Announcement PDF Green360 Technologies Limited Corporate Directory 30 June 2026 2 Corporate Directory Directors Aaron Banks Mark Pensabene Peter Trinder Darren Hedley Nicholas Anderson Company secretary Andrew Taylor Chris Achurch Registered office Level 1 105 St Georges Tce Perth WA 6000 Phone: (08) 9389 4495 Principal place of business 3610 Glenelg Hwy Pittong VIC 3360 Phone: (03) 5344 6688 Share registry Automic Registry Services Pty Ltd Level 5 191 St Georges Terrace Perth WA 6000 Phone: 1300 288 664 Auditors RSM Australia Partners Level 32 2 The Esplanade Perth WA 6000 Phone: (08) 9261 9100 Solicitors Hamilton Locke Level 39 152-158 St Georges Terrace Perth WA 6000 Phone: (08) 6311 9160 Stock exchange listing Green360 Technologies Limited’s shares are listed on the Australian Securities Exchange (ASX code: GT3) Website www.g360tech.au Corporate Governance Statement www.g360tech.au/corporate-governance/ Green360 Technologies Limited Chair’s Letter 30 June 2026 3 Chair’s Letter Dear Shareholders, The past year has been one of the most important in Green360 Technologies’ history. Over this period, we have continued the Company’s transition from a traditional industrial minerals producer into an Australian building materials company focused on helping solve a growing and unavoidable challenge facing the concrete industry. Supplementary cementitious materials such as fly ash, slag and silica fume are critical to the cost, durability and embodied carbon of modern concrete. However, the closure of coal-fired power stations, changes in steelmaking and Australia’s reliance on imported materials are creating a structural supply shortage. Every tonne removed from the market will ultimately need to be replaced. G360 is now commercially positioned to be part of that replacement supply chain. During the year, we launched the MKX product platform and progressed from product development and technical validation into commercial-scale production and supply. We entered into a binding toll-treatment agreement with Calix Limited, providing access to up to 30,000 tonnes per annum of calcining capacity at Bacchus Marsh and allowing us to enter the market without first carrying the cost or construction lead time of our own facility. Commercial production has commenced, standard pneumatic-tanker logistics have been successfully demonstrated and MKX has now been delivered to concrete batching plants across Melbourne. Importantly, MKX has moved beyond laboratory testing. It has been incorporated into large-scale concrete pours associated with major Victorian infrastructure and commercial projects, with more than 3,500 cubic metres of concrete containing MKX placed to date. This real-world use has demonstrated the performance, consistency and practicality required for adoption by the concrete industry. The Company also secured its first binding commercial supply agreement with Holcim Australia for up to 4,800 tonnes of MKX-CC over an initial 12-month period. Validation from one of the world’s largest building materials companies represents an important milestone and confirms that MKX is progressing from an emerging technology into a genuine commercial building material. Alongside this progress, we have continued to strengthen our established Pittong operation. Traditional kaolin sales improved during the last quarter of the year, customer pricing was reviewed and significant operating efficiencies were implemented. Approximately $1.6 million in annualised fixed cash costs was removed from the business, providing a stronger financial foundation as we enter the next stage of growth. We have also deepened our engagement with concrete producers, contractors, technical specialists and Victorian Government infrastructure-delivery bodies. This engagement is important because creating a new domestic SCM supply chain requires more than simply manufacturing a product. It requires technical acceptance, demonstrated performance, reliable logistics and confidence from the organisations that design, specify and build Australia’s infrastructure. Over the coming year, our focus will remain firmly on commercial execution. We intend to continue converting customer trials and discussions into commercial supply arrangements, progressively utilise the production capacity available through Calix and complete the scoping work for a purpose-built calcining facility at Pittong. This stage-gated approach allows G360 to establish demand using existing infrastructure before committing capital to larger- scale production. Our objective is clear: to establish MKX as a mainstream, cost-effective Australian-made replacement for the traditional cement-replacement materials that are becoming increasingly constrained. There remains considerable work ahead, but G360 enters the new financial year with an operating mine and processing facility, established revenue, substantial long-life kaolin resources, commercial production capability, demonstrated end-user performance and its first binding agreement with a global industry leader. These achievements are the result of an enormous effort by our employees, management team, Board, technical advisers, customers and industry partners. On behalf of the Board, I thank them for their commitment and determination throughout the year. Green360 Technologies Limited Chair’s Letter 30 June 2026 4 I also thank our shareholders for their continued support. We believe the progress achieved during the past year has established a substantially stronger platform from which G360 can pursue the significant opportunity now emerging in Australia’s building-materials market. Aaron Banks Executive Chairman Green360 Technologies Limited Green360 Technologies Limited Directors’ Report 30 June 2026 5 Directors’ Report The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Group') consisting of Green360 Technologies Limited (referred to hereafter as the 'G360' or the 'Company') and the entities it controlled at the end of, or during, the year ended 30 June 2026. Directors The following persons were Directors of G360 during the whole of the financial year and up to the date of this report, unless otherwise stated: Mr Aaron Banks Executive Chairman Mr Mark Pensabene Non-Executive Director Mr Peter Trinder Non-Executive Director Mr Darren Hedley Non-Executive Director (appointed 6 August 2025) Mr Nicholas Anderson Non-Executive Director (appointed 1 January 2026) Principal activities The principal activities of the Group during the period were refined kaolin production in Victoria and commercialisation of lower carbon cement and concrete products. Review of operations During the financial year ended 30 June 2026, the Company generated $11.5 million in revenue and recognised a gross loss from operations of $0.38 million. Sales were impacted by lower demand from a large domestic customer during the middle of the financial year. Management took steps to improve the profitability of the Company in the second half of FY2026 by implementing revised pricing of products effective 1 July 2026, contracting a large customer onto a take-or-pay arrangement and removing approximately $1.6 million of fixed cash costs from the business. The benefit of these decisions is expected to be realised over the course of FY2027. During the period, the Company made significant progress in the commercialisation of its low carbon partial cement replacement product, known as MKX (Metakaolin X). The Company entered into a toll treatment agreement with Calix Limited (ASX:CXL) to toll treat up to 30,000 tonnes p.a. of kaolin from the Company’s Pittong operation for use in the Melbourne concrete market. Commercial production runs were completed during the financial year with over 600 tonnes of finished product being manufactured for large scale commercial trials. The Company also successfully integrated into existing industry logistics, a critical hurdle enabling large scale uptake with no capital requirements for customers. The Calix toll treatment agreement enables the Company to build a market for MKX with immediate production capacity and minimal capital outlay. Once sufficient demand is created utilising this facility, the Company intends to construct its own calcining and production plant to realise production cost efficiencies. Subsequent to the end of the financial year, the Company successfully commercialised MKX, executing a sales agreement with Holcim (Australia) Pty Ltd, one of the world’s largest construction materials companies. The agreement provides for the sale of up to 4,800 tonnes per annum of MKX to be delivered into the Melbourne concrete market. Over 3,500 cubic metres of concrete utilising MKX have now been placed into large-scale infrastructure projects in Melbourne including the Eastern Freeway Extension, Suburban Rail Loop and Melbourne Airport Business Park. Green360 Technologies Limited Directors’ Report 30 June 2026 6 Directors’ Report Significant changes in the state of affairs There were no significant changes in the state of affairs of the Group during the financial year. Matters subsequent to the end of the financial year On 23 July 2026, the Company announced the successful commercialisation of its low-carbon partial cement replacement product, known as MKX, via a binding supply agreement with global construction materials company Holcim (Australia) Pty Ltd. Under the binding agreement, the Company will supply up to 4,800 tonnes per year of MKX-CC (Calcined Clay) to Holcim’s Victorian operations during an initial 12-month supply agreement at a fixed price per tonne. Apart from matters discussed above, no other matter or circumstance has arisen since 30 June 2026 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years. Likely developments and expected results of operations The Group intends to continue its exploration, development, commercialisation and production activities on its existing operations and projects and to acquire further suitable projects as opportunities arise. Material business risks Development and commercialisation of the Company’s technology The success of the Company will depend upon the Company’s ability to further develop and commercialise its technology and intellectual property. A failure to successfully develop and commercialise the technology could lead to a loss of opportunities and adversely impact the Company’s operating results and financial position. Intellectual Property The success of the Company, in part, depends on its continued ability to protect its intellectual property and use any trademarks to increase brand awareness. The Company will depend on its intellectual property to protect its brand and trade secrets, and any pending patents on its products and production processes. In the event the Company is unable to protect its intellectual property adequately, the value of the Company’s products and brands could be adversely affected. This may further impact the overall business, with respect to its financial position and overall profitability and operational output. Exploration and development The Company’s mining tenements are at various stages of exploration, and potential investors should understand that mineral exploration and development are high-risk undertakings. There can be no assurance that future exploration of these tenements, or any other mineral tenements that may be acquired in the future, will result in the discovery of an economic resource. Even where an apparently viable resource is identified, there is no guarantee that it can be economically exploited. Staffing and reliance on key management The Company relies on the experience and knowledge of key members of its staff. In the event that key personnel leave and the Company is unable to recruit suitable replacements, such loss could have a materially adverse effect on the Company. Capital and funding requirements The Company is not yet at the stage where it is generating positive cash flows at the group level. Further, no assurance can be given that the Company will become profitable in the future. Accordingly, the Company may require additional equity or debt funding in the short, medium or long term. The ability of the Company to access funding is never certain and is dependent on a multitude of factors, including the macro-economic conditions in Australia and overseas. Environmental regulation The Group is subject to and is compliant with all aspects of environmental regulation of its exploration and mining activities. The Directors are not aware of any environmental law that is not being complied with. Green360 Technologies Limited Directors’ Report 30 June 2026 7 Directors’ Report Production, operations and supply chain G360 aims to have reliable operational performance to allow it to deliver on its operational objectives and satisfy its obligations to customers, regulators and communities. Supply chains have an influence on the way the Company operates and the results it generates. The Company relies on various key customers, supplier relationships and contractors to conduct various aspects of its operations. Demand, product pricing and offtake agreements G360 continues to build relationships with its customers and has underpinned its production with geographically diverse offtake agreements with various pricing mechanisms. Environment, climate change and natural events G360’s hydrous kaolin operational activities have the potential to impact the environment and require proactive management to minimise any potential impact to water resources, air quality and biodiversity. Climate change has the potential to impact the frequency, intensity, and likelihood of extreme events that could impact people’s safety, wellbeing, security and key operating infrastructure. Future growth opportunities G360 endeavours to improve its return on investments and create shareholder value by carefully evaluating organic and inorganic growth and investment opportunities. The Company expects this risk may increase with the increased likelihood of growth and investment opportunities. Information on directors Name: Aaron Banks Title: Executive Chairman Experience and expertise: Aaron Banks is a specialist business consultant with over 20 years’ experience in contract negotiations and business development including senior roles in sales, marketing and construction management. In 2015 as founder and Managing Director of Australian Silica Pty Ltd, Mr Banks discovered one of the largest high grade silica sand resources in the world. Whilst on the Board of Australian Silica he successfully negotiated the sale of the Muchea Silica Sand Project to Ventnor Resources Limited which pivoted the former base metals explorer to the emerging silica sand producer known today as VRX Silica Limited (ASX:VRX). In 2020 he vended his private companies into what is Green360 Technologies Limited today. Aaron has an extensive background in industrial minerals and has focused on developing emerging assets globally. Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 83,660,225 Interests in options: None Interests in performance rights: 47,000,000 Name: Mark Pensabene Title: Non-Executive Director Experience and expertise: Mark Pensabene holds Bachelor of Engineering and Commerce degrees from the University of Western Australia and has over 20 years of operational and management experience in the engineering and construction sectors. Mark spent 18 years with ASX- 200 Company, Monadelphous Group, where he held a number of general manager roles. Most recently, Mark was the Executive General Manager & Chief Operating Officer at Primero Group, a subsidiary of ASX-listed NRW Holdings, a company specialising in the provision of EPC services in the Western Australian and North American mining sectors. Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 2,166,694 Interests in options: None Interests in performance rights: 5,400,000 Green360 Technologies Limited Directors’ Report 30 June 2026 8 Directors’ Report Name: Peter Trinder Title: Non-Executive Director (appointed 25 November 2024) Experience and expertise Peter Trinder has over 45 years’ experience in concrete technology focusing on long term performance of concrete structures and the design for durability. Mr Trinder commenced his career in 1978 and has worked in a variety of positions including concrete batch plant manager, site engineer, specialist materials consultant and concrete repair contractor. More recently, Peter consults as an independent advisor on issues related to improving the quality of construction in major infrastructure projects. Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 920,000 Interests in options: None Interests in performance rights: 5,400,000 Name: Darren Hedley Title: Non-Executive Director (appointed 6 August 2025) Experience and expertise Darren Hedley has over 35 years of executive leadership experience across diverse sectors including maritime services, oil and gas, infrastructure facilities management, and construction. Mr Hedley holds a Master Mariner credential, an MBA, and multiple accreditations in data science, design thinking, and gamification. He is currently Chief Executive Officer of Permacast, Western Australia’s largest precast concrete manufacturer and a joint venture partner to Green360 Technologies Limited. Other current directorships: None Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 600,000 Interests in options: None Interests in performance rights: 5,400,000 Name: Nicholas Anderson Title: Non-Executive Director (appointed 1 January 2026) Experience and expertise: Mr Anderson is a chemical engineer and accomplished executive leader with a track record of building and scaling businesses in mining and mining services. Mr Anderson brings extensive experience in capital markets and mergers and acquisitions. Mr Anderson is a graduate of the Australian Institute of Company Directors and is currently Managing Director and CEO of Golden Horse Minerals Ltd (ASX: GHM). Other current directorships: Managing Director of Golden Horse Minerals Ltd (since June 2024) Former directorships (last 3 years): None Special responsibilities: None Interests in shares: 2,964,000 Interests in options: None Interests in performance rights: 5,400,000 Green360 Technologies Limited Directors’ Report 30 June 2026 9 Directors’ Report 'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. 'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships of all other types of entities, unless otherwise stated. Company secretary Andrew Taylor holds the position of Chief Financial Officer and Joint Company Secretary. Chris Achurch holds the position of Joint Company Secretary. Mr Achurch provides company secretarial, corporate advisory and general consulting services to a number of ASX listed companies. Green360 Technologies Limited Directors’ Report 30 June 2026 10 Directors’ Report Meetings of directors The number of meetings of the Company's Board of Directors ('the Board') and of each Board committee held during the year ended 30 June 2026, and the number of meetings attended by each director were: Full board Nomination and Remuneration Committee1 Audit and Risk Committee1 Attended Held Attended Held Attended Held Aaron Banks 3 3 - - - - Mark Pensabene 3 3 - - - - Peter Trinder 3 3 - - - - Darren Hedley 2 3 - - - - Nicholas Anderson 2 2 - - - - 1 Refer to Company’s Corporate Governance statement. Held: represents the number of meetings held during the time the Director held office or was a member of the relevant committee. Remuneration report (audited) The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance with the requirements of the Corporations Act 2001 and its Regulations. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all Directors. The remuneration report is set out under the following main headings: ● Principles used to determine the nature and amount of remuneration ● Details of remuneration ● Service agreements ● Share-based compensation ● Additional information ● Additional disclosures relating to key management personnel Principles used to determine the nature and amount of remuneration The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices: ● competitiveness and reasonableness ● acceptability to shareholders ● performance linkage / alignment of executive compensation ● transparency The Board is responsible for determining and reviewing remuneration arrangements for its directors and executives. The performance of the Group depends on the quality of its directors and executives. The remuneration philosophy is to attract, motivate and retain high performance and high-quality personnel. In accordance with best practice corporate governance, the structure of non-executive director and executive director remuneration is separate. Non-executive directors’ remuneration Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors' fees and payments are reviewed annually by the Board. The chairman's fees are determined independently to the fees of other non-executive directors based on comparative roles in the external market. The chairman is not present at any discussions relating to the determination of his own remuneration. ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general meeting. The most recent determination was at the 2016 Annual General Meeting where the shareholders approved a maximum annual aggregate remuneration of $350,000. Green360 Technologies Limited Directors’ Report 30 June 2026 11 Directors’ Report Executive remuneration The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which has both fixed and variable components. The executive remuneration has four components: ● base pay and non-monetary benefits ● short-term performance incentives ● share-based payments ● other remuneration such as superannuation and long service leave The combination of these comprises the executive's total remuneration. Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, are reviewed annually by the Board based on individual and business unit performance, the overall performance of the Group and comparable market remunerations. Executives may receive their fixed remuneration in the form of cash or other fringe benefits where it does not create any additional costs to the Group and provides additional value to the executive. The short-term incentives ('STI') program is designed to align the targets of the business units with the performance hurdles of executives. STI payments are granted to executives based on specific annual targets and key performance indicators ('KPI's') being achieved. The long-term incentives ('LTI') include share-based payments. Shares are awarded to executives over a period greater than one year based on long-term incentive measures. Use of remuneration consultants During the financial year ended 30 June 2026, the Group did not engage a remuneration consultant. Voting and comments made at the Company's 2025 Annual General Meeting ('AGM') At the 2025 AGM, 98.73% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2025. The Company did not receive any specific feedback at the AGM regarding its remuneration practices. Green360 Technologies Limited Directors’ Report 30 June 2026 12 Directors’ Report Details of remuneration Amounts of remuneration Details of the remuneration of key management personnel of the Group are set out in the following tables. The key management personnel of the Group consisted of the following persons: ● Aaron Banks - Executive Chairman ● Mark Pensabene - Non-Executive Director ● Peter Trinder - Non-Executive Director ● Darren Hedley - Non-Executive Director (appointed 6 August 2025) ● Nicholas Anderson - Non-Executive Director (appointed 1 January 2026) ● Oliver Barnes - Non-Executive Director (resigned 25 November 2024) ● Bojan Bogunovic - Chief Executive Officer (resigned 31 October 2025) ● Andrew Taylor - Chief Financial Officer (appointed 16 December 2025) ● Hanno Van Der Merwe - Chief Operating Officer (resigned 15 May 2026) Short-term benefits Post- employm ent benefits Long-term benefits Share-based payments 2026 Cash salary Cash Super- Long service Equity- settled Equity- settled and fees bonus Other annuation leave shares Other4 Total Executive Directors: $ $ $ $ $ $ $ $ Aaron Banks 250,000 - - 30,000 - - (684,667) (404,667) Non-Executive Directors: Mark Pensabene 48,000 - - - - - 38,592 86,592 Peter Trinder 48,000 - - - - - 23,162 71,162 Darren Hedley1 38,710 - - 4,645 - - 23,162 66,517 Nicholas Anderson2 24,000 - - - 20,276 44,276 Other KMP: Bojan Bogunovic 177,939 - - 10,750 - - (154,496)3 34,193 Andrew Taylor 148,437 - - 17,545 - - 93,523 259,505 Hanno Van Der Merwe 286,169 - - 26,693 - - (29,982)3 282,880 1,021,255 - - 89,633 - - (670,430) 440,458 1 Appointed as Non-Executive Director on 6 August 2025 2 Appointed as Non-Executive Director on 1 January 2026. 3 Relates to performance rights forfeited due to cessation of employment 4 Equity settled performance rights Green360 Technologies Limited Directors’ Report 30 June 2026 13 Directors’ Report Short-term benefits Post- employment benefits Long-term benefits Share-based payments 2025 Cash salary Cash Super- Long service Equity- settled Equity- settled and fees bonus Other annuation leave shares Other5 Total Executive Directors: $ $ $ $ $ $ $ $ Aaron Banks 250,000 - - 28,750 - - 306,260 585,010 Non-Executive Directors: Mark Pensabene 48,000 - - - - - 18,765 66,765 Peter Trinder1 28,800 - - - - - - 28,800 Oliver Barnes2 67,200 - - - - - (38,639)3,4 28,561 Other KMP: Bojan Bogunovic 322,917 - - 29,932 - - 79,511 432,360 Hanno Van Der Merwe 296,493 - - 29,932 - - 50,045 376,470 1,013,410 - - 88,614 - - 415,942 1,517,966 1 Peter Trinder was appointed Non-Executive Director on 25 November 2024. 2 Oliver Barnes resigned as Non-Executive Director on 25 November 2024. 3 Relates to performance rights forfeited due to cessation of directorship. 4 Includes a $14,060 reversal in performance rights issued to ESG-F Holdings Pty Ltd, a related party of Oliver Barnes 5 Equity settled performance rights. The proportion of remuneration linked to performance and the fixed proportion are as follows: Fixed remuneration At risk - STI At risk - LTI Name 2026 2025 2026 2025 2026 2025 Executive Directors: Aaron Banks (69%) 48% - - 169% 52% Non-Executive Directors: Mark Pensabene 55% 72% - - 45% 28% Peter Trinder 67% 100% - - 33% - Darren Hedley 65% n/a - n/a 35% n/a Nicholas Anderson 54% n/a - n/a 46% n/a Oliver Barnes n/a 235%1 n/a - n/a (135%)1 Other KMP: Bojan Bogunovic (552%) 82% - - (452%) 18% Andrew Taylor 64% n/a - n/a 36% n/a Hanno Van Der Merwe 111% 87% - - (11%) 13% 1 Due to reversals of performance rights issued in prior years. Green360 Technologies Limited Directors’ Report 30 June 2026 14 Directors’ Report Service agreements Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of these agreements are as follows: Name: Aaron Banks Title: Executive Chairman Agreement commenced: 1 May 2024 Term of agreement: Open Details: Base salary of $250,000 plus superannuation guarantee. The salary will be reviewed annually by the Company in accordance with the policy of the Company for the annual review of salaries. 3-month termination notice by either party, the Company may at any time pay a cash bonus, non-solicitation and non-compete clauses. Name: Andrew Taylor Title: Chief Financial Officer & Joint Company Secretary Agreement commenced: 1 December 2025 Term of agreement: Open Details: Base salary of $285,000 including superannuation guarantee. The salary will be reviewed annually by the Company in accordance with the policy of the Company for the annual review of salaries. 3-month termination notice by either party, the Company may at any time pay a cash bonus, non-solicitation and non-compete clauses. Name: Bojan Bogunovic Title: Chief Executive Officer Agreement commenced: 31 October 2023 – resigned 31 October 2025 Term of agreement: Open Details: Base salary of $325,000 plus superannuation guarantee. The salary will be reviewed annually by the Company in accordance with the policy of the Company for the annual review of salaries. 3-month termination notice by either party, the Company may at any time pay a cash bonus, non-solicitation and non-compete clauses. Name: Hanno Van Der Merwe Title: Chief Operating Officer Agreement commenced: 1 December 2022 – resigned 15 May 2026 Term of agreement: Open Details: Base salary of $300,000 plus superannuation guarantee. The salary will be reviewed annually by the Company in accordance with the policy of the Company for the annual review of salaries. 5-week termination notice by either party, the Company may at any time