2023 Governance Update

Governance Update
August 2023

Important notice
This presentation has been prepared by Serko Limited ("Serko"). All information is current at the date of this presentation, unless stated otherwise.
All currency amounts are in NZ dollars unless stated otherwise.
Information in this presentation:
•is for general information purposes only, and does not constitute, or contain, an offer or invitation for subscription, purchase, or recommendation of securities in
Serko for the purposes of the Financial Markets Conduct Act 2013 or otherwise, or constitute legal, financial, tax, financial product, or investment advice;
•should be read in conjunction with, and is subject to Serko’s Financial Statements and Annual Reports, market releases and information published on Serko’s
website (www.serko.com
);
•mayinclude forward-looking statements about Serko and the environment in which Serko operates, which are based on assumptions and subject to uncertainties
and contingencies outside Serko’s control – Serko’s actual resultsor performance may differ materially from these statements;
•may include statements relating to past performance information for illustrative purposes only and should not be relied upon as (and is not) an indication of future
performance; and
•may contain information from third-parties believed to be reliable; however, no representations or warranties are made as to the accuracy or completeness of such
information.
The informationin this presentation has beenprepared with all reasonable care. However, neither Serko (includingits related entities),nor any of their directors,
employees, agents or advisers give any representations or warranties (either express or implied) as to the accuracy or completeness of the information.To the
maximum extent permitted by law, no such person/s shall have any liability whatsoever to any other person for any loss (including, without limitation, arising from any
fault or negligence) arising from this presentation or any information supplied or omitted in connection with it.
Non-GAAP financial information does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial information
presented by other entities. The non-GAAP financial information included in this release has not been subject to review by auditors. Non-GAAP measures are used by
management to monitor the business and are useful to provide investors to assess business performance.
Serko Limited, 125 The Strand, Parnell, Auckland, New Zealand • T: +64 9 309 4754 • investor.relations@serko.com
Incorporated in New Zealand ARBN 611 613 980
Serko2

Agenda
1.FY23 Achievements
2.Our Board’s Objectives
3.FY24 Governance Focus
Claudia Batten
Non-Executive Director
Independent Chair of
Serko Board
Jan Dawson
Non-Executive Director
Independent Chair of
Audit, Risk & Sustainability
Committee
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FY23 Achievements
Strong financial
performance
•Total income of
$48 million, up 154%
•Net loss after tax
of $30.5 million,
a 15% improvement
Booking.com for
Business growth
•Material progress
against Booking.com
strategy
•Average revenue per
completed room night
up 36% YoY, active
customers up 144%
Capitalise on
recovery
•Australasia online
bookings up 77% YoY
•Strategic progress
in North America
Build a sustainable
company
•ESG reporting baseline
•Social licence
enhanced through
key ESG initiatives
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Our Board’s objectives are to strengthen
shareholder wealth and
build a sustainable, growth business

FY24 Governance Focus
•Supporting delivery: Booking.com for Business partnership and North
America strategy
•Sustainability: TCFD and strengthening oversight
•Remuneration: Strengthening alignment between executive
remuneration and shareholder wealth creation
•Stakeholder engagement: Further enhancements to stakeholder
communications and metric reporting
•Board succession planning: Appointing a 4th non-executive director
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Supporting Delivery
Booking.com for Business partnership and NORAM strategy
Booking.com for Business
•Embedding data-driven experimentation
•Driving customer acquisition and conversion
•Elevating Booking.com partnership and expanding relationship
North America
•Ensuring product-market fit and refining market strategy
•Continuing to invest in technologies that support traction
•Having the right team to execute upon the strategy
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Sustainability
TCFD reporting and strengthening oversight
•First voluntary GHG
emissions report was
released in May 2023
•Continuing to enhance
oversight and reporting of
sustainability through Audit,
Risk & Sustainability
Committee
•ESG Materiality Assessment
process underway with
external consultant
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Executive Remuneration

The Board recently finalised a review of the Executive Remuneration structure
Key design principles for the review:
•Competitive within the technology industry to attract and retain high calibreexecutive talent for Serko
•Motivate and reward performance for contribution to short and long-term strategic objectives of the organisation
•Stronger alignment of rewards with long-term shareholder value
Incentive TypeCurrent StructureFuture Structure
Short Term Incentive (Cash vehicle)Based on company scorecard and
individual performance measures
(financial and non-financial components)
No change
Long Term Incentive (Equity-based)Vests over 3 years in equal proportion
Grant amount is based on performance
against company and individual measures
in FY prior to grant
Vests over total 3 years in two parts
First part vesting over 2 years in equal
proportion under current structure
Second part vesting after 3 years subject to
a performance measure of Absolute Total
Shareholder Return.
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Enhanced Communication and Metrics Disclosures
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Board Succession Planning
Appointment of 4th Non-Executive Director
•We have engaged a specialised consultancy firm to
manage this process, including identifying candidates
globally
•Appointment is anticipated to be completed by end of
calendar year
•Top skills / experience we are focussed on are to
complement existing director skillset:
oInternational (tech) scaling experience
oTravel industry expertise
oCapital markets and corporate finance
oStrategic commercial acumen
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Bob Shaw
Executive Director, Chief Strategy Officer
and Co-Founder
Appointed April 2007
Darrin Grafton
Executive Director, Chief Executive Officer
and Co-Founder
Appointed April 2007
Clyde McConaghy
Non-Executive Director
Independent Chair of People, Remuneration
& Culture Committee
Appointed April 2014
Jan Dawson
Non-Executive Director
Independent Chair of Audit, Risk &
Sustainability Committee
Appointed August 2021
Claudia Batten
Non-Executive Director
Independent Chair of Serko Board
Appointed April 2014