D&O Ongoing Disclosure – Darrin Grafton
Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant
Interests
Sections 297(2) and 298(2), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer: Serko Limited (SKO)
Date this disclosure made:29-Nov-17
Date of last disclosure: 14-Jul-17
Director or senior manager giving disclosure
Full name(s):Darrin Grafton
Name of listed issuer:Serko Limited (SKO)
Name of related body corporate (if applicable):
Position held in listed issuer:Chief Executive Officer
Summary of acquisition or disposal of relevant interest (excluding
specified derivatives)
Class of affected quoted financial products: Ordinary Shares in Serko Limited (Ordinary Shares)
Nature of the affected relevant interest(s):Mr Grafton has in indirect interest in the shares being
disposed of by virtue of a personal relationship with the
registered holder, Donna Bailey.
By virtue of this personal relationship, Mr Grafton is
implied to have the power to dispose of, or to control
the disposal of Ordinary Shares held by Donna Bailey.
NOTE: Mr Grafton is not disposing of any of his
direct interest in Serko Ordinary Shares (refer
details below).
For that relevant interest-
Number held in class before acquisition or disposal:1,537,594 Ordinary Shares
(refer below for details of other relevant interests in
Serko Limited Ordinary Shares held by Mr Grafton)
Number held in class after acquisition or disposal:1,217,594 Ordinary Shares
(refer below for details of other relevant interests in
Serko Limited Ordinary Shares held by Mr Grafton)
Current registered holder(s):Donna Bailey as Trustee for The Donna Bailey Trust
Registered holder(s) once transfers are registered:Forsyth Barr Limited
Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates: 1
Details of transactions requiring disclosure-
Date of transaction:24-Nov-17
Nature of transaction: On-market (crossed off-market) disposal of Ordinary
Shares held by Donna Bailey as part of a block trade
Name of any other party or parties to the transaction (if known):Various other long-term employees participating in the
block trade (none of whom are directors or senior
managers of Serko for the purposes of the Financial
Markets Conduct Act)
The consideration, expressed in New Zealand dollars, paid or received for the
acquisition or disposal. If the consideration was not in cash and cannot be
readily by converted into a cash value, describe the consideration:$1.45 per ordinary share totalling $464,000.00
Number of financial products to which the transaction related: 320,000 Ordinary Shares
If the issuer has a financial products trading policy that prohibits directors or
senior managers from trading during any period without written clearance (a
closed period) include the following details—
Whether relevant interests were acquired or disposed of during a closed period:No
Whether prior written clearance was provided to allow the acquisition or
disposal to proceed during the closed period:
Not Applicable
Date of the prior written clearance (if any):Not Applicable
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:Ordinary Shares in Serko Limited
Nature of relevant interest:1. Registered holder and beneficial owner of
12,667,629 shares
2. The power to dispose of, or to control the disposal of
9,296 ordinary shares with restrictive conditions issued
to Donna Bailey pursuant to the Serko Restricted Share
Scheme. This interest is acquired through having a
personal relationship with Donna Bailey. These shares
are subject to a deed restricting exercise of voting rights
attached to the shares
3. Beneficial interest in 93,972 Ordinary Shares with
restrictive conditions allocated pursuant to the Serko
Limited Employee Restricted Share Scheme, held in
trust until vesting. These shares are subject to a deed
restricting exercise of voting rights attached to the
shares
For that relevant interest,-
Number held in class:1. 12,667,629 ordinary shares
2. 9,296 ordinary shares with restrictive conditions
3. 93,972 ordinary shares with restrictive conditions
Current registered holder(s):1. Darrin Grafton and Geoffrey Hosking as trustees of
the Grafton-Howe No.2 Trust
2. Serko Trustee Limited on behalf of Donna Bailey
3. Serko Trustee Limited on behalf of Darrin Grafton
For a derivative relevant interest,-
Type of derivative:Not Applicable
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
Not Applicable
A statement as to whether the derivative is cash settled or physically settled:Not Applicable
Maturity date of the derivative (if any):Not Applicable
Expiry date of the derivative (if any):Not Applicable
The price's specified terms (if any):Not Applicable
Any other details needed to understand how the amount of the consideration
payable under the derivative or the value of the derivative is affected by the
value of the underlying financial products:
Not Applicable
For that derivative relevant interest,-
Parties to the derivative: Not Applicable
If the director or senior manager is not a party to the derivative, the nature of
the relevant interest in the derivative:
Not Applicable
Certification
I certify that, to the best of my knowledge and belief, the information contained
in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
Signature of director or officer:
Date of signature:29-Nov-17
Notes
Use this form to disclose all the acquisitions and disposals by a director or
senior manager of a listed issuer, or of a related body corporate, or in specified
derivatives. The disclosure must be made within—
(a) 20 working days after the first acquisition or disposal disclosed in
this notice if the acquisitions or disposals are of a kind referred to in section
297(2)(a) of the Financial Markets Conduct Act 2013; or
(b) in any other case, 5 trading days after the first acquisition or
disposal disclosed in this notice.
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.
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