What did Westpac Banking Corporation announce?

Westpac Banking Corporation (NZX: WBC) filed “Westpac 2026 AGM Notice of Meeting” with NZX on 1 November 2026, as an agm announcement.

From the announcement:“Westpac Banking Corporation (“Westpac”) today provides the attached: 1. Westpac 2026 AGM Notice of Meeting 2.”
When was it filed?
1 November 2026
Where is the original?
NZX announcement
Westpac Banking Corporation logo

Westpac 2026 AGM Notice of Meeting

AGM1 November 2026WBCFinancials

ASX Release


Westpac Banking Corporation

Level 18, 275 Kent Street

Sydney, NSW, 2000



2 November 2026


Westpac 2026 AGM Notice of Meeting



Westpac Banking Corporation (“Westpac”) today provides the attached:

1. Westpac 2026 AGM Notice of Meeting

2. Westpac 2026 AGM Voting/Proxy Forms

3. Westpac 2026 Questions from Shareholders Forms










For further information:


Hayden Cooper Justin McCarthy

Group Head of Media Relations General Manager, Investor Relations

0402 393 619 0422 800 321



This document has been authorised for release by Sarah Donnelly, Company Secretary.



22026 NOTICE OF MEETING
Contents


MESSAGE FROM THE CHAIRMAN3

AGM DETAILS4

NOTICE OF 2026 ANNUAL GENERAL MEETING6

HOW TO VOTE8

EXPLANATORY NOTES9

ANNUAL GENERAL MEETING

Wednesday, 16 December 2026

10:00am (Sydney time)

To be held at the Western Sydney Convention Centre, Penrith.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

3

MESSAGE FROM

THE CHAIRMAN

Dear fellow shareholders,

On behalf of the Westpac Board,

I am pleased to invite you to the

2026 Annual General Meeting to

be held at the Western Sydney

Convention Centre in Penrith.

This year, we have continued to deliver on Westpac's

strategy with focus and discipline.

Our financial strength remains an enduring source of

stability. Supported by a robust balance sheet and

disciplined financial management, we are investing

for the future while delivering sustainable returns

for shareholders.

Building a stronger, more efficient bank remains a

priority to improve our market position, cost base and

returns relative to peers. Completing our multi-year

transformation agenda is central to this, with UNITE

progressing well in its second full year.

Together with other initiatives and the growing use of

data and artificial intelligence, we are making banking

easier, more convenient and more personalised for

customers. These improvements were reflected in higher

customer advocacy and satisfaction during the year.

While there is more work ahead, I am pleased with our

progress. I invite you to read my reflections on the year

in the Annual Report.

Board Renewal

The Board has continued to evolve in recent years, with a

focus on enhancing the skills, experience and perspectives

required to support Westpac's success.

At the AGM, Tim Burroughs, Michael Ullmer AO and I

will retire in accordance with the Constitution and offer

ourselves for re-election. Additionally, the Board proposes

a one-year extension to Nerida Caesar's nine year tenure.

Nerida's deep technology expertise remains invaluable as

the Board continues its oversight of UNITE.

During the year, Peter Nash retired from the Board after

more than eight years of service as an Independent

Non-executive Director. On behalf of the Board, I thank

Peter for his contribution and commitment to Westpac.

The Board remains focused on providing strong

governance and effective oversight as Westpac continues

its transformation.

Items of Business

There are four items of business for shareholder

consideration. These can be found from page 6 in this

Notice of Meeting and include the opportunity to vote on

the granting of equity to our Chief Executive Officer and

the re-election of Directors.

Attendance

This year, we are bringing our AGM to Western Sydney,

one of Australia's fastest-growing economic regions. As

a major growth corridor where Westpac has a significant

presence and ongoing investment, it is a fitting location

for this year's meeting and I look forward to engaging with

our shareholders in the region.

If you are unable to attend in person, you can watch a live

webcast and ask questions or make comments online. I

also invite you to submit written questions in advance of

the meeting and I will endeavour to address the matters

most commonly raised during my address.

Information on how to vote, appoint a proxy and ask

questions is provided in this Notice of Meeting.

Yours sincerely,

Steven Gregg

CHAIRMAN

42026 NOTICE OF MEETING
AGM DETAILS

Attending the meeting

Westpac shareholders (or their proxies, corporate

representatives and attorneys (Representatives)) are

invited to attend the 2026 Annual General Meeting (AGM

or meeting) in person or to view the AGM via live webcast.

The AGM will be held at 10:00am (Sydney time) on

Wednesday, 16 December 2026 at the Western Sydney

Convention Centre, 81 Mulgoa Road, Penrith, New South

Wales 2750. Registration will commence at 9:00am

(Sydney time).

Non-shareholders (who are not Representatives of

shareholders) who wish to attend the AGM are

requested to register by 5:00pm (Sydney time) on

Friday, 11 December 2026, by emailing their details

to

westpacagm@cm.mpms.mufg.com. Westpac retains

its discretion to decline entry to visitors for safety or

other reasons.

Support will be available at the venue for people with

accessibility requirements.

How to get there

The Western Sydney Convention Centre is in Penrith,

NSW, located in the Panthers Entertainment Precinct,

adjacent to the Panthers Leagues Club.

Car

Free onsite parking is available within the Panthers

Entertainment Precinct and includes general and

accessible parking options.

If travelling by car, taxi or Uber, drop-offs can be made at

the Panthers Entertainment Precinct.

Public Transport

By train – Penrith Station is the closest train station to the

Western Sydney Convention Centre.

A courtesy shuttle bus will be:

•departing every 15 minutes from Bus Stand F at

Penrith train station from 9:00am until 10:00am

•returning to Penrith train station every 15 minutes

from approximately 12:30pm until shortly after the

AGM has concluded.

The Western Sydney Convention Centre is a short six

minute taxi or Uber ride from Penrith train station.

Other public transport – For further information about

bus and other transport services, call 131 500 or visit

transportnsw.info/ to plan your trip.

At the venue

Venue security – Security will be in place at the venue,

including metal detection prior to entry. Items larger than

30cm x 30cm will be required to be cloaked prior to entry.

Cloakroom facilities – Limited cloakroom facilities will be

available. We encourage attendees to limit the number of

items they bring on the day.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

5

Viewing the AGM online

Shareholders who are unable to attend the AGM in person

can watch a live webcast of the meeting by visiting

westpac.com.au/AGM. Online voting will not be available

during the meeting.

Registration for the AGM webcast will commence at

9:00am (Sydney time) on the day of the AGM.

A meeting transcript and webcast recording will also be

available on our website after the meeting.

Shareholder questions

On the day of the AGM

Shareholders or their Representatives may comment or

ask questions in person at the AGM.

Shareholders or their Representatives who are unable

to attend the AGM in person may submit written

questions or comments online during the meeting.

Please ensure you have your Shareholder Reference

Number (SRN)/Holder Identification Number (HIN) to verify

your shareholding. This can be found on your holding

statement or can be requested in advance from our share

registry MUFG Corporate Markets (MUFG) on

+61 1800 804 255. For proxies, a proxy code will be emailed

to you by MUFG no later than 24 hours prior to the AGM.

You will need to have been appointed as a proxy by

10:00am (Sydney time) on Monday, 14 December 2026.

Once you have logged in to watch the webcast, to make a

comment or ask a question during the AGM, click the ‘Ask

a Question’ box. The ‘Ask a Question’ window will open.

Select the Item of Business your comment or question

relates to by clicking the drop down box in the ‘Regarding’

section, and type your comment or question into the

space provided.

Once you have typed your comment or question, click

‘Submit Question’. Please note this field is limited to

532 characters.

If you have multiple questions, please submit each

individually. Those viewing the meeting online will not be

able to ask verbal questions.

Need help?

If you require assistance viewing the webcast or making a

comment or asking a question online, please call MUFG on

+61 1800 990 363.

Before the AGM

Shareholders may submit questions ahead of the meeting

online at vote.cm.mpms.mufg.com/WBC.

Shareholders who receive a hardcopy Question Form

should follow the instructions on the form to return their

question(s) by post or email.

Questions submitted before the meeting must be received

by 5:00pm (Sydney time) on Wednesday, 9 December 2026.

Questions submitted prior to the AGM will not be read or

tabled at the meeting, but Westpac will seek to respond

to shareholders’ most commonly raised matters in the

Chairman and the CEO addresses and, where applicable,

in the comments on the resolutions.

Further information

Please visit westpac.com.au/AGM for more information

about our meeting.

Switch to paperless communications

Shareholders can choose to receive certain

communications, including the Notice of Meeting, Annual

Report and Sustainability Report, either electronically

or in hard copy. We encourage switching to paperless

communications to receive information securely, promptly

and cost-effectively, while supporting our commitment to

environmental sustainability.

To update your communication preferences, please

contact our share registry MUFG Corporate Markets

online at https://au.investorcentre.mpms.mufg.com, by

email westpac@cm.mpms.mufg.com or by calling

1800 804 255 (free call within Australia).

62026 NOTICE OF MEETING
NOTICE OF 2026

ANNUAL GENERAL

MEETING

Notice is given that the Annual

General Meeting of Westpac Banking

Corporation (ABN 33 007 457 141)

(Westpac or the Company) will be

held at 10:00am (Sydney time) on

Wednesday, 16 December 2026 at the

Western Sydney Convention Centre,

81 Mulgoa Road, Penrith.

Items of Business

1. Financial Statements and Reports

To receive and consider the Financial Report, the

Sustainability Report, the Directors’ Report and the

Auditor’s Reports for the year ended 30 September 2026.

2. Re-election of Directors

(a)To re-elect Tim Burroughs as a Director.

(b)To re-elect Nerida Caesar as a Director.

(c)To re-elect Steven Gregg as a Director.

(d)To re-elect Michael Ullmer AO as a Director.

3. Remuneration Report

To adopt the Remuneration Report for the year ended

30 September 2026.

The vote on this resolution is advisory only and does not

bind the Company or its Directors.

4. Grant of Equity to the Managing Director and Chief

Executive Officer

To approve, including for the purposes of sections 200B

and 200E of the Corporations Act 2001 (Cth), the grant of

restricted share rights (restricted rights) and performance

share rights (performance rights) as Long Term Variable

Reward (LTVR) for the 2027 financial year to the Managing

Director and Chief Executive Officer, Anthony Miller, on

the terms summarised in the Explanatory Notes in the

Notice of Meeting.

Important

Voting Information

Eligible shareholders

A person who is registered as the holder of Westpac

shares at 7:00pm (Sydney time) on Monday, 14 December

2026 will be entitled to attend and vote at the AGM. Share

transfers registered after that time will be disregarded

in determining entitlements to attend and vote at

the meeting.

Voting exclusions

Key Management Personnel (KMP) that may have a vested

interest in the outcome of a resolution are restricted

from voting on that resolution. KMP includes members

of the Board and Group Executives that are listed in

Section 2 ‘Key Management Personnel’ of Westpac’s 2026

Remuneration Report.

The Corporations Act 2001 (Cth) (Corporations Act)

restricts KMP and their closely related parties from voting

in certain circumstances on such resolutions. A closely

related party includes a spouse, dependants, and certain

other close family members, as well as any companies

controlled by the KMP.

Voting exclusions apply to the following Items:

ITEM

RESOLUTION

3Remuneration Report

4Grant of Equity to the Managing Director

and Chief Executive Officer

Westpac will disregard any votes cast on Item 3:

•by or on behalf of a KMP named in the Remuneration

Report for the financial year ended 30 September

2026 or their closely related parties, regardless of the

capacity in which the vote is cast; or

•as a proxy by a person who is a KMP at the date of the

AGM or their closely related parties.

The votes will not be disregarded if the vote is cast as

proxy for a person entitled to vote on Item 3:

•in accordance with a direction on the Voting/Proxy

Form to vote on the Item in that way; or

•by the Chairman of the AGM pursuant to an express

authorisation to exercise the proxy, even though Item 3

is connected with the remuneration of the KMP.

MESSAGE FROM
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NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

7

Westpac will disregard any votes cast on Item 4:

•by or on behalf of Mr Anthony Miller or any of his

associates, regardless of the capacity in which the vote

is cast; or

•as a proxy by a person who is a KMP at the date of the

AGM or their closely related parties.

The votes will not be disregarded if the vote is cast on

Item 4:

•as proxy or attorney for a person entitled to vote on

the Item in accordance with a direction given to the

proxy or attorney to vote on the Item in that way; or

•by the Chairman of the AGM as proxy for a person

entitled to vote on the Item, pursuant to an express

authorisation to exercise the proxy as the Chairman of

the AGM decides, even though Item 4 is connected with

the remuneration of a KMP; or

•by a holder acting solely in a nominee, trustee,

custodial or other fiduciary capacity on behalf of a

beneficiary provided the following conditions are met:

–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 Item; and

–the holder votes on the Item in accordance with

directions given by the beneficiary to the holder to

vote in that way.

The ‘How to Vote’ instructions and Explanatory Notes

provide shareholders with further information and form

part of this Notice of Meeting.

By order of the Board of Directors.

Sarah Donnelly

COMPANY SECRETARY

2 November 2026

82026 NOTICE OF MEETING
HOW TO VOTE

Voting at the AGM

When registering at the AGM you will be given a voting

card and instructions on how to complete it.

Voting on all resolutions will be conducted by poll and

details on how to vote will be provided at the meeting.

You will not be able to vote online during the meeting.

Voting prior to the AGM

Voting or appointment of proxies can be completed prior

to the meeting in the following ways:

Online – at

vote.cm.mpms.mufg.com/WBC. Follow

the prompts or scan the QR code on the Voting/

Proxy Form with an appropriate device. You will

need your SRN or HIN and your postcode for

your shareholding.

Email – scan and email a completed Voting/Proxy

Form to vote@cm.mpms.mufg.com.

By post – completed Voting/Proxy Forms may be

posted to Westpac Banking Corporation, c/- MUFG

Corporate Markets, Locked Bag A6015, Sydney

South NSW 1235 Australia.

New Zealand shareholders can also return their Voting/

Proxy Form in one of the ways described in the form.

A completed Voting/Proxy Form (and any power of

attorney or other authority under which it is signed)

must be received by no later than 10:00am (Sydney time)

on Monday, 14 December 2026. Any Voting/Proxy Form

received after this time will not be valid.

By voting prior to the meeting, you agree to be bound

by the Direct Voting Rules adopted by the Board. The

Direct Voting Rules are available at westpac.com.au/AGM.

Further instructions on direct voting are on the Voting/

Proxy Form. If you vote before the meeting and then

attend the AGM, your attendance will not cancel your vote

unless you instruct Westpac or MUFG otherwise.

Appointment of Proxy

Shareholders can appoint up to two proxies to participate

in the AGM on their behalf. A proxy need not be a

shareholder of Westpac.

Where two proxies are appointed, each proxy can

represent a specific proportion or number of shares. If

no number or proportion is specified, each proxy will

represent half the shareholder’s votes.

If you appoint a proxy (other than the Chairman of the

AGM) and direct them how to vote and they do not attend

the meeting or do not vote on the poll, the Chairman of

the AGM will become your proxy and must cast those

proxy votes in accordance with your directions.

If you appoint the Chairman of the AGM as your proxy (or

the Chairman is appointed by default), and no direction is

provided, you will be expressly authorising the Chairman

to exercise your proxy as the Chairman sees fit. This

includes in relation to Items 3 and 4 even though

those items are connected directly or indirectly with the

remuneration of a member of Westpac’s KMP.

If you wish to appoint the Chairman of the AGM as your

proxy and direct the Chairman how to vote on an Item,

you must complete the ‘For’, ‘Against’ or ‘Abstain’ boxes

on the Voting/Proxy Form. Otherwise, the Chairman of the

AGM intends to vote all available proxies in favour of

Items 2(a), 2(b), 2(c), 2(d), 3 and 4.

If you appoint a Director (other than the Chairman of

the AGM) or another KMP or closely related party of any

KMP as your proxy, you must specify how they should

vote on Items 3 and 4 by completing the ‘For’, ‘Against’

or ‘Abstain’ boxes on the Voting/Proxy Form. If you do

not, your proxy will not be able to exercise your vote for

those Items.

Shareholders are encouraged to direct their proxies on

how to vote. If a proxy is not directed, the proxy

may abstain or vote as they see fit (subject to the

voting exclusions).

If you appoint a proxy but then attend the meeting

in person, your proxy will be automatically revoked (as

required by law), and you will need to lodge your vote at

the meeting.

Further instructions on appointing proxies are

available on the Voting/Proxy Form or online at

vote.cm.mpms.mufg.com/WBC.

Corporate representatives

A corporation which is a shareholder, or which has

been appointed as a proxy, may appoint an individual

to act as a corporate representative to vote at the

AGM. The appointment must comply with section 250D

of the Corporations Act. The corporate representative

should send their properly executed letter or other

document confirming their authority to act as the

company’s corporate representative with their Certificate

of Appointment of Corporate Representative form to

MUFG at the postal address or email address set out on

this page, unless it has previously been provided to MUFG.

A Certificate of Appointment of Corporate Representative

form may be obtained from MUFG by calling (+61)

1800 804 255 or emailing westpac@cm.mpms.mufg.com

or online at au.investorcentre.mpms.mufg.com and must

be received by MUFG by 10:00am (Sydney time) on

Wednesday, 16 December 2026.

Attorney

A shareholder entitled to participate and vote at the AGM

is entitled to appoint an attorney to participate and vote

at the meeting on the shareholder’s behalf. An attorney

does not have to be a shareholder of Westpac. The power

of attorney appointing the attorney must be duly signed

and specify the names of the shareholder, the attorney,

and the meetings at which the appointment may be used.

To be effective, a hard copy of the power of attorney,

certified as an original true copy by statutory declaration,

must also be received by MUFG by 10:00am (Sydney time)

on Monday, 14 December 2026 at the postal address

provided on this page.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

9

EXPLANATORY

NOTES

Item 1

Financial Statements

and Reports

This Item relates to Westpac’s Financial Report,

Sustainability Report, Directors’ Report and Auditor’s

Reports (the Financial Statements and Reports) for

the year ended 30 September 2026. This Item does

not require a formal resolution and so no vote will

be held.

Shareholders may ask questions and make comments on

the Financial Statements and Reports or the management

of Westpac and will have an opportunity to ask questions

of Westpac’s auditor, KPMG, in relation to the conduct of

the audits, the preparation and content of the Auditor’s

Reports, the accounting policies adopted by Westpac, the

policies adopted by Westpac in relation to the preparation

of the Sustainability Report and the independence of the

auditor in relation to the conduct of the audits.

The Financial Statements and Reports are available at

westpac.com.au/investorcentre.

Item 2

Re-election of Directors

Mr Burroughs, Ms Caesar, Mr Gregg and Mr Ullmer AO

are standing for re-election at this meeting.

Westpac seeks to maintain a high-quality Board with the

skills and experience to represent shareholders. A Board

skills matrix is provided in Westpac’s 2026 Corporate

Governance Statement. The Board uses the skills matrix

to illustrate the key skills and experience the Board is

seeking to achieve in its membership collectively and the

number of Directors with each skill and experience.

The Board also undertakes ongoing self-assessment

and conducts an annual performance review. This self-

assessment and review assist the Board Nominations &

Governance Committee and the Board in considering the

current and future composition of the Board. Following

consideration of the mix of skills, experience, diversity,

independence and other qualities of the Directors, the

Board (with the exception of each Director in relation to

his or her own re-election) has recommended the

re-election of each Non-executive Director.

(a) TIM BURROUGHS

MA (Hons), B Psy (Hons), FCA, FAICD

Independent Non-executive Director since March 2023.

Mr Burroughs has over 42 years’ experience in finance,

international banking and mergers and acquisitions.

Mr Burroughs was formerly Chairman of Investment

Banking at Goldman Sachs Australia, where he worked for

11 years. Prior to this, he held senior positions at Merrill

Lynch including Chairman of Mergers and Acquisitions.

From 1993 to 1997, Mr Burroughs was Principal at

Centaurus Corporate Finance, a leading independent

advisory firm.

Over the course of his career, he has specialised

in providing strategic financial advice to major

corporations and their boards. He has advised on capital

restructures, capital raisings and more than 100 public

company acquisitions.

Mr Burroughs is a Director of the Westpac Foundation,

and a Panel Member of Adara Partners (Australia) Pty Ltd.

Mr Burroughs has an engineering degree from Cambridge

University and is a Fellow of the Institute of

Chartered Accountants.

Mr Burroughs has also studied and taught Psychology at

Macquarie University.

Mr Burroughs is a member of the Board Risk,

Board Remuneration and Board Nominations &

Governance Committees.

The Board considers Mr Burroughs to be an

independent director.

The Board, other than Mr Burroughs, recommends

that shareholders vote in favour of the re-election

of Mr Burroughs to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this Item.

102026 NOTICE OF MEETING
EXPLANATORY NOTES

(b) NERIDA CAESAR

BCom, MBA, GAICD

Independent Non-executive Director since

September 2017.

Ms Caesar will reach nine years' tenure as a Westpac

Non-executive Director at the date of the AGM. In

considering Ms Caesar's skills, experience and Board

responsibilities, particularly her significant technology

experience and membership of the UNITE Oversight

Group, the Board on its initiative and in consultation

with Ms Caesar has agreed to extend the tenure of Ms

Caesar beyond the nine year limit set out in Westpac's

Director Appointment & Renewal Policy. The extension of

Ms Caesar's tenure is for an additional year. Under the

Director Appointment & Renewal Policy, a Director whose

tenure is extended beyond nine years (from the date of

first election by shareholders) is required to stand for re-

election each subsequent year.

Ms Caesar has over 40 years' of broad ranging commercial

and business management experience, with particular

depth in technology-led businesses. She was Group

Managing Director and Chief Executive Officer, Australia

and New Zealand, of Equifax (formerly the ASX-listed

Veda Group Limited) and was also a former director of

Genome One Pty Ltd and Stone and Chalk Limited.

Before joining Equifax, Ms Caesar held several senior

management roles at Telstra, including Group Managing

Director, Enterprise and Government and Group Managing

Director, Wholesale. She also held several executive and

senior management positions with IBM within Australia

and internationally, including as Vice President of IBM’s

Intel Server Division for the Asia Pacific region.

Ms Caesar is currently a Non-executive Director of TPG

Telecom Limited and Land Services SA & Land Services

WA (as a nominee Director of the Public Sector Pension

Investment Board of Canada). Ms Caesar is also a Director

of CreditorWatch and O'Connell Street Associates Pty Ltd

and an advisor to startups in the technology sector.

Ms Caesar was formerly a Non-executive Director of NBN

Co Ltd.

Ms Caesar is a member of the Board Audit and the Board

Risk Committees and the UNITE Oversight Group.

The Board considers Ms Caesar to be an

independent director.

The Board, other than Ms Caesar, recommends that

shareholders vote in favour of the re-election of Ms

Caesar to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this Item.

(c) STEVEN GREGG

BCom

Independent Non-executive Director since November

2023 and Chairman since December 2023.

Mr Gregg has more than 37 years’ experience in global

financial services, strategy consulting and professional

services across Australia, Asia, Europe and the US. He

has extensive experience in global investment banking,

including through senior roles with ABN Amro, Chase

Manhattan, Lehman Brothers and AMP Morgan Grenfell.

His most recent executive role was as a partner at

McKinsey & Company where he advised clients in Financial

Services and other sectors, primarily in Australia and Asia.

Mr Gregg has served as Chairman and as a Director

for companies across various sectors and is currently

Chairman of Ampol Limited and the Lorna Hodgkinson

Foundation. He is also a Director of William Inglis &

Son Limited and of Unisson Disability Limited. Mr Gregg

was formerly the Chairman of The Lottery Corporation,

Tabcorp Holdings Limited, Goodman Fielder Limited and

Austock Group Limited, and formerly a Non-executive

Director at Challenger Limited.

Mr Gregg is Chairman of the Board and Chair of the Board

Nominations & Governance Committee.

The Board considers Mr Gregg to be an

independent director.

The Board, other than Mr Gregg, recommends that

shareholders vote in favour of the re-election of Mr

Gregg to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this Item.

MESSAGE FROM
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NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

11

(d) MICHAEL ULLMER AO

BSc, FAICD, FCA, FCSI

Independent Non-executive Director since April 2023.

Mr Ullmer has over 40 years’ experience in international

banking, finance and professional services.

Mr Ullmer was formerly the Deputy Group Chief Executive

Officer of the National Australia Bank (NAB) from 2007

until he retired from the Bank in August 2011. He joined

NAB in 2004 as Finance Director and held a number of

key positions including Chair of the subsidiaries Great

Western Bank (US) and JB Were. Prior to NAB, Mr Ullmer

was at Commonwealth Bank of Australia, initially as

Group Chief Financial Officer and then Group Executive

with responsibility for Institutional and Business Banking.

Before that, he was a Partner at accounting firms KPMG

(1982 to 1992) and Coopers & Lybrand (1992 to 1997).

Mr Ullmer was formerly a Non-executive Director of

Woolworths Limited and the Chairman (Independent

Non-executive Director) of Lendlease Corporation Limited.

From a philanthropic perspective, throughout his career

Mr Ullmer has been heavily involved in supporting the

Arts and Education sectors.

Mr Ullmer is the Chair of the Board Audit Committee and a

member of the Board Risk Committee.

The Board considers Mr Ullmer to be an

independent director.

The Board, other than Mr Ullmer AO, recommends

that shareholders vote in favour of the re-election

of Mr Ullmer to the Board.

The Chairman of the AGM intends to vote all

available proxies in favour of this Item.

Item 3

Remuneration Report

Shareholders are asked to adopt Westpac’s

Remuneration Report for the year ended

30 September 2026.

The Remuneration Report is included within

Westpac’s 2026 Annual Report and is available at

westpac.com.au/investorcentre.

The Remuneration Report sets out information about:

•the executive remuneration framework;

•the relationship between remuneration and

Company performance;

•remuneration governance;

•details of executive remuneration arrangements; and

•statutory remuneration details (including for the

Directors of the Company).

The vote on this Item is advisory only and does not

bind the Company or its Directors. However, the voting

outcome will be considered when determining future

remuneration arrangements.

A voting exclusion applies to this Item, as set out earlier

in this Notice of Meeting.

The Board recommends that shareholders vote in

favour of adopting the Remuneration Report.

The Chairman of the AGM intends to vote all

available proxies in favour of this Item.

122026 NOTICE OF MEETING
EXPLANATORY NOTES

Item 4

Grant of Equity to the Managing Director and Chief

Executive Officer

Shareholders are asked to vote on the grant of equity as Long Term Variable Reward (LTVR) to the

Managing Director and Chief Executive Officer, Mr Anthony Miller, that will form part of his 2027 financial

year remuneration.

To align the CEO’s long term interests with those of shareholders, the Board believes Mr Miller should maintain a

significant shareholding in Westpac and receive part of his remuneration in equity that vests if certain conditions

are met.

The Board believes it is appropriate to proceed with granting performance based equity to support long term

shareholder returns and value creation.

The 2027 CEO LTVR award will be allocated as restricted rights and performance rights. If certain conditions are met

over a four year performance period, the rights will vest at the end of the deferral periods as outlined below. The grant

of equity is consistent with Mr Miller’s employment agreement as Managing Director and CEO.

The Board has the ability to adjust the number of rights downwards (including to zero) in the event of a significant

impact to the Group and in other circumstances considered appropriate.

Mr Miller’s annual total maximum remuneration package for the Managing Director and CEO role comprises:

•Fixed remuneration at $2,500,000;

•Maximum Short Term Variable Reward (STVR) at $2,343,750;

•LTVR restricted rights at $1,750,000; and

•LTVR performance rights at $1,750,000.

Further details of Westpac’s executive remuneration arrangements, including the STVR and LTVR components, are

in the Remuneration Report in Westpac’s 2026 Annual Report, which is available at westpac.com.au/investorcentre.

Information on Mr Miller’s 2027 remuneration will be outlined in the 2027 Remuneration Report.

1. Reason for requesting shareholder approval

ASX Listing Rule 10.14.1 requires shareholder approval for the issue of securities to a Director under an employee

incentive scheme. Mr Miller is a Director of Westpac.

The terms of the CEO’s 2027 LTVR provide that shares to satisfy any vested LTVR awards will be acquired on-market.

Accordingly, an exception to ASX Listing Rule 10.14.1 applies, which means that shareholder approval is not required.

Notwithstanding this, Westpac is seeking approval for the grant of equity as LTVR to the CEO as a matter of

good governance.

This resolution is not seeking approval for the total remuneration of the CEO, rather it relates to the issue of securities

to the CEO as LTVR, which is one component of his total remuneration.

If shareholder approval is not obtained, the Board will consider alternative approaches to rewarding Mr Miller should

the performance conditions for the LTVR be achieved. This may include paying him a cash equivalent.

Shareholder approval is also being sought for the purposes of sections 200B and 200E of the Corporations Act for any

potential termination benefits that may be given to Mr Miller in connection with the LTVR award.

If this resolution is approved, Mr Miller will be entitled to receive benefits arising through this award on termination

of his employment (subject to various conditions), in addition to any other termination benefits that may be provided

to him, without further shareholder approval. If shareholder approval is provided, the value of any termination benefits

that may be received in connection with the LTVR award will be disregarded when calculating the cap on termination

benefits that may be provided to Mr Miller without further shareholder approval under the Corporations Act. It is

intended that this approval will remain valid during the life of equity granted to Mr Miller under Item 4.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

13

2. Terms of the LTVR award

Consistent with the remuneration strategy, the terms of LTVR are designed to:

•Align accountability and remuneration with the long term interests of shareholders by rewarding the delivery of

sustained Group performance over the long term;

•Place a significant proportion of remuneration ‘at-risk’ as vesting is subject to the achievement of performance

conditions, a service condition and Board discretion; and

•Ensure remuneration is competitive and aligned with market remuneration in the financial services industry.

TERMS OF THE LTVR AWARD

Quantum of awardThe Board has determined that Mr Miller will receive a 2027 LTVR award comprising a maximum grant

of 50,388 restricted rights and 50,389 performance rights, with a total face value of $3,500,000.

Subject to the performance conditions and other vesting criteria described below, Mr Miller will

generally receive one fully paid ordinary share for each restricted right or performance right that vests.

The rights to be granted will be offered at nil cost to him and no amount is payable on their vesting.

The number of rights to be granted to Mr Miller as Managing Director and CEO was determined by

dividing the dollar value of the 2027 LTVR award by the market price (being the volume weighted

average price of Westpac’s ordinary shares, as traded on the ASX and TMX Australia Exchange) in the

last five trading days up to and including 30 September 2026, which was $34.73.

The Board has discretion to amend certain terms of Mr Miller’s LTVR award. If the Company undertakes

a capital event, a performance hurdle or vesting condition is determined to no longer be appropriate or

applicable, or other material circumstances arise (including extraneous economic circumstances) which

necessitate changes to the performance measures or criteria to be applied to Mr Miller’s LTVR award,

the Board may determine to: adjust the number of underlying shares allocated on vesting of the rights;

or may waive, amend or replace any performance measure or criteria that apply to Mr Miller’s LTVR. Any

such Board determination would be explained in the Company’s next Annual Report issued following

the determination.

DeliveryThe LTVR award is delivered in two equally weighted components comprising restricted rights and

performance rights.

Restricted rights

•Performance period: 4 years.

•Deferral period: Up to 5 years comprising a performance period of 4 years after which 50% of the

restricted rights are eligible to vest (i.e. at the end of Year 4). The remaining 50% of restricted rights

are eligible to vest after a further deferral period of 1 year (i.e. at the end of Year 5).

Performance rights

•Performance period: 4 years.

•Deferral period: 6 years, comprising a performance period of 4 years and a further deferral period of

2 years. 100% of the performance rights are eligible to vest at the end of Year 6.

Both restricted rights and performance rights are eligible to receive dividend equivalent payments to

the extent that rights vest.

For restricted rights, dividend equivalent payments are accrued for the performance period and the

further deferral period after the performance period, and paid at the end of the deferral period.

For performance rights, dividend equivalent payments are only accrued for the further deferral period

after the performance period and paid at the end of the deferral period.

Upon exercise of either type of right, the Board may also choose to issue a cash consideration equivalent

to the cash value of the number of rights exercised.

142026 NOTICE OF MEETING
EXPLANATORY NOTES

Performance conditionsThe performance conditions must be satisfied before rights can vest, except in limited circumstances

(refer to the Board discretion and the cessation of employment section described below). There is no

re-testing and any rights that do not vest on testing will lapse.

The Board has discretion to determine that alternative, additional or modified performance conditions

will apply in combination with or in lieu of performance conditions specified below in relation to any

LTVR rights. The Board may also waive any performance condition, for example where it is no longer

appropriate or applicable.

Restricted rights

The restricted rights are subject to performance conditions which are assessed prior to the grant

and prior to vesting. These assessments are known as the pre-grant assessment and the pre-

vest assessment.

The assessments are focused on maintaining or improving Group risk culture. The assessments will

be primarily based on the assessment of collective Group risk culture as part of the Board’s annual

attestation to APRA required under Prudential Standard CPS 220 Risk Management, which is a multi

factorial, evidence based process. A prudential soundness gate applies.

The Board will also consider if there have been any significant risk outcomes or any serious misconduct

that have not been sufficiently addressed through performance management or STVR outcomes.

Step 1: Assessment

RISK FACTORSASSESSMENT

1. Prudential soundness gateHas Westpac remained safe and secure, taking into account capital

position and liquidity?

Prudential soundness is measured through the common equity tier 1

capital ratio, liquidity coverage ratio and the net stable funding ratio.

2. Group risk cultureHas Group risk culture maturity been maintained or improved,

considering both executive actions or inactions?

The risk culture assessment involves a series of inputs, a review

process and a Board assessment of Group risk culture.

3. Significant risk outcomesHave risk outcomes arisen that have a significant and material impact

on the Group, not sufficiently addressed elsewhere?

4. Serious misconductHas Westpac suffered from a serious misconduct issue, not

sufficiently addressed elsewhere?

Step 2: Consider Board discretion

Considerations to guide the application of discretion and the overall assessment include:

•The materiality of the adverse impact on Westpac’s financial position, or reputation, or customers,

or shareholders, or employees or regulatory standing.

•Whether the outcome was specific to Westpac, the banking industry or the broader market.

•The extent to which performance and reward outcomes are already impacted (e.g. through

remuneration adjustments), at a collective or individual level.

•Whether any adjustment should be made on a collective or individual basis.

Given the focus on maintaining or improving Group risk culture over the performance period,

adjustments are unlikely at the pre-grant assessment and any potential adjustment is more likely at

the pre-vest assessment.

The pre-grant assessment for the 2027 LTVR restricted rights was completed and the Board determined

that the award be granted in full.

The restricted rights remain subject to the pre-vest assessment after the four year performance period

ending 30 September 2030. The restricted rights also remain subject to remuneration adjustments

during and after this period.

Performance rights

The performance rights are subject to an assessment of relative total shareholder return (TSR) against

two comparator groups.

The two comparator groups are equally weighted and tested independently against a percentile ranking

vesting schedule as outlined below. The Board retains discretion to amend the comparator groups and

determine the overall vesting outcome as appropriate.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

15

WESTPAC’S TSR PERFORMANCEINDICATIVE VESTING PERCENTAGE

At the 75th percentile or higher100%

Between the median and the 75th percentilePro-rata vesting between 50% and 100%

At the median50%

Below the median0%

Banking comparator group

The banking comparator group of companies comprises of ANZ Group Holdings Limited, Bank of

Queensland Limited, Bendigo and Adelaide Bank Limited, Commonwealth Bank of Australia and

National Australia Bank Limited.

General ASX comparator group

The general ASX comparator group comprises the 20 largest companies on the ASX by market

capitalisation, excluding resource companies. The 20 companies are determined at the start of the

performance period on 1 October 2026.

The general ASX comparator group of companies comprises ANZ Group Holdings Limited,

Aristocrat Leisure Limited, Brambles Limited, Coles Group Limited, Commonwealth Bank of Australia,

Computershare Limited, CSL Limited, Fisher & Paykel Healthcare Corporation Limited, Goodman Group,

Macquarie Group Limited, National Australia Bank Limited, Origin Energy Limited, QBE Insurance Group

Limited, REA Group Ltd, Sigma Healthcare Limited, Suncorp Group Limited, Telstra Group Limited,

Transurban Group, Wesfarmers Limited and Woolworths Group Limited.

In the event of a merger, acquisition or de-listing of any of the 20 companies, that company will be

removed from the comparator group.

Adjustment of unvested

or unexercised award

The Board may adjust downwards, including to zero, the number of unvested rights or vested and

unexercised rights, and if so, those rights will lapse. This may occur to respond to: serious misconduct,

significant circumstances or new information including significant error or misstatement which suggest

that the award was not justified or results in an inappropriate reward outcome, significant failure

of financial and non-financial risk management, breach of accountability obligations or fitness and

propriety, where required by law, and any other misconduct that has a significant adverse outcome on

Westpac, its customers or its people.

The Board may delay the vesting of the LTVR award if an investigation in relation to the matters above

is being conducted and in other circumstances.

Exercise of vested rightsVested rights may be exercised up to a maximum of two years from the vesting date of the award and

will be auto-exercised if not exercised within the period. The exercise price for the rights is zero.

ClawbackAt the discretion of the Board, to the extent legally permissible and practicable, Westpac has a right to

clawback the shares which vest from the LTVR award together with any other vested proceeds of the

LTVR award for two years from the payment or vesting date.

It is anticipated that clawback would only be used in response to the same matters identified above

in the ‘Adjustment of unvested or unexercised award’ section and having regard to a proportionate

response to the severity of the matter and level of individual accountability, after other adjustment tools

have been exhausted.

Cessation of

employment and

early vesting

Subject to the Board’s discretion (refer to section 3 below on the Board’s discretion), all unvested

rights will lapse when Mr Miller’s employment with Westpac ceases, except where the cessation of

his employment:

(a)is due to retirement or retrenchment, in which case the rights are retained and remain subject to

performance testing and the other terms as outlined above;

(b)is due to death, or total and permanent disablement, in which case the rights become immediately

exercisable; or

(c)is due to an agreed separation, in which case the rights are retained and remain subject to

performance testing and the other terms as outlined above unless a reduction is determined to

be appropriate.

Change of controlIf a change of control event occurs, the Board may determine the number of rights that become

exercisable and vest, having regard to the proportion of the deferral period served and performance

against the relevant conditions as at the date of the Board’s determination.

162026 NOTICE OF MEETING
EXPLANATORY NOTES

In addition, the CEO and Group Executives are required to build and maintain a significant Westpac shareholding to

strengthen alignment with shareholder interests. The sale of any shares that may be delivered to Mr Miller from the

2027 LTVR award is conditional on meeting the minimum shareholding requirement (except for the purposes of meeting

tax obligations).

3. Termination benefits

Early vesting of Mr Miller’s LTVR awards or a decision to allow the rights to be retained in connection with Mr Miller’s

cessation of employment may amount to providing a termination benefit under the Corporations Act.

The Board also has discretion in relation to the rights where Mr Miller ceases employment under certain circumstances

that do not involve serious misconduct and where early vesting of the rights is not otherwise prohibited by law. This

discretion enables the Board to vest the rights or determine that the rights are retained, subject to performance

conditions and the other terms as outlined above.

The Board may determine to exercise this discretion in relation to rights in circumstances where Mr Miller’s employment

ceases without fault on his part. In determining whether to exercise discretion, the Board will consider all relevant

circumstances, which may include Westpac’s performance against applicable performance conditions at the date of

cessation, as well as Mr Miller’s individual performance and the period that has passed from the date of grant to the

date of cessation.

The value of termination benefits that may be given to Mr Miller as a result of early vesting of any of his awards, or

the exercise of the Board’s discretion that his rights will not lapse, cannot be determined in advance. This is because, in

addition to the factors listed above, the value at the date of cessation of employment will also depend upon:

•The number of securities initially granted as part of the LTVR awards;

•The date when, and the circumstances in which, employment ceases;

•Westpac’s share price at the relevant date of vesting; and

•The number of unvested securities held at the time of cessation of employment.

4. Further Information

(a)Since his appointment as Managing Director and Chief Executive Officer, Mr Miller has been issued with LTVR awards

as follows:

LTVR grantGrant datePerformance test dateNo. of rightsNotional issue priceVesting outcome

2026 restricted rightsJanuary 20261 October 202945,691$38.30To be confirmed post-vesting dates

2026 performance rightsJanuary 20261 October 202945,692$38.30

2025 restricted rightsJanuary 20251 October 202842,991$32.23

2025 performance rightsJanuary 20251 October 202842,992$32.23

No amount was or is payable at grant or on vesting or exercise by Mr Miller for the above rights.

(b)No loans are, or will be, granted to Mr Miller in connection with the LTVR award.

(c)Details of any rights granted or shares issued to Mr Miller under the LTVR award will be published each year in

Westpac’s Annual Report.

(d)There are no other Directors and no other associates of Directors who are presently entitled to participate in the

2027 LTVR award, and (other than Mr Miller) no additional Director or associate of a Director who becomes entitled

to participate in the LTVR award will participate until approval is obtained under ASX Listing Rule 10.14 (unless an

exception applies).

(e)Mr Miller is not permitted to deal in (including hedge) securities received under the LTVR award until they

have vested. All dealings in securities (vested and unvested) must comply with the Westpac Group Securities

Trading Policy.

(f)The rights do not receive dividends (but as noted above, a dividend equivalent payment may be payable) and do not

have voting rights.

(g)If shareholder approval is obtained, the 2027 LTVR award will be approved for the purposes of all applicable

requirements, including sections 200B and 200E of the Corporations Act.

(h)Westpac intends to grant the rights in January 2027 and, in any event, no later than three years after the AGM.

A voting exclusion applies to this Item, as set out earlier in this Notice of Meeting.

The Board recommends that shareholders vote in favour of Item 4.

The Chairman of the AGM intends to vote all available proxies in favour of this Item.

MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

17

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182026 NOTICE OF MEETING
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MESSAGE FROM
THE CHAIRMANAGM DETAILS

NOTICE OF

2026 ANNUAL

GENERAL MEETINGHOW TO VOTEEXPLANATORY NOTES

19

The 2026 Westpac Notice of Meeting is made with

a mixture of materials from FSC®-certified forests,

recycled materials, and/or FSC®-controlled wood.

WESTPAC.COM.AU

As a shareholder of Westpac Banking Corporation (Westpac), entitled to attend and vote at Westpac’s 2026 Annual General Meeting (AGM) to be held at
10:00am (Sydney time) on Wednesday, 16 December 2026, at the Western Sydney Convention Centre, 81 Mulgoa Road, Penrith NSW 2750 and at any

adjournment or postponement of the AGM, I/we hereby:

VOTING/PROXY FORM

VOTING/PROXY DIRECTIONS

ITEMS OF BUSINESS

ForAgainstAbstain*

2a To re-elect Tim Burroughs as a DirectorFOR

2c To re-elect Steven Gregg as a DirectorFOR

2d To re-elect Michael Ullmer AO as a DirectorFOR

2b To re-elect Nerida Caesar as a DirectorFOR

4 Grant of Equity to the Managing Director and Chief Executive OfficerFOR

3 Remuneration ReportFOR

Board Recommendation

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary

Director/Company Secretary (Delete one)Director

This form should be signed in accordance with the signing instructions set out overleaf.

This form should be signed by the shareholder. If a joint holding, any shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously

noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the

Corporations Act 2001 (Cth).


elect to lodge my

vote directly

(mark box

T

)

VOTE

DIREC TLY

OR

If voting directly, only

mark either ‘For’ or

‘Against’ for each Item.

If you mark the ‘Abstain’

box, your vote for that

Item will not be counted.

Please read the voting instructions overleaf before marking any boxes with an

T

A

C

D

appoint the Chairman of the AGM (mark box

T

)

If no name is provided, or failing the person/ body corporate named, the Chairman of the AGM will act as your proxy. In each case,

your proxy will act generally and vote in accordance with the following directions (or if no directions have been given, and to the

extent permitted by law, as the proxy sees fit), on your behalf at the AGM and at any adjournment or postponement of the AGM.

Exercise of proxies by the Chairman of the AGM for Items 3 and 4.

If the Chairman of the AGM is your proxy (or becomes your proxy by default), by submitting this form you expressly authorise the

Chairman of the AGM to vote on Items 3 and 4, even though Items 3 and 4 are connected directly or indirectly with the remuneration

of a member of the key management personnel of Westpac.

(Note: You may direct the Chairman of the AGM on how to vote on Items 3 and 4, by marking the appropriate boxes below.)

The Chairman of the AGM intends to vote all available proxies in FAVOUR of Items 2a, 2b, 2c, 2d, 3 and 4.

OR - if you are NOT appointing the Chairman of the AGM as your proxy, please write the name and email of the person or body

corporate you are appointing as your proxy. Please note: leave this box blank if you have appointed the Chairman of the AGM as

your proxy. Do not insert your own name(s).

NameEmail

To cast your own votes

directly, please complete

Sections A, C and D.

APPOINT A PROXY

B

To appoint a proxy and direct them how to vote on your behalf, please complete Sections B, C and D OR to appoint the Chairman

of the AGM to act as your proxy and vote on all resolutions, please mark the box in Section B and complete Sections C and D.

Your Shareholder Reference Number is X99999999999

* If you mark the ‘Abstain’ box for a particular Item, you are directing your proxy not to vote on your behalf and your votes will not be counted in computing the required majority on a poll.

WBC PRX2601N

*WBC PRX2601N*

LODGE YOUR VOTING/PROXY FORM


ONLINE

vote.cm.mpms.mufg.com/WBC

or

by scanning the QR code adjacent


MAIL

Westpac Banking Corporation

C/- MUFG Corporate Markets (AU) Limited

Locked Bag A6015

Sydney South NSW 1235 Australia


IN PERSON

MUFG Corporate Markets (AU) Limited

Parramatta Square, Level 22, Tower 6,

10 Darcy Street, Parramatta NSW 2150


BY EMAIL

vote@cm.mpms.mufg.com


ALL ENQUIRIES BY TELEPHONE TO:

+61 1800 804 255 (free call within Australia)

Westpac Banking Corporation

ABN 33 007 457 141

*X99999999999*

NAME SURNAME

ADDRESS LINE 1

ADDRESS LINE 2

ADDRESS LINE 3

ADDRESS LINE 4

ADDRESS LINE 5

ADDRESS LINE 6

SAMPLE

!
YOUR VOTE IS IMPORTANT

This Voting/Proxy Form (and any power of attorney or other authority under which it is signed) must be received at an address given on

the prior page by 10:00am (Sydney time) on Monday, 14 December 2026, being no later than 48 hours before the commencement of

Westpac’s AGM.

Any Voting/Proxy Form received after this deadline will not be valid.

HOW TO COMPLETE THIS VOTING/PROXY FORM

IF ATTENDING THE AGM, PLEASE BRING THIS FORM WITH YOU TO ASSIST WITH REGISTRATION.

1. SECTION A - DIRECT VOTING

If you mark Box A, you are indicating that you wish to vote directly.

Please only mark either ‘For’ or ‘Against’ for each Item. If you mark

the ‘Abstain’ box, your vote will not be counted for that Item.

Directions given in Section C will only be valid for Items marked and

no vote will be counted for Items left blank. If no directions are given

on all Items, or if you complete both Box A and Box B, then you will

be taken to have appointed the person named in Box B as your proxy

or, if no person is named, your vote will be passed to the Chairman

of the AGM as your proxy and any direct votes will not be counted.

If neither Box A nor Box B is selected, you will be taken to have

appointed the person named in the form as proxy and if no person is

named, the Chairman of the AGM as your proxy. Any direct votes will

not be counted.

Your direct vote will be cast for all of your shares unless you indicate

only a portion of your shares are to be voted on any Item by inserting

the percentage or number of shares beside the relevant Item of

business.

If you lodge a direct vote and then attend the AGM, your attendance

will not cancel your direct vote unless you instruct Westpac or MUFG

Corporate Markets (AU) Limited otherwise.

Further guidelines about direct voting are in Westpac’s Direct Voting

Rules, available on Westpac’s website westpac.com.au/AGM.

2. SECTION B - APPOINTING A PROXY

If you wish to appoint the Chairman of the AGM as your proxy, mark

the box in Section B. If you wish to appoint someone else as your

proxy, please write the name and email of the person, or body

corporate. A proxy does not need to be a shareholder of Westpac.

Default to Chairman of the AGM: If you leave the box in Section B

blank, or your named proxy does not attend the AGM, the Chairman

of the AGM will be your proxy. If you direct your proxy how to vote

and your named proxy does not attend the AGM or does not vote on

a poll on a resolution in accordance with your directions, the Chairman

of the AGM will become your proxy for that resolution.

On a poll, the Chairman of the AGM will vote proxies as directed or

if no directions are given, in accordance with the voting intentions

set out on page 1.

Votes on Items of Business – Proxy Appointment: You may direct

your proxy how to vote by marking one of the boxes opposite each

Item of business. All your shares will be voted in accordance with

such a direction unless you indicate only a portion are to be voted on

any Item by inserting the percentage or number of shares you wish

to vote beside the relevant Item. If you do not mark any of the boxes

on the Items of business, your proxy may vote as they choose, subject

to any voting exclusions. If you mark more than one box on an Item,

your vote on that Item will be invalid.

Proxy voting by Key Management Personnel (KMP): If you wish to

appoint a Director (other than the Chairman of the AGM) or other

member of Westpac’s KMP, or their closely related parties, as your

proxy, you must specify how they should vote on Items 3 and 4 by

marking the appropriate box in Section C on the previous page. If you

do not, your proxy will not be able to exercise your vote for these

Items.

Appointment of a Second Proxy: Shareholders can appoint up to two

proxies to attend the AGM and vote. To appoint a second proxy, an

additional Voting/Proxy Form may be obtained from MUFG Corporate

Markets (AU) Limited, or by copying this form.

To appoint a second proxy you must:

(a) on each Voting/Proxy Form state the percentage of your voting

rights or number of shares applicable to that form. If the forms do

not specify the percentage or number of votes that each proxy may

exercise, each proxy may exercise half your votes. Fractions of votes

will be disregarded; and

(b) return both forms together.

If you appoint a proxy but then attend the AGM, your proxy will be

automatically revoked (as required by law), and you will need to lodge

your vote at the AGM.

3. SECTION D - SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, any

shareholder may sign.

Power of attorney: To be effective, a hard copy of the power of

attorney, certified as an original true copy by statutory declaration,

must be received by MUFG Corporate Markets (AU) Limited by

10:00am (Sydney time) on Monday, 14 December 2026 at the postal

address on the prior page.

Companies: Where the company has a sole director who is also the

sole company secretary, this form must be signed by that person. If

the company (pursuant to section 204A of the Corporations Act 2001

(Cth)) does not have a company secretary, a sole director can also sign

alone. Otherwise this form must be signed by a director jointly with

either another director or a company secretary. Please indicate the

office held by signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the AGM the

appropriate ‘Certificate of Appointment of Corporate Representative’

must be received by MUFG Corporate Markets (AU) Limited by

10:00am (Sydney time) on Wednesday, 16 December 2026. A form

of the certificate may be obtained from MUFG Corporate Markets

(AU) Limited or online at

www.mpms.mufg.com/en/mufg-corporate-markets.

SAMPLE

As a shareholder of Westpac Banking Corporation (Westpac), entitled to attend and vote at Westpac’s 2026 Annual General Meeting (AGM) to be held at
10:00am (Sydney time) on Wednesday, 16 December 2026, at the Western Sydney Convention Centre, 81 Mulgoa Road, Penrith NSW 2750 and at any

adjournment or postponement of the AGM, I/we hereby:

VOTING/PROXY FORM

VOTING/PROXY DIRECTIONS

ITEMS OF BUSINESS

ForAgainstAbstain*Board Recommendation

SIGNATURE OF SHAREHOLDERS – THIS MUST BE COMPLETED

Shareholder 1 (Individual)Joint Shareholder 2 (Individual)Joint Shareholder 3 (Individual)

Sole Director and Sole Company Secretary

Director/Company Secretary (Delete one)Director

This form should be signed in accordance with the signing instructions set out overleaf.

This form should be signed by the shareholder. If a joint holding, any shareholder may sign. If signed by the shareholder’s attorney, the power of attorney must have been previously

noted by the registry or a certified copy attached to this form. If executed by a company, the form must be executed in accordance with the company’s constitution and the

Companies Act 1993 (NZ).


elect to lodge my

vote directly

(mark box

T

)

VOTE

DIREC TLY

OR

If voting directly, only

mark either ‘For’ or

‘Against’ for each Item.

If you mark the ‘Abstain’

box, your vote for that

Item will not be counted.

Please read the voting instructions overleaf before marking any boxes with an

T

A

C

D

appoint the Chairman of the AGM (mark box

T

)

If no name is provided, or failing the person/ body corporate named, the Chairman of the AGM will act as your proxy. In each case,

your proxy will act generally and vote in accordance with the following directions (or if no directions have been given, and to the

extent permitted by law, as the proxy sees fit), on your behalf at the AGM and at any adjournment or postponement of the AGM.

Exercise of proxies by the Chairman of the AGM for Items 3 and 4.

If the Chairman of the AGM is your proxy (or becomes your proxy by default), by submitting this form you expressly authorise the

Chairman of the AGM to vote on Items 3 and 4, even though Items 3 and 4 are connected directly or indirectly with the remuneration

of a member of the key management personnel of Westpac.

(Note: You may direct the Chairman of the AGM on how to vote on Items 3 and 4, by marking the appropriate boxes below.)

OR - if you are NOT appointing the Chairman of the AGM as your proxy, please write the name and email of the person or body

corporate you are appointing as your proxy. Please note: leave this box blank if you have appointed the Chairman of the AGM as

your proxy. Do not insert your own name(s).

NameEmail

To cast your own votes

directly, please complete

Sections A, C and D.

APPOINT A PROXY

B

To appoint a proxy and direct them how to vote on your behalf, please complete Sections B, C and D OR to appoint the Chairman

of the AGM to act as your proxy and vote on all resolutions, please mark the box in Section B and complete Sections C and D.

Your Shareholder Reference Number is X99999999999

* If you mark the ‘Abstain’ box for a particular Item, you are directing your proxy not to vote on your behalf and your votes will not be counted in computing the required majority on a poll.

2a To re-elect Tim Burroughs as a DirectorFOR

2c To re-elect Steven Gregg as a DirectorFOR

2d To re-elect Michael Ullmer AO as a DirectorFOR

2b To re-elect Nerida Caesar as a DirectorFOR

4 Grant of Equity to the Managing Director and Chief Executive OfficerFOR

3 Remuneration ReportFOR

The Chairman of the AGM intends to vote all available proxies in FAVOUR of Items 2a, 2b, 2c, 2d, 3 and 4.

WBC PRX2601N

*WBC PRX2601N*

LODGE YOUR VOTING/PROXY FORM


ONLINE

vote.cm.mpms.mufg.com/WBC

or

by scanning the QR code adjacent


MAIL

Westpac Banking Corporation

C/- MUFG Corporate Markets (AU) Limited

PO Box 91976

Victoria Street West, Auckland, 1142


IN PERSON

MUFG Pension & Market Services NZ Limited,

Level 30, PWC Tower,

15 Customs Street West, Auckland, 1010


BY EMAIL

vote@cm.mpms.mufg.com


ALL ENQUIRIES BY TELEPHONE TO:

+64 800 002 727 (free call within New Zealand)

Westpac Banking Corporation

ABN 33 007 457 141

*X99999999999*

NAME SURNAME

ADDRESS LINE 1

ADDRESS LINE 2

ADDRESS LINE 3

ADDRESS LINE 4

ADDRESS LINE 5

ADDRESS LINE 6

SAMPLE

!
YOUR VOTE IS IMPORTANT

This Voting/Proxy Form (and any power of attorney or other authority under which it is signed) must be received at an address given on

the prior page by 10:00am (Sydney time) on Monday, 14 December 2026, being no later than 48 hours before the commencement of

Westpac’s AGM.

Any Voting/Proxy Form received after this deadline will not be valid.

HOW TO COMPLETE THIS VOTING/PROXY FORM

IF ATTENDING THE AGM, PLEASE BRING THIS FORM WITH YOU TO ASSIST WITH REGISTRATION.

1. SECTION A - DIRECT VOTING

If you mark Box A, you are indicating that you wish to vote directly.

Please only mark either ‘For’ or ‘Against’ for each Item. If you mark

the ‘Abstain’ box, your vote will not be counted for that Item.

Directions given in Section C will only be valid for Items marked and

no vote will be counted for Items left blank. If no directions are given

on all Items, or if you complete both Box A and Box B, then you will

be taken to have appointed the person named in Box B as your proxy

or, if no person is named, your vote will be passed to the Chairman

of the AGM as your proxy and any direct votes will not be counted.

If neither Box A nor Box B is selected, you will be taken to have

appointed the person named in the form as proxy and if no person is

named, the Chairman of the AGM as your proxy. Any direct votes will

not be counted.

Your direct vote will be cast for all of your shares unless you indicate

only a portion of your shares are to be voted on any Item by inserting

the percentage or number of shares beside the relevant Item of

business.

If you lodge a direct vote and then attend the AGM, your attendance

will not cancel your direct vote unless you instruct Westpac or MUFG

Corporate Markets (AU) Limited otherwise.

Further guidelines about direct voting are in Westpac’s Direct Voting

Rules, available on Westpac’s website westpac.com.au/AGM.

2. SECTION B - APPOINTING A PROXY

If you wish to appoint the Chairman of the AGM as your proxy, mark

the box in Section B. If you wish to appoint someone else as your

proxy, please write the name and email of the person, or body

corporate. A proxy does not need to be a shareholder of Westpac.

Default to Chairman of the AGM: If you leave the box in Section B

blank, or your named proxy does not attend the AGM, the Chairman

of the AGM will be your proxy. If you direct your proxy how to vote

and your named proxy does not attend the AGM or does not vote on

a poll on a resolution in accordance with your directions, the Chairman

of the AGM will become your proxy for that resolution.

On a poll, the Chairman of the AGM will vote proxies as directed or

if no directions are given, in accordance with the voting intentions

set out on page 1.

Votes on Items of Business – Proxy Appointment: You may direct

your proxy how to vote by marking one of the boxes opposite each

Item of business. All your shares will be voted in accordance with

such a direction unless you indicate only a portion are to be voted on

any Item by inserting the percentage or number of shares you wish

to vote beside the relevant Item. If you do not mark any of the boxes

on the Items of business, your proxy may vote as they choose, subject

to any voting exclusions. If you mark more than one box on an Item,

your vote on that Item will be invalid.

Proxy voting by Key Management Personnel (KMP): If you wish to

appoint a Director (other than the Chairman of the AGM) or other

member of Westpac’s KMP, or their closely related parties, as your

proxy, you must specify how they should vote on Items 3 and 4 by

marking the appropriate box in Section C on the previous page. If you

do not, your proxy will not be able to exercise your vote for these

Items.

Appointment of a Second Proxy: Shareholders can appoint up to two

proxies to attend the AGM and vote. To appoint a second proxy, an

additional Voting/Proxy Form may be obtained from MUFG Corporate

Markets (AU) Limited, or by copying this form.

To appoint a second proxy you must:

(a) on each Voting/Proxy Form state the percentage of your voting

rights or number of shares applicable to that form. If the forms do

not specify the percentage or number of votes that each proxy may

exercise, each proxy may exercise half your votes. Fractions of votes

will be disregarded; and

(b) return both forms together.

If you appoint a proxy but then attend the AGM, your proxy will be

automatically revoked (as required by law), and you will need to lodge

your vote at the AGM.

3. SECTION D - SIGNING INSTRUCTIONS

You must sign this form as follows in the spaces provided:

Individual: where the holding is in one name, the holder must sign.

Joint Holding: where the holding is in more than one name, any

shareholder may sign.

Power of attorney: To be effective, a hard copy of the power of

attorney, certified as an original true copy by statutory declaration,

must be received by MUFG Corporate Markets (AU) Limited by

10:00am (Sydney time) on Monday, 14 December 2026 at the postal

address on the prior page.

Companies: Where the company has a sole director who is also the

sole company secretary, this form must be signed by that person. If

the company (pursuant to the Companies Act 1993 (NZ)) does not have

a company secretary, a sole director can also sign alone. Otherwise

this form must be signed by a director jointly with either another

director or a company secretary. Please indicate the office held by

signing in the appropriate place.

CORPORATE REPRESENTATIVES

If a representative of the corporation is to attend the AGM the

appropriate ‘Certificate of Appointment of Corporate Representative’

must be received by MUFG Corporate Markets (AU) Limited by

10:00am (Sydney time) on Wednesday, 16 December 2026. A form

of the certificate may be obtained from MUFG Corporate Markets

(AU) Limited or online at

www.mpms.mufg.com/en/mufg-corporate-markets.

SAMPLE

The AGM is an opportunity for shareholder engagement.
Shareholders may ask a question in relation to an Item of

Business or the management of Westpac in advance of the

AGM. Details of the AGM are in the Notice of Meeting, available

at westpac.com.au/AGM. Questions relevant to the content of

the Auditor’s Reports or the conduct of the audit of the

Financial Report or Sustainability Report may be submitted to

the Auditor by marking the appropriate box below.

Given the likely number of questions, individual responses will

not be provided. Westpac will seek to address shareholders’

commonly raised matters during the AGM.

The easiest way to submit a question is online at

vote.cm.mpms.mufg.com/WBC. You can also return this form

via one of the methods mentioned at the top of this page. All

questions must be received by 5:00pm (Sydney time) on

Wednesday, 9 December 2026.

The AGM is a forum to discuss the performance and

management of Westpac, and the items of business set out in

the Notice of Meeting. If you have a question about your

individual circumstances or banking, please speak with your local

branch or contact telephone banking (132 032 for Westpac

customers or 13 33 30 for St.George customers).

In the event we need to contact you about your question, you

may include your email address and/or contact number in the

space below.

Providing your email address will not change your Westpac

shareholder communication preferences.

My question relates to (please mark the most appropriate box)

Westpac’s future direction or

strategy

A resolution being put to the AGMQuestion for Westpac’s Auditor, KPMG

Westpac’s Financial Statements and

Reports

Westpac’s performanceWestpac’s approach to sustainability

Westpac’s Remuneration Report

A general banking matter or

suggestion

Other

QUESTIONS FROM SHAREHOLDERS – WESTPAC 2026 ANNUAL GENERAL MEETING (AGM)

LODGE YOUR QUESTIONS


ONLINE

vote.cm.mpms.mufg.com/WBC

or

by scanning the QR code adjacent


MAIL

Westpac Banking Corporation

C/- MUFG Corporate Markets (AU) Limited

Locked Bag A6015

Sydney South NSW 1235 Australia


BY EMAIL

vote@cm.mpms.mufg.com


ALL ENQUIRIES BY TELEPHONE TO:

+61 1800 804 255 (free call within Australia)

QUESTIONS

*X99999999999*

X99999999999

Westpac Banking Corporation

ABN 33 007 457 141

SAMPLE

The AGM is an opportunity for shareholder engagement.
Shareholders may ask a question in relation to an Item of

Business or the management of Westpac in advance of the

AGM. Details of the AGM are in the Notice of Meeting, available

at westpac.com.au/AGM. Questions relevant to the content of

the Auditor’s Reports or the conduct of the audit of the

Financial Report or Sustainability Report may be submitted to

the Auditor by marking the appropriate box below.

Given the likely number of questions, individual responses will

not be provided. Westpac will seek to address shareholders’

commonly raised matters during the AGM.

The easiest way to submit a question is online at

vote.cm.mpms.mufg.com/WBC. You can also return this form

via one of the methods mentioned at the top of this page. All

questions must be received by 5:00pm (Sydney time) on

Wednesday, 9 December 2026.

The AGM is a forum to discuss the performance and

management of Westpac, and the items of business set out in

the Notice of Meeting. If you have a question about your

individual circumstances or banking, please speak with your local

branch or contact telephone banking (+64 800 400 600 or from

overseas +64 9 912 8000).

In the event we need to contact you about your question, you

may include your email address and/or contact number in the

space below.

Providing your email address will not change your Westpac

shareholder communication preferences.

My question relates to (please mark the most appropriate box)

Westpac’s future direction or

strategy

A resolution being put to the AGMQuestion for Westpac’s Auditor, KPMG

Westpac’s Financial Statements and

Reports

Westpac’s performanceWestpac’s approach to sustainability

Westpac’s Remuneration Report

A general banking matter or

suggestion

Other

QUESTIONS FROM SHAREHOLDERS – WESTPAC 2026 ANNUAL GENERAL MEETING (AGM)

LODGE YOUR QUESTIONS


ONLINE

vote.cm.mpms.mufg.com/WBC

or

by scanning the QR code adjacent


MAIL

Westpac Banking Corporation

C/- MUFG Corporate Markets (AU) Limited

PO Box 91976

Victoria Street West

Auckland 1142


BY EMAIL

vote@cm.mpms.mufg.com


ALL ENQUIRIES BY TELEPHONE TO:

+64 800 002 727 (free call within New Zealand)

QUESTIONS

*X99999999999*

X99999999999

Westpac Banking Corporation

ABN 33 007 457 141

SAMPLE

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.