Air NZ issues share rights under Long Term Incentive Plan

Capital Change31 January 2024AIRIndustrials

Stock exchange listings: New Zealand (NZX: AIR) / Australia (ASX: AIZ) / ADR (OTC : ANZLY)

MARKET ANNOUNCEMENT

Air New Zealand postal address: Private Bag 92007, Auckland, 1142, New Zealand
Investor Relations email: investor@airnz.co.nz
Investor website: www.airnewzealand.co.nz/investor

31 January 2024

Air New Zealand issues share rights under Long Term Incentive Plan

Air New Zealand has had a Long-Term Incentive Share Rights Plan since 2015 as amended
from time to time (the Plan).
Under the Plan, executives may be issued with 3-year share rights. There is no cost to the
Company or to the employee when these rights are issued. If future targets, known as ‘vesting
conditions’ as set out below, are met then these rights will see participants receive ordinary
shares in the Company at a future date.
If targets are not met, the rights lapse and no shares are awarded. This happened when the
vesting conditions set for share rights due to vest in 2020, 2021 and 2022 were not met and
those rights lapsed. The rights due to vest in 2023 vested in part.
The Plan is part of the broader remuneration package for senior executives and is designed to
incentivise management to outperform over time for the benefit of all shareholders, employees
and customers.
Under the Plan, the Company has now issued 16,204,950 share rights for no consideration to
the Chief Executive Officer and to participating executives. The share rights were issued on 30
January 2024 as approved by the directors of the Company on 11 January 2024.
These share rights give participants the right to receive ordinary shares in the Company subject
to certain vesting conditions being achieved over a performance period (commencing on 15
September 2023 and ending on the date which is 20 NZX trading days after Air New Zealand
has issued its annual results for the financial year ending 30 June 2026).
These 2023 share rights are divided into two equal tranches and each tranche that an
individual is awarded will be measured against a separate performance hurdle. The rights will
only vest if the Total Shareholder Return (TSR) of an Air New Zealand Share over the
performance period described above is greater than zero. If TSR is zero or negative, the share
rights will lapse without the performance hurdles being tested.
If the TSR gate is achieved, the number of rights that will be eligible for vesting will depend on
Air New Zealand’s performance against two comparison indices:
- the performance hurdle for the first tranche will measure Air New Zealand’s TSR against the
NZX 50 index.
-the performance hurdle for the second tranche will measure Air New Zealand’s TSR against
the Bloomberg World Airline index.

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Capital Change Notice

Updated as at June 2023
31 January 2024

Issue of Share Rights
This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of share rights in Air New Zealand Limited
to certain senior executives, as more fully described in the announcement accompanying this Capital Change Notice.

Section 1: Issuer information
Name of issuer Air New Zealand Limited
NZX ticker code AIR
Class of financial product Share rights
ISIN (If unknown, check on NZX website) Not applicable
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 16,204,950 share rights issued
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security Nil
Nature of the payment (for example, cash or other
consideration)
Nil
Amount paid up (if not in full) Not applicable
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)
47% of share rights 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)
Not applicable
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Issued under the Air New
Zealand Long Term Incentive
Share Rights Plan
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.
34,848,025 (share rights)
In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
Not applicable
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' resolution dated 11
January 2024
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
Issued under the Air New
Zealand Long Term Incentive
Share Rights Plan
Date of issue/acquisition/redemption 30 January 2024

Grant date: 15 September 2023
Vesting date: 20 NZX trading
days after Air New Zealand
Limited has issued its annual
results for the financial year
ending 30 June 2026
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement
Jennifer Page, General
Counsel & Company Secretary
Contact person for this announcement Jennifer Page
Contact phone number 027 909 0691
Contact email address jennifer.page@airnz.co.nz
Date of release through MAP

31 January 2024

Air New Zealand Investor Update (Op Stats) – November 2023 Air New Zealand 2024 Interim Results Webcast Details

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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