Investor FAQs

What does it mean that LNW is delisting from Nasdaq but remaining on ASX?

The decision by Light & Wonder, Inc. (LNW) to delist from Nasdaq is voluntary and is expected to take effect on Thursday, 13 November 2025 (EST), subject to applicable U.S. and Australian regulatory approvals and processes and any other applicable third-party approvals. The final day of trading on Nasdaq will be Wednesday, 12 November 2025 (EST). Once the delisting is effective, LNW securities will no longer trade on Nasdaq, but its shares of common stock (Shares) will continue to trade on the Australian Securities Exchange (ASX) as CHESS Depositary Interests (CDIs).[1] This delisting does not affect the company’s business or operations, or your economic or voting rights with respect to your existing Shares. If you wish to trade your securities on ASX, you will need to convert your Shares into CDIs (see below conversion process).

What are the expected key dates and deadlines I should know?

-          SEC filing date: Form 25 (notification of delisting) to be filed on Monday, 3 November 2025 (EST)

-          Final Nasdaq trading date: Wednesday, 12 November 2025 (EST)

-          Delisting effective date: Pre-market on Thursday, 13 November 2025 (EST)

-          Commencement of trading on ASX on a sole primary basis: 10:00am AEDT, Friday, 14 November 2025

What is a CHESS Depositary Interest?

A CHESS Depositary Interest, or CDI, is a type of security which conveys beneficial interest in an underlying security of a non-Australian company (in this case LNW) to facilitate trading on ASX.

LNW is incorporated under U.S. laws, which do not recognize the Clearing House Electronic Sub-register System (CHESS) operated by ASX as a method of electronic transfer of legal title. CDIs enable investors to hold and transfer their interests in the Shares electronically via CHESS, which they would be unable to do if they held the Shares directly. Securityholders cannot trade their securities on ASX without first converting their Shares into CDIs. CDIs are only held in uncertificated form, no certificates are issued for CDIs.

As it relates to LNW, each CDI confers the beneficial and economic interest in one (1) share of common stock of LNW, which will remain a Nevada, U.S.A. corporation following the delisting. Similar to holding Shares through a broker or custodian in the U.S., LNW’s CDI holders enjoy beneficial ownership and voting rights in the underlying Shares without holding legal title. Like Cede & Co. (the registered nominee of DTC, the U.S. clearing and settlement system), CHESS Depositary Nominees Pty Limited (CDN), a subsidiary of ASX and a depositary nominee, holds legal title to the underlying Shares on behalf of the CDI holders.

The CDI holders hold beneficial interest in the underlying Shares and receive all economic and other benefits of the underlying Shares. CDN may not dispose of any of the Shares unless authorized by the ASX Settlement Operating Rules and is not able to create any interest that is inconsistent with the beneficial title held by the CDI holders. CDN receives no fees from investors for acting as the depositary nominee in respect of CDIs (although LNW may pay fees to CDN).

How does holding CDIs compare to Share ownership?

A CDI confers the beneficial interest in the underlying Share to the holder. A CDI holder will continue to have all the economic and voting rights conferred by the underlying Shares.

CDI holders who wish to trade their CDIs will be transferring the beneficial interest in the Shares. Transfers, as a result of on-market trading, will be settled electronically by delivery of the relevant CDI holdings through CHESS. In other respects, trading in CDIs is similar to trading in shares of Australian companies listed on ASX.

What registers will be maintained to record the interests of LNW securityholders?

LNW will operate:

In the U.S.

·       a register of Shares held in book entry or by certificate (managed by Equiniti Trust Company, LLC)

In Australia

·       an uncertificated issuer sponsored subregister of CDIs (managed on behalf of LNW by Computershare); and

·       an uncertificated CHESS sponsored subregister of CDIs (managed by ASX Settlement).

The U.S. register of Shares will be the register of legal title and will reflect legal ownership by CDN of the Shares underlying the CDIs (with the Shares held by CDN recorded on the register of Shares in book entry uncertificated form) as well as other registered holders of Shares. In Australia the two uncertificated subregisters combined will make up the register of CDIs representing beneficial ownership of the Shares.

Will I still own my Shares after the Nasdaq delisting?

Yes. Delisting does not cancel or change your legal, beneficial, economic or voting rights with respect to your Shares. You will remain a securityholder in LNW, with the same rights, including with respect to voting on certain corporate actions, after the delisting is effective.

If you hold your shares directly (and not through a broker) and choose to convert your Shares into CDIs, you will cease to hold legal title to the Shares, which will be transferred to CDN, and instead you will hold a beneficial interest in the underlying Shares in the form of CDIs. If you hold your Shares through a broker, a depository nominee will continue to hold legal title to your Shares but that nominee will be CDN instead of Cede & Co. You will still receive all the economic and other benefits of the underlying Shares.

How will my voting rights work as a CDI holder?

CDN will receive notice of any meeting of holders of Shares and be entitled to attend and vote at any such meeting.

Registered CDI holders will receive the notice of meeting or proxy statement as well as a CDI voting instruction form (VIF) from LNW. Whilst CDI holders may attend meetings, they can only “vote” at any meeting of holders of Shares in accordance with the requirements listed below. Under the ASX Listing Rules, LNW as an issuer of CDIs must allow CDI holders to attend any meeting of holders of Shares unless relevant laws in the United States at the time of the meeting prevent registered CDI holders from attending those meetings

In order to “vote” at Shareholder meetings, registered CDI holders may:

·       instruct CDN, as the legal title holder of the Shares, to vote the Shares underlying their CDIs in a particular manner. A VIF will be sent to registered CDI holders, with the notice of meeting or proxy statement for the meeting, and the VIF can be submitted online or be completed and returned to LNW’s CDI Registrar, Computershare, prior to the cut off time to accept VIFs for the relevant meeting;

·       convert their CDIs into a holding of Shares and vote these at the meeting (although if the former CDI holder later wishes to sell their investment on ASX, it would be necessary to convert the Shares back into CDIs). In order to vote in person the conversion of CDIs to Shares must be completed prior to the record date for the meeting.

If you hold your CDIs with a broker, custodian or other intermediary, you will need to discuss voting arrangements with them.

Since CDI holders will not appear on LNW’s share register as the legal holders of the Shares, they will not be entitled to vote at meetings of holders of Shares (and their CDIs will not count towards any relevant quorum requirements at such meetings) unless one of the above steps is undertaken.

As each CDI represents one Share, a CDI holder will be entitled to one vote for each CDI held in accordance with the requirements set out above.

Further information in relation to general meetings and voting will be provided by LNW to registered CDI holders in advance of those meetings.

How will dividends be paid to CDI holders?

LNW does not currently pay a dividend and does not anticipate paying one in the near future. Should the board consider and ultimately declare a dividend in the future, CDI holders as of the record date for that dividend will be entitled to the dividend applicable to the underlying Shares. CDI holders are entitled to receive all economic benefits in relation to the underlying Shares.

What corporate action entitlements (such as rights issues and bonus issues) do CDI holders have?

CDI holders are entitled to receive all economic benefits and other entitlements in relation to the underlying Shares. These include the entitlement to participate in rights issues, bonus issues and capital reductions.

LNW will provide advance notice of corporate actions events.

What rights do CDI holders have in the event of a takeover?

If a takeover bid or similar transaction is made in relation to the Shares of which CDN is the registered holder, CDN must not accept the offer made under the takeover bid except to the extent that acceptance is authorised by the relevant CDI holder. CDN must ensure that the offeror processes the takeover acceptance of a CDI holder if such CDI holder instructs CDN to do so.

What rights do CDI holders have on liquidation, dissolution or winding up?

In the event of LNW’s liquidation, dissolution or winding up, a CDI holder will be entitled to the same economic benefits on their CDIs as holders of an equivalent economic interest in Shares.

Will CDI holders incur any additional ASX or ASX Settlement fees or charges as a result of holding CDIs rather than Shares?

A CDI holder will not incur any additional ASX or ASX Settlement fees or charges as a result of holding CDIs rather than Shares. However, you should speak to your individual broker, custodian or other applicable advisors in relation to whether additional fees—separate to the fees charged by ASX and ASX settlement—may be charged for holding or trading in CDIs instead of Shares.

Do I need to sell my Shares before the delisting?

No, you are not required to sell your Shares before the Nasdaq delisting becomes effective. However, if you want to continue trading LNW securities on a centralized stock exchange after delisting, you or your broker or custodian (depending on how your Shares are held) must request to convert your Shares into CDIs to trade on ASX. Your options are:

-          Sell before delisting - Sell your Shares on Nasdaq on or prior to the final Nasdaq trading date

-          Convert to CDIs – Convert your Shares to CDIs for trading on ASX (recommended for long-term holders)

-          Continue to hold Shares without converting - Your Shares will only be tradeable on the less liquid over-the-counter (OTC) markets with significant disadvantages as noted below

We strongly recommend converting your Shares to CDIs if you wish to retain continued access to liquid, regulated exchange trading, which will occur exclusively on ASX following the Nasdaq delisting. Prior to requesting to convert your Shares into CDIs you should verify if your current broking arrangements are suitable to trade CDIs on ASX, and make other arrangements as necessary.

Can I continue to trade my Shares in the U.S. after the Nasdaq delisting is effective?

You cannot trade your Shares on Nasdaq after the delisting occurs. Shares will only be tradeable in the U.S. on the less liquid over-the-counter (OTC) markets with significant disadvantages as noted below.

After the Nasdaq delisting occurs, if you wish to trade LNW securities on a centralized stock exchange, you will need to convert your Shares into CDIs to trade on ASX (either through your current broker, if it can enable that, or by working with a broker that facilitates access to trading on ASX).

How do I convert, on a 1:1 basis, Shares into CDIs?

Prior to requesting to convert your Shares into CDIs, you should verify if your current broking arrangements are suitable to hold and trade CDIs on ASX, and if not make other suitable arrangements.

Approach 1: Shares currently held through your broker

This process only applies to Shares held through a broker.

·       Contact your broker to request them to submit a Notice of Transmutation: CDI Issuance Form (available here) via email to Equiniti Trust Company, LLC (LNW’s U.S. transfer agent):

o   Email: jessenia.poteat@equiniti.com

·       Your broker will also initiate the Share to CDI conversion process via DTC’s Deposit/Withdrawal At Custodian method (DWAC).

·       The processing time to convert Shares into CDIs is typically 2 business days from the date on which Equiniti receives from your broker a complete and accurate form for the conversion of your Shares and the Shares are withdrawn from DTC by your broker.

·       The form allows, depending on how you or your broker wish for the CDIs to be held, for the nomination of the holding method of CDIs—either on the issuer sponsored or the CHESS sponsored sub-register of CDIs.

·       Following the conversion, if you continue to hold your CDIs with a broker or custodian, they will confirm the CDIs are now held on your behalf and you should contact them if you wish to trade in CDIs.

·       If following the conversion, the CDIs are registered directly in your name, you will be sent a holding statement that sets out the number of CDIs that have been issued to you. You will subsequently receive statements showing any changes to your holding. Certificates will not be issued for CDIs.

·       Your broker may charge a fee for converting the Shares into CDIs.

Approach 2: Shares currently held directly and not through a broker.

This process only applies to Shares held directly, and not through a broker.

·       Complete a Notice of Transmutation: CDI Issuance Form (available here)

·       Submit the completed Transmutation Form to Equiniti Trust Company, LLC (LNW’s U.S. transfer agent):

o   Address: 28 Liberty Street, Floor 53 New York, NY 10005, USA

o   Phone: +1 800-937-5449

o   Email: jessenia.poteat@equiniti.com

·       If you hold Shares directly and:

o   in book entry uncertificated form – you need to send your completed form to the Equiniti email address above; or

o   in certificated form – you need to send your Share certificate and completed form via mail to the Equiniti physical address above.

·       The processing time to convert Shares into CDIs is typically 2 business days from the date on which Equiniti receives a complete and accurate form for the conversion of your Shares, and Share certificate if applicable.

·       The form allows for the nomination of the holding method of CDIs either on the issuer sponsored or the CHESS sponsored sub-register of CDIs. Once converted, your CDIs will be issued in uncertificated form and be tradeable on ASX via a broker that facilitates access to trading on ASX.

·       Following the conversion, you will then be sent a holding statement that sets out the number of CDIs that have been issued to you. You will subsequently receive statements showing any changes to your holding. Certificates will not be issued for CDIs.

It is your responsibility to confirm your own holding before trading in CDIs. If you sell CDIs before receiving a holding statement, you do so at your own risk. LNW, Computershare and Equiniti all disclaim all liability, if you sell CDIs before receiving your holding statement.

What happens to my Shares if I don’t convert by the time of the Nasdaq delisting?

You will continue to hold your Shares and may subsequently convert them to CDIs at any time after the delisting.

Shares that are not converted into CDIs may be traded in the U.S. on the OTC markets where participants trade securities not listed on centralized exchanges like Nasdaq or the New York Stock Exchange in the U.S., utilizing a network of market makers and broker-dealers instead of a central exchange. Investors should be aware of the significantly higher risks, including limited liquidity, wider bid-ask spreads, reduced transparency, and potential difficulty finding buyers or sellers in the OTC markets as compared to trading on a centralized exchange like ASX.

Can I convert my Shares into CDIs for trading on ASX now, before LNW officially delists from the Nasdaq?

Yes, if you want to, you can convert your Shares into CDIs for trading on ASX now via the processes outlined above.

Can I still convert Shares into CDIs post Nasdaq delisting?

Yes. Post the Nasdaq delisting, you may request at any time to convert your Shares into CDIs tradeable on ASX.

Are there tax implications for shareholders of the Nasdaq delisting and CDI conversion?

The Nasdaq delisting and CDI conversion are not taxable events for U.S. federal income tax purposes. Tax rules vary by jurisdiction and individual circumstances. Please consult your tax advisor for personalized guidance, including as to foreign investment reporting requirements and the tax consequences of holding and disposing of CDIs.

Does sole trading on ASX commence one day after the Nasdaq delisting?

LNW CDIs already trade on ASX where LNW is listed as a Foreign Exempt Listing. LNW is expected to convert to a standard ASX Listing and commence sole trading on 14 November, subject to applicable Australian regulatory approvals and processes.

What happens if I buy Shares on the last day of trading on Nasdaq?

Shares bought on the last day of trading on Nasdaq will settle in the DTC system as usual and will remain there until they are converted to CDIs or traded as Shares on the OTC markets.

Does trading on ASX immediately commence on a T+2 settlement basis?

You will need to go through a broker if you want to trade your CDIs on ASX. CDIs traded on ASX will settle on a T+2 settlement cycle, as compared to the T+1 settlement cycle used on the Nasdaq.

If you hold your CDIs on the issuer sponsored subregister and wish to sell them, you should contact a broker who is a CHESS participant for further information in relation to how to do this.

It is your responsibility to confirm your own holding before trading in CDIs. If you sell CDIs before receiving a holding statement, you do so at your own risk. LNW, Computershare and Equiniti all disclaim all liability, if you sell CDIs before receiving your holding statement.

What if I hold my Shares through a broker or custodian, will the broker or custodian retain custody of the Shares, or return them?

If you hold your Shares via a broker or custodian arrangement, this will continue to be the case following the Nasdaq delisting. If you want to convert the Shares into CDIs, you will need to instruct your broker or custodian to convert the Shares into CDIs on your behalf. The broker or custodian will then hold the CDIs on your behalf (and brokers may do so through a custodian). You should discuss this with your broker or custodian.

How will I receive communications from LNW after the delisting?

Following Nasdaq delisting, you will continue to receive communications from LNW—via (a) LNW’s CDI Registrar, Computershare, if you have converted your Shares to CDIs and are a registered CDI holder or (b) LNW’s U.S. Transfer Agent, Equiniti, if you continue to hold Shares. We will continue to keep you informed as appropriate and consistent with past practice, including ASX/SEC filings, press releases and postings on LNW’s website. Your preference to receive electronic or postal communications will remain as you have previously elected.

Can I convert my CDIs, on a 1:1 basis, back into Shares?

A CDI holder may request to convert their CDIs back into Shares and hold legal title to the Shares in their own right. However, only CDIs can be traded on ASX, and it is therefore expected that most holders will wish to hold CDIs.

CDI holders can convert their CDIs into Shares to be held on the Share register by instructing LNW’s CDI Registrar, Computershare, either:

·       directly in the case of CDIs held on the issuer sponsored subregister. CDI holders will be provided with a form to complete and return to Computershare; or

·       through their sponsoring participant (usually their broker) in the case of CDIs which are held on the CHESS subregister. CDI holders should contact their sponsoring participant to arrange for the form to be completed and returned to Computershare.

Equiniti Trust Company, LLC will then arrange for the transfer of Shares from CDN into the name of the CDI holder in book entry form and a statement of Shareholding will be issued (or a Share certificate if requested). The Shares will be registered in the name of the holder on LNW’s Share register and trading on ASX will no longer be possible. No fees are payable to Computershare or Equiniti for converting your CDIs into Shares. However, your broker may charge a fee for converting the CDIs into Shares.

What confirmation will I receive with respect to my CDI holdings?

If you hold your CDIs with a broker or custodian, they will confirm the CDIs are now held on your behalf.

Registered CDI holders will be sent a holding statement that sets out the number of CDIs that have been issued to you. This statement or notice will also provide details of a Holder Identification Number (HIN) for CHESS holders or, where applicable, the Securityholder Reference Number (SRN) of issuer sponsored holders. Certificates will not be issued for CDIs.

You will receive subsequent CDI holding statements during the first week of the following month if there has been a change to your holding on the register and as otherwise required under the ASX Listing Rules and the Corporations Act. Additional statements may be requested at any other time either directly through your sponsoring broker in the case of a CDI holding on the CHESS subregister or through the CDI Registrar, Computershare, in the case of a CDI holding on the issuer sponsored subregister. LNW and Computershare may charge a fee for these additional issuer sponsored statements.

Where can I get help with conversions of Shares into CDIs (or vice versa) or other questions?

LNW Investor Relations

Email: ir@lnw.com

Phone: +1 702-532-7614

Website: https://explore.investors.lnw.com/overview/default.aspx

U.S. Transfer Agent - Equiniti Trust Company, LLC

Address: 28 Liberty Street, Floor 53 New York, NY 10005, USA

Phone: +1 800-937-5449

Email: helpAST@equiniti.com

Australian CDI Registrar - Computershare Investor Services Pty Limited

Address: Level 4, 44 Martin Place, Sydney, NSW, 2000, Australia

Phone: 1300 850 505 (within Australia); +61 3 9415 4000  (International)

Email: web.queries@computershare.com.au (General enquiries); au.globaltransactions@computershare.com.au (Cross-border conversions)

Website: www.computershare.com

Broker Support

Contact your current broker's international trading desk for:

·       Account capabilities assessment

·       Transmutation process assistance

·       Alternative broker recommendations

·       Account transfer procedures

Additional Resources

Conversion forms and instructions: CDI Cancellation Request form (Australia to the United States)

ASX trading information: www.asx.com.au

Regular updates:  https://explore.investors.lnw.com/financial-news/default.aspx

LNW usually releases its quarterly results approximately 6 weeks after the end of each quarter. Annual earnings releases are approximately 10 to 12 weeks after year end. Conference calls associated with the release of results will be scheduled and announced on this website and via news release a week prior.

Yes. You may click here to sign up to receive e-mail alerts when LNW issues news releases, financial reports or files reports with the Securities and Exchange Commission.

Light & Wonder was incorporated in the state of Delaware on July 2, 1984, and reincorporated in the state of Nevada on January 10, 2018.

LNW trades on the Australian Securities Exchange. Post our delist from Nasdaq on November 13^th, 2025, shares of LNW common stock that are not transmuted to the ASX may trade on unregulated Over the Counter markets (OTC) under the trading symbol LNWO.

The CUSIP for LNW common stock is 80874P109

LNW is on a calendar fiscal year ending December 31st.

Deloitte & Touche LLP