Serko Limited/Announcement
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Capital Change Notice - Ordinary Shares

Capital Change5 November 2024SKOIndustrials

Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 37865, Parnell, T: +64 9 884 5916, F: +64 9 377 0545, investor.relations@serko.com

Incorporated in New Zealand ARBN 611 613 980

CAPITAL CHANGE NOTICE – 5 November 2024

This notice relates to the issue of ordinary shares in Serko Limited (“Serko”) on vesting of Restricted

Share Units (“RSUs”) pursuant to the Serko (ANZ) Long Term Incentive Scheme and Serko (US) Long

Term Incentive Plan (“Scheme”).

Following the issue of 557,551 ordinary shares (“Issue”) upon the vesting of the equivalent number of

RSUs as detailed in this notice (“Vesting”), Serko Limited now has 4,024,252 RSUs outstanding under

the Scheme and 123,079,981 ordinary shares on issue.


Section 1: Issuer information

Name of issuer Serko Limited

NZX ticker code SKO

Class of financial product Ordinary shares in Serko Limited following the

conversion of RSUs issued under the Scheme.

ISIN NZSKOE0001S7

Currency NZD

Section 2: Capital change details

Number of issuances to which this notice relates 1

Number issued/acquired/redeemed 557,551 ordinary shares were issued upon the

vesting of the equivalent number of RSUs under

the Scheme.

Nominal value (if any) N/A

Issue/acquisition/redemption price per security Nil

Nature of the payment (for example, cash or other

consideration)

No cash consideration was required to be paid

for the grant of the RSUs or for the RSUs to vest.

Non-cash consideration is provided in the form

of services rendered and to be rendered by the

holders as employees of Serko.

Amount paid up (if not in full) Fully paid.

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


Issue: The Issue represented 0.455% (to 3dp) of

all ordinary shares on issue prior to the Issue.

Vesting: The RSUs that vested (under the

Vesting) comprised 12.169% (to 3dp) of the

RSUs on issue prior to the Vesting.

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)

N/A


1

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

2
Reason for issue/acquisition/redemption and specific

authority for issue/acquisition/redemption (the reason

for change must be identified here)

Vesting of RSUs previously granted under the

Scheme.

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.

1. 123,079,981 ordinary shares following the

Issue.

2. 4,024,252 RSUs taking into account the

RSUs that were vested under the Vesting

and those forfeited to date.

3. 62,133 unlisted options, taking into account

all forfeited options to date.

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’ resolution, Listing Rule 4.6.

Terms or details of the issue, acquisition or

redemption (for example: restrictions, escrow

arrangements)

The ordinary shares subject to the Issue rank

equally with the existing ordinary shares.

Date of issue/acquisition/redemption 5 November 2024

Section 3: Authority for this announcement and contact person

Name of person authorised to make this

announcement

Shane Sampson, Chief Financial Officer

Contact person for this announcement Shane Sampson, Chief Financial Officer

Contact phone number +64 9 884 5916

Contact email address investor.relations@serko.com

Date of release through MAP 5 November 2024

---

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

1 / 6

Announcement Summary

Entity name

SERKO LIMITED

Announcement Type

New announcement

Date of this announcement

Tuesday November 05, 2024

The +securities to be quoted are:

Total number of +securities to be quoted

ASX +security

codeSecurity description

Number of +securities to

be quotedIssue date

SKOORDINARY FULLY PAID FOREIGN EXEMPT

NZX

557,55105/11/2024

Refer to next page for full details of the announcement

+Securities issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be

quoted notwithstanding there is a restriction on transfer

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

2 / 6

Part 1 - Entity and announcement details

1.1 Name of entity

SERKO LIMITED

We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix

2A of the ASX Listing Rules.

1.2 Registered number type

ARBN

Registration number

611613980

1.3 ASX issuer code

SKO

1.4 The announcement is

1.5 Date of this announcement

5/11/2024

New announcement

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

3 / 6

Part 2 - Type of Issue

2.1 The +securities to be quoted are:

2.2 The +class of +securities to be quoted is:

Additional +securities in a class that is already quoted on ASX ("existing class")

+Securities issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be

quoted notwithstanding there is a restriction on transfer

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

4 / 6

Part 3B - number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an

Appendix 3B

Additional +securities to be quoted in an existing class issued under an +employee incentive scheme

FROM (Existing Class)

ASX +security code and description

SKOAB : RESTRICTED SHARE UNITS

TO (Existing Class)

ASX +security code and description

SKO : ORDINARY FULLY PAID FOREIGN EXEMPT NZX

Please state the number of +securities issued under the +employee incentive scheme that are not subject to a

restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer

557,551

Please provide details of a URL link for a document lodged with ASX detailing the terms of the +employee

incentive scheme or a summary of the terms

https://4389989.fs1.hubspotusercontent-na1.net/hubfs/4389989/Serko%20Investor%20Centre/Results%20and%20Report

s/FY24/Full%20Year%20Results/Serko-AnnualReport-2024-v19.pdf

Are any of these +securities being 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

Shane SampsonShane Sampson

63,097

Charles Edward NowaczekCharles Edward Nowaczek

134,720

Issue date

5/11/2024

Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued

+securities in that class?

Yes

Yes

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

5 / 6

Issue details

Number of +securities to be quoted

557,551

Are the +securities being issued for a cash consideration?

Please describe the consideration being provided for the +securities

Non-cash consideration is provided in the form of services rendered and to be rendered by the holders as employees of

Serko.

Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the

+securities to be quoted

0.000000

Any other information the entity wishes to provide about the +securities to be quoted

NoNo

Appendix 2A - Application for quotation of securities
Appendix 2A - Application for quotation of securities

6 / 6

Part 4 - Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital 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 quoted on ASX following the +quotation of the

+securities subject of this application)

ASX +security code and description

Total number of

+securities on issue

SKO : ORDINARY FULLY PAID FOREIGN EXEMPT NZX123,079,981

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

SKOAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES62,133

SKOAB : RESTRICTED SHARE UNITS4,024,252

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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