Capital Change Notice - Options Issue

Capital Change Notice

Updated as at February 2025


Section 1: Issuer information
Name of issuer Pacific Edge Limited
NZX ticker code PEB
Class of financial product Options to acquire ordinary shares (with
each option granting the holder the right to
acquire one ordinary share, subject to
certain adjustments)
ISIN (If unknown, check on NZX website) NZPEBE0002S1
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed A total of 9,379,295 options to acquire
ordinary shares in Pacific Edge Limited
(Company) vesting in three tranches, with
the first tranche to vest on the second
anniversary of the issue date (Year 1
Options) with the two further tranches
vesting on the following two anniversaries
(being Year 2 Options and Year 3 Options
respectively).
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security Options are issued for nil consideration.
Exercise price of:
• NZ $0.118 per share for the Year 1
Options;
• NZ $0.133 per share for the Year 2
Options; and
• NZ $0.150 per share for the Year 3
Options,
which is payable on exercise of the
underlying Options
Nature of the payment (for example, cash or other
consideration)
To exercise any of the Options, cash
consideration of:
• NZD$0. 118 per share for the Year
1 Options;
• NZD$0. 133 per share for the Year
2 Options; and
• NZD $0. 150 per share for the
Year 3 Options,
is payable on the exercise of the relevant
underlying Options (Cash Option).

The Option holder will have the option to
elect a cashless settlement in which case
the Company will issue to the Option

holder a lesser number of shares
calculated as:
(i) the number of shares specified
in the relevant option notice;
less
(ii) an amount equal to the total
exercise price for the relevant
options divided by the volume
weighted average price of the
Company's shares traded
through the NZX Main Board
over the trading day before the
Option holder's exercise of the
Options (such amount
represented as a number of
shares rather than a dollar
value, and rounded down to
the nearest share) (Non-Cash
Option).
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

Pacific Edge currently has a total of
1,021,510,460 ordinary shares on issue.
This issue of Options represents 0.92% of
the total ordinary shares on issue (being
the percentage should Options vest and
be exercised).
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)
Subject to the continuous employment of
the Option holder with the Company or a
subsidiary (other than as a result of death
or disability), the Options vest in three
equal tranches with the first tranche
vesting on the first anniversary of the
issue date and the further two tranches
vesting on the following two anniversaries.

Options must be exercised within 4 years
of the relevant vesting date, unless the
relevant option holder ceases to be an
employee of the Company (or a
subsidiary) other than as a result of
permanent retirement, death or disability
in which case all Options that have vested
must be exercised within two months of
the date on which the relevant option
holder ceases to be employed.

If the relevant option holder's employment
ceases (other than by reason of death or
disability) vesting will occur in accordance
with the terms set out in the relevant
option agreement. If the option holder

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

Capital Change Notice

Updated as at February 2025
dies or ceases employment with the
Company or a subsidiary of the Company
due to disability then all of the Options that
have not yet vested will immediately vest
in the option holder as at the date of death
or disability.

Cash consideration payable on issue of
the Options (on the terms of the Cash
option set out above), but the Option
holder will have the option to elect a
cashless settlement (on the terms of the
Non-Cash Option set out above).
Reason for issue/acquisition/redemption and
specific authority for issue/acquisition/redemption/
(the reason for change must be identified here)
Issue of options in connection with Pacific
Edge Limited's long term incentive plan for
employees
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.
Total ordinary shares on issue:
1,021,510,460.
Total options to acquire ordinary shares
on issue: 49,768,884
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 dated 12 August 2025
and Listing Rule 4.6.1


Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
New ordinary shares issued upon exercise
of the Options will rank equally in all
respects with the ordinary shares already
on issue.
Date of issue/acquisition/redemption 13 August 2025
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Grant Gibson
Contact person for this announcement
Grant Gibson
Contact phone number
+64 275 999 943
Contact email address
grant.gibson@pelnz.com
Date of release through MAP

13 August 2025