Capital Change Notice

Capital Change Notice




Section 1: Issuer information
Name of issuer Mercury NZ Limited (Mercury)
NZX ticker code MCY
Class of financial product Unquoted Performance share rights
(PSRs), convertible to Mercury NZ
Limited ordinary shares pursuant to
Mercury’s Executive LTI Plan
ISIN (If unknown, check on NZX website) N/A
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 20,867
Nominal value (if any) Nil
Issue/acquisition/redemption price per security Nil
Nature of the payment (for example, cash or other
consideration)
No consideration is payable for the
PSRs.
The PSRs have a set exercise price of
$0
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)
The PSRs comprise 8.16% of the
financial products of that class (being
the FY24-FY26 tranche of PSRs).
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)
The PSRs become exercisable on
certain performance hurdles being met
over an initial 3-year performance
period and in certain other exceptional
circumstances.
On becoming exercisable, each PSR
entitles the holder to one fully paid
ordinary Mercury NZ Limited share,
ranking equally with all other Mercury
NZ Limited ordinary shares.
The PSRs have a set exercise price of
$0.
Reason for issue/acquisition/redemption and specific
authority for issue/acquisition/redemption/ (the reason
for change must be identified here)
Issue of 20,867 PSRs under the
Mercury Executive LTI Plan for senior
executives of Mercury NZ Limited.
Directors’ resolutions dated 6
November 2023.
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.
20,867 PSRs.

No PSRs are held as 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
Directors’ resolutions dated 6
November 2023.

Listing Rule 4.6.1.
Terms or details of the issue, acquisition, or redemption
(for example: restrictions, escrow arrangements)
The PSRs become exercisable on
certain performance hurdles being met
over an initial 3-year performance
period and in certain other exceptional
circumstances.
On becoming exercisable, each PSR
entitles the holder to one fully paid
ordinary Mercury NZ Limited share,
ranking equally with all other Mercury
NZ Limited ordinary shares.
PSRs do not entitle the holder to
receive dividends or other distributions,
or vote in respect of Mercury NZ
Limited ordinary shares, although under
the terms of the plan an additional
number of shares will be issued on
conversion of fully vested PSRs to
reflect dividends paid to Mercury NZ
Limited shares prior to exercise.
Holders of PSRs cannot transfer or
grant security interests over them.
Date of issue/acquisition/redemption 29 November 2023
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement
Howard Thomas, General Counsel &
Company Secretary
Contact person for this announcement Howard Thomas
Contact phone number 09 308 8270
Contact email address Howard.Thomas@mercury.co.nz
Date of release through MAP

29 November 2023