Update to Shareholders

Subject: NZME Director Nominations and Shareholder Proposal
13/03/2025
Dear Shareholder,
You may have seen recent media commentary and NZME’s market announcements
regarding:
(a) the Director nominations and shareholder proposal received by NZME from JTG 4
Limited, a company owned by James (Jim) Grenon, which proposes the replacement
of NZME’s current Board and the appointment of Mr Grenon and three other
nominees as directors of NZME; and

(b) the two Director nominations received by NZME from Osmium Partners, LLC.
We want to provide you with an update on the process we are following.
NZME’s governance framework ensures that the Board renewal process is structured,
deliberate and aligned with long-term Shareholder value. The proposal was submitted
during the formal Director nomination process required under the NZSX Listing Rules as part
of NZME’s impending Annual Shareholders’ Meeting.
Background
On 1 March 2025, James (Jim) Grenon disclosed that he held a relevant interest in 9.321% of
NZME shares.
Following this disclosure, on 6 March 2025, JTG 4 Limited (of which Mr Grenon is the sole
shareholder and director), submitted a letter to NZME outlining a proposal to remove all
current NZME Directors and nominating four new Directors (including Mr Grenon) for
appointment at the upcoming Annual Shareholders’ Meeting.
The draft explanatory notes accompanying the letter indicate that, if appointed, the four
proposed Directors would select a fifth Director from the existing NZME Board. The letter
also states Mr Grenon in his own right and through his entity JTG 4 Limited hold 18,726,824
ordinary shares in aggregate in NZME, equating to 9.97% (an increase of just over 0.6% from
1 March 2025).
According to the letter, Mr Grenon has privately discussed in confidence his proposal with
four other major Shareholders, who, including those shares held by Mr Grenon and JTG4
Limited, hold approximately 37% of NZME’s shares. He has stated these Shareholders have
indicated support for the proposal, although the letter notes that they reserve the right to
change their indicated intention to support the proposals.
Director nominations
As confirmed in our NZX announcement yesterday, the nomination period for Director
appointments formally closed at 5.00pm on 11 March 2025. The six director nominations
received from Shareholders are:
1. James (Jim) Grenon nominated by JTG 4 Limited
2. Philip Crump nominated by JTG 4 Limited

3. Desmond (Des) Gittings nominated by JTG 4 Limited
4. Simon West nominated by JTG 4 Limited
5. John Lewis nominated by Osmium Partners, LLC
6. Adam Hoydysh nominated by Osmium Partners, LLC
Next steps
The Board remains committed to a process that delivers the best outcome for all
Shareholders.
Further details on the director nominations and shareholder proposal will be provided in the
Notice of Meeting for the upcoming Annual Shareholders’ Meeting. This will include director
nominee biographies and the Board’s assessment of whether the director nominees meet
the NZX Listing Rules’ director independence criteria.
All Shareholders will have the opportunity to review all this information prior to the Annual
Shareholders’ Meeting and voting on the relevant resolutions.
All related NZME announcements can be accessed via the NZX website HERE.
Barbara Chapman
NZME Board Chairman, on behalf of the NZME board