received after this time will be invalid.  Proxy forms may be lodged using any of the following methods: − by post to: Automic, GPO Box 5193, Sydney NSW 2001 − by facsimile to: +61 2 8583 3040 8 − by recording the proxy appointment and voting instructions via the internet at https://investor.automic.com.au/#/loginsah. Only registered Shareholders may access this facility and will need their Holder Identification Number (HIN) or Securityholder Reference Number (SRN) − by email to meetings@automicgroup.com.au  The appointment of one or more duly appointed proxies will not preclude a Shareholder from attending the Meeting and voting personally. If the Shareholder votes on a resolution, the proxy must not vote as the Shareholder’s proxy on that resolution. Shareholders who are entitled to vote In accordance with paragraphs 7.11.37 and 7.11.38 of the Corporations Regulations, the Board has determined that a person's entitlement to vote at the Annual General Meeting will be the entitlement of that person set out in the register of Shareholders as at 7:00pm (Melbourne time) Wednesday, 19 November 2025. Recording devices In the absence of special permission, the Chair will require that any recording or broadcasting device (including tape recorders, mobile telephones, still cameras and video cameras) and any article which may be dangerous, offensive or liable to cause disruption, be turned off. Questions in advance of Meeting Shareholders are encouraged to submit questions prior to the Annual General Meeting. A Shareholder who is entitled to vote at the Meeting may submit a written question to the Company in advance of the Meeting. We ask that all pre-Meeting questions (including questions to the Auditor) be received no later than 11:00am (Melbourne time) Thursday, 13 November 2025:  via email: CFO@alteritytx.com Questions to the Auditor should relate to the content of the Auditor’s Report to be considered at the Annual General Meeting or the conduct of the audit of the annual financial report to be considered at the Annual General Meeting. The Auditor will also be in attendance at the Annual General Meeting. 9 Alterity Therapeutics Limited ABN 37 080 699 065 EXPLANATORY MEMORANDUM This Explanatory Memorandum is intended to provide Shareholders with sufficient information to assess the merits of the Resolutions contained in the accompanying Notice of Annual General Meeting of the Company. Certain abbreviations and other defined terms are used throughout this Explanatory Memorandum. Defined terms are generally identifiable by the use of an upper case first letter. Details of the definitions and abbreviations are set out in the Glossary to this Explanatory Memorandum. 1 Financial reports The first item of the Notice deals with the presentation of the consolidated annual financial report of the Company for the financial year ended 30 June 2025, together with the Directors' declaration and report in relation to that financial year and the Auditor's Report on the financial report. Shareholders should consider these documents and raise any matters of interest with the Directors when this item is being considered. No resolution is required to be moved in respect of this item. Shareholders will be given a reasonable opportunity at the Annual General Meeting to ask questions and make comments on the accounts and on the management of the Company. The Chair will also give Shareholders a reasonable opportunity to ask the Auditor or the Auditor’s representative questions relevant to: the conduct of the audit; the preparation and content of the independent audit report; the accounting policies adopted by the Company in relation to the preparation of the financial statements; and the independence of the Auditor by the Company in relation to the conduct of the audit. The Chair will also allow a reasonable opportunity for the Auditor or their representative to answer any written questions submitted to the Auditor under section 250PA of the Corporations Act. 2 Resolution 1 – Non-binding resolution to adopt Remuneration Report Section 250R(2) of the Corporations Act requires the Company to put to its Shareholders a resolution that the Remuneration Report as disclosed in the Company's Annual Report be adopted. The Remuneration Report is set out in the Company’s Annual Report and is also available on the Company’s website (https://alteritytherapeutics.com/investor-overview/financial-information/). The vote on this Resolution is advisory only and does not bind the Directors or the Company. However, if at least 25% of the votes cast are against adoption of the Remuneration Report at two consecutive annual general meetings, the Company will be required to put a resolution to the second Annual General Meeting (Spill Resolution), to approve calling a general meeting (Spill Meeting). If more than 50% of Shareholders vote in favour of the Spill Resolution, the Company must then convene a Spill Meeting within 90 days of the second Annual General Meeting. All of the Directors who were in office when the applicable Directors’ Report was approved, other than any managing director, will need to stand for re-election at the Spill Meeting if they wish to continue as Directors. 10 The remuneration report for the financial year ended 30 June 2024 did not receive a vote of more than 25% against its adoption at the Company’s last annual general meeting held on 22 November 2024. Accordingly, if at least 25% of the votes cast on this Resolution are against adoption of the Remuneration Report it will not result in the Company putting a Spill Resolution to Shareholders. The Remuneration Report explains the Board policies in relation to the nature and level of remuneration paid to Directors, sets out remuneration details for each Director and any service agreements and sets out the details of any equity-based compensation. The Chair will give Shareholders a reasonable opportunity to ask questions about, or make comments on, the Remuneration Report. Board recommendation Noting that each Director has a personal interest in his own remuneration from the Company, the members of the Board unanimously recommend that all eligible Shareholders vote in favour of Resolution 1. Voting If appointing a proxy, Shareholders are urged to carefully read the Proxy Form and provide a direction to the proxy on how to vote on Resolution 1. 3 Resolution 2 – Re-election of Mr Brian Meltzer as a Director Pursuant to clauses 20.1 and 20.2 of the Constitution, Listing Rule 14.4, and Listing Rule 14.5, Mr Brian Meltzer, being a Director, retires from office and, being eligible, offers himself for re-election as a Director. Clause 20.1 of the Constitution provides that each Director, subject to the Corporations Act, the Listing Rules and the Constitution must not hold office (without re-election) past the third annual general meeting following its appointment or election or 3 years, whichever is longer, after which they must retire from office. Clause 20.2 of the Constitution provides that unless otherwise determined by a resolution of the Company, while the Company is listed, one third of the Directors for the time being, or if their number is not a multiple of 3, then the whole number nearest one third, must retire from office at each annual general meeting. The Directors to retire will be those who have been longest in office since their last election, but as between persons who became Directors on the same day, those to retire will, unless they otherwise agree among themselves, be determined by drawing lots. A retiring Director may act as a Director throughout the meeting at which it retires and at any adjournment. Listing Rule 14.4 provides that a director of an entity must not hold office (without re-election) past the third annual general meeting following the director’s appointment or 3 years, whichever is longer. Listing Rule 14.5 provides that an entity which has directors must hold an election of directors at each annual general meeting. Mr Meltzer was last elected at the Company’s 2022 annual general meeting. Accordingly, pursuant to clauses 20.1 and 20.2 of the Company’s Constitution, Listing Rule 14.4, and Listing Rule 14.5, Mr Meltzer, being a Director, retires from office and, being eligible, offers himself for re-election as a Director. Technical information required for the purposes of Listing Rule 14.1A If Resolution 2 is passed, Mr Brian Meltzer will be re-elected and will continue to act as a Director. 11 If Resolution 2 is not passed, Mr Brian Meltzer will not be re-elected and will cease to act as a Director. Qualifications Mr Brian Meltzer has served as a director of our group since December 1999. Subsequent to several years as C