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Senior Management Long Term Incentive Plan for the 2024

General3 July 2023MPGReal Estate

METRO PERFORMANCE GLASS



NZX.MPG, ASX.MPP 4 July 2023



Senior Management Long Term Incentive Plan for the 2024

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 2024 LTI plan are unchanged from the 2023 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 $0.15 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 29 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 12 June 2023. 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 5,498,495 share options and 3,665,664 performance share rights have been issued under

this 2024 LTI plan grant.


Liam Hunt

Company Secretary

(+64) 22 010 4377

liam.hunt@metroglass.co.nz



Authorised by Peter Griffiths, Metro Glass Board Chair.

---

NZX Capital Change Notice





4 July 2023


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 5,498,495 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 2024 Share Options; or

89.6359% (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 $0.15 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.

2021 Share Option Plan: 2,704,717

2022 Share Option Plan: 1,563,033

2023 Share Option Plan; 3,480,717

2024 Share Option Plan; 5,498,495

Total Share Options: 11,632,750


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 2023

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 2023

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 Liam Hunt, Company Secretary

Contact phone number +64220104377

Contact email address Liam.hunt@metroglass.co.nz


Date of release through MAP 4 July 2023

---

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 3,665,664 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 2024 Performance Rights; or

115.8705% (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.

2021 Performance Rights Plan: 1,442,516

2022 Performance Rights Plan: 808,464

2023 Performance Rights Plan 1,740,361

2024 Performance Rights Plan 3,665,664

Total Performance Rights: 6,829,251


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 2023

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 Liam Hunt, Company Secretary

Contact phone number +64220104377

Contact email address Liam.hunt@metroglass.co.nz

Date of release through MAP 4 July 2023

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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