Capital Change Notice

Notice of issue of Performance Rights under the NZX Long Term Incentive Plan

This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of Performance Rights to the
Chief Executive Officer, Mark Peterson, under NZX's Long Term Incentive Plan. If the Performance
Rights vest (based on certain vesting conditions, including the achievement of a performance hurdle) the
holder may exercise an option to acquire ordinary shares in NZX Limited.

Section 1: Issuer information
Name of issuer NZX Limited
NZX ticker code NZX
Class of financial product Performance Rights, each
representing an entitlement (upon
vesting) to acquire an ordinary
share in NZX Limited
ISIN (If unknown, check on NZX website) N/A (the ISIN of NZX's ordinary
shares is NZNZXE0001S7)
Currency N/A
Section 2: Capital change details
Number issued/acquired/redeemed 550,449 Performance Rights
Nominal value (if any) N/A
Issue/acquisition/redemption price per security
Nil – Performance Rights are
issued under the Plan for no
consideration
Nature of the payment (for example, cash or other consideration) N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of Financial
Products of the Class, excluding any Treasury Stock, in existence)
1

11.16% of Performance Rights on
issue (if these Performance
Rights vest and are exercised,
this would equate to 0.20% of the
ordinary shares of NZX Limited
currently on issue).
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion price and
Conversion date and the ranking of the Financial Product in relation
to other Classes of Financial Product) or the Option (for example, the
exercise price and exercise date)
Issue of Performance Rights
pursuant to the NZX Long-Term
Incentive Plan. The Performance
Rights give the holder the option
to acquire ordinary shares in NZX
Limited, which may be exercised
if the Performance Rights vest.
The Performance Rights will vest
if NZX meets a performance
hurdle in respect of its total return
to shareholders, and on the
holder remaining an employee of
NZX for the duration of the three-
year vesting period (which ends
on 6 April 2024).
There is a cap of $5 million on the
value of Performance Rights that

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

are able to vest. The value of the
Performance Rights that vest
under the previous grant made to
Mr Peterson will also count
towards this cap (i.e. so that the
maximum value across both
grants is $5 million).
There is no amount payable by
the holder either on the grant of
the Performance Rights or in
relation to the issue of ordinary
shares if those Performance
Rights vest and are exercised.
Reason for issue/acquisition/redemption and specific authority for
issue/acquisition/redemption/ (the reason for change must be
identified here)
Issue of Performance Rights
pursuant to NZX's Long Term
Incentive Plan. Board resolution
dated 10 September 2021 and
permitted by NZX Listing Rule
4.6.1.
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury Stock)
and the total number of Financial Products of the Class held as
Treasury Stock after the issue/acquisition/redemption.
5,484,403 Performance Rights.
There is no treasury stock.
In the case of an acquisition of shares, whether those shares are to
be held as treasury stock
N/A
Specific authority for the issue, acquisition, or redemption, including
a reference to the rule pursuant to which the issue, acquisition, or
redemption is made
Board resolution dated 10
September 2021 and permitted by
NZX Listing Rule 4.6.1.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
As above. Any ordinary share
issued on the vesting and
exercise of the Performance
Rights will be credited as fully
paid up and rank equally in all
respects with the other ordinary
shares of NZX Limited.
Date of issue/acquisition/redemption 13 September 2021
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement
David Glendining
Head of Communications
Contact person for this announcement David Glendining
Contact phone number
T: 09 375 9866
M: 027 301 9248
Contact email address david.glendining@nzx.com
Date of release through MAP

13 September 2021