Ongoing Disclosure Notice – Jayne Hrdlicka
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:
The a2 Milk Company Limited
Date this disclosure made:
21/09/2018
Date of last disclosure:
3/09/2018
Director or senior manager giving disclosure
Full name(s):
Carla Jayne Hrdlicka
Name of listed issuer:
The a2 Milk Company Limited (Company)
Name of related body corporate (if applicable):
N/A
Position held in listed issuer:Managing Director and CEO
Summary of acquisition or disposal of relevant interest (excluding specified derivatives)
Class of affected quoted financial products:
Ordinary shares in the Company (Ordinary
Shares)
Nature of the affected relevant interest(s):
Legal and beneficial owner of Ordinary
Shares.
The Ordinary Shares contemplated by this
notice were received by Ms Hrdlicka on the
automatic exercise of time-based rights in
the Company (such time-based rights having
been granted to Ms Hrdlicka as a one-off
transition benefit compensating her for the
forfeiture of incentive entitlements from her
former employer as a result of her
resignation to take up employment with the
Company).
For that relevant interest-
Number held in class before acquisition or disposal:357,232 Ordinary Shares
Number held in class after acquisition or disposal:Nil Ordinary Shares
Current registered holder(s):Carla Jayne Hrdlicka
Registered holder(s) once transfers are registered:Unknown
Summary of acquisition or disposal of specified derivatives relevant interest (if applicable)
Type of affected derivative:
Class of underlying financial products:
Details of affected derivative-
The notional value of the derivative (if any) or the notional amount of underlying financial
products (if any):
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative(if any):
The price specified in the terms of the derivative (if any):
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:
For that derivative,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the relevant
interest in the derivative:
Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates: 2
Details of transactions requiring disclosure-
Date of transaction:
(1) 18/09/2018; (2) 20/09/2018
Nature of transaction:
(1) On market sale of 178,616 Ordinary
Shares using broker facilities; (2) On market
sale of 178,616 Ordinary Shares using
broker facilities.
The above mentioned Ordinary Shares were
received by Ms Hrdlicka on the automatic
exercise of time-based rights in the
Company (such time-based rights having
been granted to Ms Hrdlicka as a one-off
transition benefit compensating her for the
forfeiture of incentive entitlements from her
former employer as a result of her
resignation to take up employment with the
Company).
The sale of the above mentioned Ordinary
Shares has been made by Ms Hrdlicka in
order to: (i) fund the tax obligations relating
to the recent automatic exercise of time-
based rights; and (ii) fund commitments
made by Ms Hrdlicka prior to her taking up
employment with the Company.
Ms Hrdlicka retains a relevant interest in
Time-Based Rights and Performance Rights
(as noted below).
Name of any other party or parties to the transaction (if known):
N/A
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 be converted into a
cash value, describe the consideration:
(1) NZD $2,157,336.94 received for the on
market sale of 178,616 Ordinary Shares
using broker facilities;
(2) NZD $2,202,781.09 received for the on
market sale of 178,616 Ordinary Shares
using broker facilities
Number of financial products to which the transaction related:
(1) and (2) 357,232 Ordinary Shares in
aggregate
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:
N/A
Date of the prior written clearance (if any):
N/A
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
Unlisted performance rights representing an
entitlement to acquire Ordinary Shares in the
Company (Performance Rights)
Nature of relevant interest:
Legal and beneficial
For that relevant interest,-
Number held in class:245,787 Performance Rights
Current registered holder(s):Carla Jayne Hrdlicka
For a derivative relevant interest,-
Type of derivative:
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
Unlisted time-based rights (representing an
entitlement to acquire Ordinary Shares in the
Company granted to Ms Hrdlicka as a one-
off transition benefit as compensation for the
forfeiture of incentive entitlements from her
former employer as a result of her
resignation to take up employment with the
Company) (Time-Based Rights)
Nature of relevant interest:
Legal and beneficial
For that relevant interest,-
Number held in class:242,022 Time-Based Rights
Current registered holder(s):Carla Jayne Hrdlicka
For a derivative relevant interest,-
Type of derivative:
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying financial
products (if any):
A statement as to whether the derivative is cash settled or physically settled:
Maturity date of the derivative (if any):
Expiry date of the derivative (if any):
The price's specified terms (if any):
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:
For that derivative relevant interest,-
Parties to the derivative:
If the director or senior manager is not a party to the derivative, the nature of the relevant
interest in the derivative:
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:
21/09/2018
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person:
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.
---
Appendix 3Y
Change of Director’s Interest Notice
+ See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and
documents given to ASX become ASX’s property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity The a2 Milk Company Limited (Company)
ABN 97 769 415 292
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for
the director for the purposes of section 205G of the Corporations Act.
Name of Director
Carla Jayne Hrdlicka
Date of last notice
3 September 2018
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should
be disclosed in this part.
Direct or indirect interest
Direct
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the
relevant interest.
N/A
Date of change
(1) 18/09/2018
(2) 20/09/2018
Appendix 3Y
Change of Director’s Interest Notice
+ See chapter 19 for defined terms.
Appendix 3Y Page 2 01/01/2011
No. of securities held prior to change
357,232 ordinary shares in the Company
(Ordinary Shares). These Ordinary Shares
were received by Ms Hrdlicka on the
automatic exercise of time-based rights in the
Company (such time-based rights having
been granted to Ms Hrdlicka as a one-off
transition benefit compensating her for the
forfeiture of incentive entitlements from her
former employer as a result of her resignation
to take up employment with the Company).
245,787 performance rights representing an
entitlement to acquire ordinary shares in the
Company (Performance Rights).
242,022 time-based rights representing an
entitlement to acquire ordinary shares in the
Company (Time-Based Rights). These
Time-Based Rights were also granted to Ms
Hrdlicka as a one-off transition benefit as
compensation for the forfeiture of her former
employer's incentive entitlements as a result
of her resignation to take up employment
with the Company.
Class
Ordinary Shares
Number acquired
N/A
Number disposed
(1) 178,616 Ordinary Shares disposed of on
18/09/2018.
(2) 178,616 Ordinary Shares disposed of on
20/09/2018.
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
(1) AUD $1,978,493.71 received for the on
market sale of 178,616 Ordinary Shares using
broker facilities.
(2) AUD $2,016,646.09 received for the on
market sale of 178,616 Ordinary Shares using
broker facilities.
No. of securities held after change
Nil Ordinary Shares.
245,787 Performance Rights.
242,022 Time-Based Rights.
Appendix 3Y
Change of Director’s Interest Notice
+ See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 3
Nature of change
Example: on-market trade, off-market trade, exercise of options, issue
of securities under dividend reinvestment plan, participation in buy-back
(1) On market sale of 178,616 Ordinary Shares
using broker facilities.
(2) On market sale of 178,616 Ordinary Shares
using broker facilities.
The above-mentioned Ordinary Shares were
received by Ms Hrdlicka on the automatic
exercise of time-based rights in the Company
(such time-based rights having been granted
to Ms Hrdlicka as a one-off transition benefit
compensating her for the forfeiture of
incentive entitlements from her former
employer as a result of her resignation to take
up employment with the Company).
The sale of the above-mentioned Ordinary
Shares has been made by Ms Hrdlicka in
order to: (i) fund the tax obligations relating
to the recent automatic exercise of time-
based rights; and (ii) fund commitments
made by Ms Hrdlicka prior to her taking up
employment with the Company.
Ms Hrdlicka retains a relevant interest in
Time-Based Rights and Performance Rights
(as noted on the previous page).
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should
be disclosed in this part.
Detail of contract
n/a
Nature of interest
n/a
Name of registered holder
(if issued securities)
n/a
Date of change
n/a
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
n/a
Interest acquired
n/a
Interest disposed
n/a
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
n/a
Interest after change
n/a
Appendix 3Y
Change of Director’s Interest Notice
+ See chapter 19 for defined terms.
Appendix 3Y Page 4 01/01/2011
Part 3 –
+
Closed period
Were the interests in the securities or contracts detailed
above traded during a
+
closed period where prior written
clearance was required?
No
If so, was prior written clearance provided to allow the trade
to proceed during this period?
n/a
If prior written clearance was provided, on what date was
this provided?
n/a
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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