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Capital Change Notice

Capital Change23 October 2024MELUtilities

Release






M e r i d i a n E n e r g y L i m i t e d ( A R B N 1 5 1 8 0 0 3 9 6 ) A c o m p a n y i n c o r p o r a t e d i n N e w Z e a l a n d

287-2 9 3 D u r h a m S t r e e t N o r t h , C h r i s t c h u r c h 8 0 1 3


m e r i d i a n e n e r g y . c o . n z

Stock Exchange Listings NZX (MEL) ASX (MEZ)

Capital Change Notice


23 October 2024

Meridian Energy Limited provides the attached Capital Change Notice pursuant to NZX listing rule

3.13.1. This Notice relates to the issue of 863,878 performance share rights for senior executives and

members of Meridian’s senior management. The performance share rights are being issued pursuant to

the Meridian Executive Long-Term Incentive Scheme


ENDS

Jason Woolley

General Counsel and Company Secretary

Meridian Energy Limited



For investor relations queries, please contact:

Owen Hackston

Investor Relations Manager

021 246 4772

For media queries, please contact:

Philip Clark

Head of Communications

027 838 5710

---

Template
Capital Change Notice


Updated as at June 2023


Please do not amend or delete individual rows. As this template relates to prescribed content, changes to content

should only be made where it is clearly indicated that this is permitted, otherwise, if an Issuer considers a particular

element does not apply, mark the row as N/A, Any other changes to this prescribed form must first be approved by

NZX as required under NZX Listing Rule 3.26.1.


Section 1: Issuer information

Name of issuer Meridian Energy Limited

NZX ticker code MEL

Class of financial product Share rights which give the holder

options to acquire ordinary shares

ISIN (If unknown, check on NZX website) NZMELE0002S7

Currency NZD

Section 2: Capital change details

Number issued/acquired/redeemed 863,878

Nominal value (if any) N/A

Issue/acquisition/redemption price per security No consideration is payable for the

issue of the share rights.

Nature of the payment (for example, cash or other

consideration)

N/A

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)

1


If all share rights vest and the options

are exercised, 0.0331% of the

ordinary shares in Meridian Energy

Limited (based on the number of

ordinary shares currently on issue)

plus the Dividend Adjustment

(described at 'Principal terms of

Conversion' below)

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)

Each Share Right entitles the holder,

upon the vesting and exercise of the

Share Right, to one ordinary share in

the Company. Each Share Right also

entitles the holder to an additional

number of shares equal to the value of

gross cash dividends per share which

would have been paid to a New

Zealand tax resident who held a share

for the duration of the vesting period,

calculated using a 10-day volume

weighted average price (Dividend

Adjustment). The number of Share

Rights that vest depend on Meridian

Energy Limited’s total shareholder

return over a 3-year performance


1

The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

period from 1 July 2025 to 30 June
2027, relative to the company’s cost of

equity and performance of the

S&P/NZX50 index over the same

period. Share Rights will lapse where

the performance hurdles are not met.

Share Rights will also lapse if the

holder ceases to be employed by

Meridian during the vesting period

subject to the Board’s discretion to

determine that Share Rights will vest

on death, redundancy, total

permanent illness, injury or any other

circumstance the Board determines.

There is no amount payable by

holders on grant or vesting of the

Share Rights or on the transfer of

shares. Share Rights do not entitle the

holder to receive dividends or other

distributions from shares or to vote in

respect of shares. Holders of Share

Rights cannot transfer the Share

Rights. The ordinary shares

transferred upon the vesting and

exercise of Share Rights will rank

equally with all other ordinary shares

then on issue.

Reason for issue/acquisition/redemption and specific

authority for issue/acquisition/redemption/ (the reason

for change must be identified here)

Issued under the Meridian Energy

Limited Long Term Incentive Plan,

approved by the Meridian Board on 23

August 2019.

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.

2,606,798,618 Ordinary Shares

1,865,008 Treasury Stock

3,090,283 Share Rights

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

Meridian Energy Limited Executive

Long Term Incentive Scheme Rules

and Board Resolution for the

purposes of Listing Rule 4.6.1, dated

14 October 2024.

Terms or details of the issue, acquisition, or redemption

(for example: restrictions, escrow arrangements)

See 'Principal terms of Conversion'

above. The terms and details of the

issue are contained in the Meridian

Energy Limited Long Term Incentive

Scheme Rules.

Date of issue/acquisition/redemption

2

23 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).

Template
Capital Change Notice


Updated as at June 2023

Section 3: Authority for this announcement and contact person

Name of person


authorised to make this

announcement

Jason Woolley

Contact person for this announcement Jason Woolley

Contact phone number +64 21 309 962

Contact email address Jason.Woolley@meridianenergy.co.nz

Date of release through MAP


23 October 2024

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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

1 / 6

Announcement Summary

Entity name

MERIDIAN ENERGY LIMITED

Date of this announcement

Wednesday October 23, 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

MEZAJPERFORMANCE SHARE RIGHTS863,87823/10/2024

Refer to next page for full details of the announcement

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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

2 / 6

Part 1 - Entity and announcement details

1.1 Name of entity

MERIDIAN ENERGY 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

151800396

1.3 ASX issuer code

MEZ

1.4 The announcement is

1.5 Date of this announcement

23/10/2024

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

3 / 6

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")

+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

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

4 / 6

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

ASX +security code and description

MEZAJ : PERFORMANCE SHARE RIGHTS

Date the +securities the subject of this notification were issued

23/10/2024

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

Neal BarclayNeal Barclay

171,286

Guy WaiparaGuy Waipara

45,172

Mike RoanMike Roan

57,532

Tania PalmerTania Palmer

43,538

Chris EwersChris Ewers

34,414

Lisa HannifinLisa Hannifin

46,028

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 Company's Long Term Incentive Scheme is set out in the remuneration section on pages

91-95 and Note F on pages 170-171 of the Company's 2024 Integrated Report:

https://announcements.asx.com.au/asxpdf/20240828/pdf/06742ry305r77j.pdf

Any other information the entity wishes to provide about the +securities the subject of this notification

Issue details

Number of +securities

863,878

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

5 / 6

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

6 / 6

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

MEZ : ORDINARY FULLY PAID FOREIGN EXEMPT NZX1,275,915,661

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

MEZAK : TREASURY STOCK1,865,008

MEZAI : ORDINARY FULLY PAID1,330,882,957

MEZAJ : PERFORMANCE SHARE RIGHTS3,090,283

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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