Capital Change Notice

Capital Change Notice

Updated as at June 2023


Notice of issue of Performance Rights

This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of Performance Rights
under ATM’s Long Term Incentive Plan (LTI Plan).

Section 1: Issuer information
Name of issuer The a2 Milk Company Limited
NZX ticker code ATM
Class of financial product Performance Rights
ISIN (If unknown, check on NZX website) Not applicable – the rights will not be quoted
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 1,815,015 Performance Rights
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security Performance Rights issued under the LTI Plan
for nil consideration
Nature of the payment (for example, cash or
other consideration)
Not applicable
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)
1

37.2% of the total number of Performance
Rights on issue at the date of this notice.
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 Performance Rights have been issued to
employees of ATM pursuant to the terms and
conditions of ATM’s LTI Plan. Each
Performance Right represents, upon vesting
and automatic exercise, an entitlement to
acquire an Ordinary Share in ATM subject to
certain performance hurdles being satisfied
and the holder of the Performance Right
remaining employed by ATM on the relevant
vesting date.
The Performance Rights have a nil exercise
price and are due to vest on a date to be
determined by the Board following the release
of ATM’s full year audited results for FY2027.
Refer to the Annexure for further details,
including performance hurdles.
Reason for issue/acquisition/redemption and
specific authority for
issue/acquisition/redemption/ (the reason for
change must be identified here)
Board resolutions approving the grant of
Performance Rights as part of the ongoing
long term incentive arrangements under the
LTI Plan.

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/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.
6,699,248 Performance Rights.
There is no Treasury Stock.
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
Board Resolution and Listing Rule 4.6.
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
Any Ordinary Shares issued on vesting and
exercise of Performance Rights will rank
equally with existing Ordinary Shares.
Date of issue/acquisition/redemption
2
4 October 2024
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Jaron McVicar, Chief Legal and Sustainability
Officer & Company Secretary
Contact person for this announcement Jaron McVicar
Contact phone number +61 2 9697 7000
Contact email address Jaron.McVicar@a2milk.com
Date of release through MAP

4 October 2024


2
Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant
issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).

---

NZX Code: ATM
ASX Code: A2M

The a2 Milk Company Limited Company No 1014105
Level 10, 51 Shortland Street, Auckland 1010, New Zealand | PO Box 163, Shortland Street, Auckland 1010, New Zealand
www.thea2milkcompany.com
4 October 2024
NZX/ASX Market Release
Annexure to NZX Capital Change Notice and ASX Appendix 3G
each released on 4 October 2024
The following are the performance hurdles for the 1,815,015 performance rights that have been issued
in respect of FY25 and are the subject of the ASX Appendix 3G / NZX Capital Change Notice filed on
the same day as this Annexure:
Performance Hurdle FY25 Rights
Minimum EPS CAGR 10%
Minimum Revenue CAGR (50% vesting) 4%
Revenue CAGR for 85% vesting 6%
Revenue CAGR for 100% vesting 8%
Both the minimum EPS CAGR and the minimum Revenue CAGR must be achieved for any vesting of
performance rights. The minimum vesting proportion is 50%; thereafter, vesting is on a straight-line
basis between each band.
EPS CAGR refers to a compound annual growth in normalised diluted earnings per ordinary share
over the applicable performance period.
Revenue CAGR refers to a compound annual growth in normalised total external revenue over the
applicable performance period.
EPS CAGR and Revenue CAGR are derived from the annual report of the Company in respect of the
relevant financial years and subject to adjustment to remove the impact of such items as the Board
may determine in its absolute discretion.
Authorised for release by:
Jaron McVicar
Chief Legal and Sustainability Officer & Company Secretary
The a2 Milk Company Limited

---

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Announcement Summary
Entity name
THE A2 MILK COMPANY LIMITED
Date of this announcement
Friday October 04, 2024
The +securities the subject of this notification are:
Total number of +securities to be issued/transferred
ASX +security
codeSecurity description
Total number of
+securities to be
issued/transferredIssue date
A2MADPERFORMANCE RIGHT1,815,01504/10/2024
Refer to next page for full details of the announcement
+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being
quoted on ASX until the restriction ends

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 1 - Entity and announcement details
1.1 Name of entity
THE A2 MILK COMPANY LIMITED
We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.
1.2 Registered number type
ARBN
Registration number
158331965
1.3 ASX issuer code
A2M
1.4 The announcement is
1.5 Date of this announcement
4/10/2024
New announcement

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 2 - Issue details
2.1 The +securities the subject of this notification are:
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and
which:
has an existing ASX security code ("existing class")
+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being
quoted on ASX until the restriction ends

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to
ASX in an Appendix 3B
Additional +securities in an existing class issued under an +employee incentive scheme
ASX +security code and description
A2MAD : PERFORMANCE RIGHT
Date the +securities the subject of this notification were issued
4/10/2024
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Provide details of the KMP or +associates being issued +securities.
Name of KMPName of registered holderNumber of +securities
Xiao LiXiao Li
289,377
David MuscatDavid Muscat
144,652
Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme
or a summary of the terms
A summary of the terms of the long-term incentive plan under which performance rights are issued is included in the
remuneration section of the entity's 2024 annual report and note F2 to its financial statements for the year ended 30 June
2024 included therein. A copy of the report may be accessed from the following webpage: https://thea2milkcompany.com/
.results
Refer to the Annexure lodged with this Appendix 3G for further details, including performance hurdles.
Any other information the entity wishes to provide about the +securities the subject of this notification
The issue of performance rights to David Bortolussi, Managing Director and CEO, will be considered following the entity's
annual meeting to be held on 22 November 2024, at which a resolution relating to such performance rights will be
considered if Mr Bortolussi is re-elected as a director at that meeting.
For participants who are members of the entity's Executive Leadership Team and any other participants identified from
time to time, the entity's minimum shareholding requirement will apply to any shares delivered on vesting and exercise of
the performance rights. Other than to meet any tax obligations, no shares can be sold until a sufficient number of shares
are held that satisfy the minimum shareholding requirement being shares equivalent to 100% of the relevant participant's
fixed annual remuneration comprising base salary and compulsory employer superannuation contributions (or equivalent)
before any tax or social security deductions.
Yes
Yes

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Issue details
Number of +securities
1,815,015

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of
the entity will comprise:
The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if
other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.
4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX)
ASX +security code and description
Total number of
+securities on issue
A2M : ORDINARY FULLY PAID724,019,118
4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)
ASX +security code and description
Total number of
+securities on issue
A2MAD : PERFORMANCE RIGHT6,714,064

Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 5 - Other Listing Rule requirements
5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue
did not need any security holder approval under Listing Rule 7.1?
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under
listing rule 7.1?
5.2b Are any of the +securities being issued without +security holder approval using the
entity's 15% placement capacity under listing rule 7.1?
5.2c Are any of the +securities being issued without +security holder approval using the
entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?
N/A
No
No
No