Capital Change Notice

Capital Change Notice



Section 1: Issuer information
Name of issuer ArborGen Holdings Limited
NZX ticker code ARB
Class of financial product Ordinary
ISIN (If unknown, check on NZX website) NZRBCE0001S3
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed -2,559,381 Net redeemed (3,095,100 redeemed
and 535,719 issued)
Nominal value (if any)
Issue/acquisition/redemption price per security N/A – see next row.
Nature of the payment (for example, cash or other
consideration)
No cash consideration is payable –
The consideration for shares issued is for
services to be rendered by Birch to ArborGen,
Inc.

Amount paid up (if not in full) Full
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)
-0.00491% Net redeemed (-.00594% for
redeemed and 0.00103% issued)

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

Reason for issue/acquisition/redemption and
specific authority for issue/acquisition/redemption/
(the reason for change must be identified here)
Pursuant to an Executive Employment Agreement
with Justin Birch, ArborGen Holdings issued
20,251,478 (9,780,000 and 10,471,478)
Restricted Shares to the Justin Birch trust, which
was approved by shareholders on 20 September
2023.
The Restricted Shares were split 50:50
performance and retention, with the retention
being split 33% to year 1 and 67% to year 2.
The Restricted Shares being redeemed
(3,095,100) represent the portion of tax payable
on year 2 retention shares, with the tax being paid
in cash.
The shares issued (535,719) relate to Justin’s STI
plan and the half to be satisfied with shares
(US$45,259.11), this is the amount net of cash
tax to be paid. The VWAP of $0.140 (US$0.084)
was used to calculate the shares to be issued.

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.
518,289,257
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
Rule 4.2.1
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
The Restricted Shares may not be sold,
transferred or otherwise disposed of until the
vesting criteria in the Restricted Share Award
Agreement has been met.
Date of issue/acquisition/redemption 26 / 08 / 25
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Christina Green
Contact person for this announcement Christina Green
Contact phone number 09 356 9800
Contact email address info@arborgenholdings.com
Date of release through MAP

29 / 08 / 25