Senior Management Long Term Incentive Plan for FY23

NZX Capital Change Notice





4 July 2022

Notice of issue of share options to employees of Metro Performance Glass (Metroglass)

This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of share options to members of
Metroglass’ management teams pursuant to Metroglass’ Long Term Incentive Plan.

Section 1: Issuer information
Name of issuer Metro Performance Glass Limited
NZX ticker code MPG
Class of financial product
Share Options which give the holder the right to acquire
Metroglass Ordinary Shares at a set exercise price
ISIN (If unknown, check on NZX website) N/A; not listed
Section 2: Capital change details
Number issued 3,480,717 share options
Issue price per security No consideration is payable for the issue of the share
options
Nature of the payment N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products issued
1
100% of 2023 Share Options; or
31.1250% (as a percentage of total share options in
existence immediately prior to this issue, to four decimal
places)

The principal terms of Conversion or the Option The share options are issued on the terms set out in the
rules of the Metroglass Share Option Plan.
The share options give the holder options to acquire
Metro Performance Glass Limited Ordinary Shares at a
set exercise price of $0.24 per share, which may be
exercised if the share options vest. For the share options
to vest, the holder must continue to be employed by the
Metroglass Group for the duration of the three-year
vesting period and the performance hurdles must be met.
Further detail on these terms (including performance
hurdles and applicable measurement dates) are set out in
the NZX announcement also released today.

Reason for issue and specific authority for issue (the
reason for change must be identified here)
Issued under the Metroglass Performance Share Option
Plan, originally adopted by the Board in February 2016.





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

Total number of Financial Products of the Class after
the issue (excluding Treasury Stock) and the total
number of Financial Products of the Class held as
Treasury Stock after the issue.
2020 Share Option Plan: 3,434,556
2021 Share Option Plan: 2,704,717
2022 Share Option Plan: 1,563,033
2023 Share Option Plan; 3,480,717
Total Share Options: 11,183,023

No Treasury Stock held
In the case of an acquisition of shares, whether those
shares are to be held as treasury stock
No
Specific authority for the issue, acquisition, or
redemption, including a reference to the rule pursuant
to which the issue, acquisition, or redemption is made
Resolution of director’s dated 30 June 2022
Terms or details of the issue (for example: restrictions,
escrow arrangements)
See “The principal terms of Conversion or the Option”
above, or the separate NZX announcement also released
today.
Date of issue 4 July 2022
Section 3: Authority for this announcement and contact person
Name of person authorised to make this
announcement
Peter Griffiths, Metroglass Chair
Contact person for this announcement Tracy Taylor, Company Secretary
Contact phone number +272982606
Contact email address tracy.taylor@metroglass.co.nz

Date of release through MAP 4 July 2022

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NZX Capital Change Notice





4 July 2022

Notice of issue of performance rights to employees of Metro Performance Glass (Metroglass)

This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of performance rights to members of
Metroglass’ management teams pursuant to Metroglass’ Long Term Incentive Plan.

Section 1: Issuer information
Name of issuer Metro Performance Glass Limited
NZX ticker code MPG
Class of financial product Performance rights which give the holder options to
acquire Metroglass Ordinary Shares
ISIN (If unknown, check on NZX website) N/A; not listed
Section 2: Capital change details
Number issued 1,740,361 performance rights
Nominal value (if any) N/A
Issue price per security
No consideration is payable for the issue of the
performance rights
Nature of the payment N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products issued
1
100% of 2023 Performance Rights; or
32.9657% (as a percentage of total performance rights
in existence immediately prior to this issue, to four
decimal places)

The principal terms of Conversion or the Option The performance rights are issued on the terms set out
in the rules of the Metroglass Performance Rights Plan.
The performance rights give the holder options to
acquire Metro Performance Glass Limited Ordinary
Shares, which may be exercised if the performance
rights vest. For the performance rights to vest, the
holder must continue to be employed by the
Metroglass Group for the duration of the three-year
vesting period and the performance hurdles must be
met. Further detail on these terms (including
performance hurdles and applicable measurement
dates) are set out in the NZX announcement also
released today.

Reason for issue and specific authority for issue (the
reason for change must be identified here)
Issued under the Metroglass Performance Rights Plan,
originally adopted by the Board in February 2016.

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

Total number of Financial Products of the Class after the
issue (excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury Stock
after the issue.
2020 Performance Rights Plan: 1,287,961
2021 Performance Rights Plan: 1,442,516
2022 Performance Rights Plan: 808,464
2023 Performance Rights Plan 1,740,361
Total Performance Rights: 5,279,302

No Treasury Stock held
In the case of an acquisition of shares, whether those
shares are to be held as treasury stock
No
Specific authority for the issue Resolution of director’s dated 30 June 2022
Terms or details of the issue (for example: restrictions,
escrow arrangements)
See “The principal terms of Conversion or the Option”
above, or the separate NZX announcement also
released today.
Date of issue 4 July 2022
Section 3: Authority for this announcement and contact person
Name of person authorised to make this announcement Peter Griffiths, Metroglass Chair
Contact person for this announcement Tracy Taylor, Company Secretary
Contact phone number +272982606
Contact email address tracy.taylor@metroglass.co.nz
Date of release through MAP 4 July 2022

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METRO PERFORMANCE GLASS



NZX.MPG, ASX.MPP 4 July 2022


Senior Management Long Term Incentive Plan for the 2023
financial year

Metro Performance Glass Limited (“Metro Glass”) has made a further offer to selected Metro Glass
employees under Metro Performance Glass Limited’s Long-Term Incentive Plan (“LTI”), which was
adopted by Metro Glass’ Board in February 2016.
The LTI is designed to secure those employees’ retention in the Metro Glass group and to reward
performance that underpins the achievement of Metro Glass’ business strategy and long-term
shareholder wealth creation.
The key features of the 2023 LTI plan are unchanged from the 2022 LTI plan. They are as follows:
• Participants will be offered an annual award of a specified number of both performance rights
and share options in Metro Glass (in accordance with the LTI rules)
• The performance rights will enable participants to acquire shares in Metro Glass with no
consideration payable, subject to Metro Glass achieving set performance hurdles and meeting
certain vesting conditions
• The performance right hurdles, are as follows:
o 50% of the participant’s performance rights will vest if Metro Glass’ Total Shareholder
Returns (“TSR”) exceed the 50
th
percentile TSR of those companies comprising the
S&P/NZX 50 Index (the “Peer Group”)
o Between 50% and 100% will vest if Metro Glass’ TSR is between the 50
th
and 75
th

percentile TSR of the Peer Group (straight line progression)
o 100% will vest if Metro Glass’ TSR exceeds the 75
th
percentile TSR of the Peer Group
• The share options will enable participants to acquire shares in Metro Glass at an exercise price
of $0.24 per share, subject to Metro Glass achieving set performance hurdles and meeting
certain vesting conditions. The exercise price represents the average daily volume weighted
average price for Metro Glass shares on the NZX Main Board over the 10 trading days
immediately following the release of the company’s full year results on 30 May 2022
• The share option hurdle requires that Metro Glass’ TSR must exceed a compound annual pre-
tax rate that is 1% above the cost of equity of the Company, as assessed by an independent
valuation firm
• For both performance rights and share options, the three-year measurement period for
performance hurdles is treated as having commenced on 10 June 2022. In the event that the
respective performance hurdles are not met on the measurement date, retesting will be
permitted after a further six and twelve months
• The performance rights and share options will lapse if the participant ceases to be employed
by Metro Glass or one of its subsidiaries. However, if a participant ceases to be employed for

2

reason of redundancy, illness, injury, death or termination by the company, the Board may in
its discretion determine that the rights and / or options will not lapse
A total of 3,480,717 share options and 1,740,361 performance share rights have been issued under
this 2023 LTI plan grant.

Tracy Taylor
Company Secretary
(+64) 27 298 2606
tracy.taylor@metroglass.co.nz

Authorised by Peter Griffiths, Metro Glass Board Chair.