SEC FORM 3

SEC FORM 3SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

George Gregory

(Last)

(First)

(Middle)

LEVEL 38, 55 COLLINS STREET

(Street)

MELBOURNE, VICTORIA

3000

(City)

(State)

(Zip)

AUSTRALIA

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
MESOBLAST LTD [ MESO ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	5	D
Ordinary Shares	5,644,192	I	Through G to the Fourth Investments, LLC, of which Dr. George is a manager
Ordinary Shares⁽¹⁾	128,293,280	D
Ordinary Shares⁽¹⁾	80,000,000	I	Held by James George, who has granted power of attorney to Dr. George.
Ordinary Shares⁽¹⁾	60,000,000	I	Held by Grant George, who has granted power of attorney to Dr. George.
Ordinary Shares⁽¹⁾	4,154,100	I	Through G to the Fourth Investments, LLC, of which Dr. George is a manager

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants	03/18/2021	03/17/2028	Ordinary Shares	6,830,602	$2.86	I	Through G to the Fourth Investments, LLC, of which Dr. George is a manager.
Warrants	11/11/2024	11/10/2028	ADS	200,000	$9.06	D
Warrants	12/17/2025	12/16/2029	Ordinary Shares or the # of ADSat holder election	1,600,000	$2.5	D
Options	05/10/2026	05/09/2032	Ordinary Shares	66,667	$1.72	D
Options	05/10/2027	05/09/2032	Ordinary Shares	66,667	$1.72	D
Options	05/10/2028	05/09/2032	Ordinary Shares	66,666	$1.72	D

Explanation of Responses:

1. Such Ordinary Shares are represented by American Depositary Shares. Each ADS represents a beneficial interest in 10 ordinary shares.

Remarks:

All exercise prices for options and warrants are indicated as per above using "$A" for Australian Dollars and "$US" for US Dollars.

	/s/ Gregory George	03/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

SEC Form 3 filed by new insider George Gregory