Capital Change Notice - Grant of Options

Capital Change Notice

Updated as at February 2025

Notice of grant of Options under the Oceania Healthcare Share Option Plan
This notice is given under the NZX Listing Rule 3.13.1 and relates to the grant of options
(Options) to acquire ordinary shares in Oceania Healthcare Limited under the Oceania
Healthcare Share Option Plan.

Section 1: Issuer information
Name of issuer Oceania Healthcare Limited
NZX ticker code OCA
Class of financial product Option to acquire ordinary shares
ISIN (If unknown, check on NZX website) NZOCAE0002S0
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 660,000 Options
Nominal value (if any) N/A
Issue/acquisition/redemption price per security N/A
Nature of the payment (for example, cash or other
consideration)
No consideration is payable for the issue
of Options, in accordance with the
Oceania Healthcare Share Option Plan
Rules.
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

2.08 % of all Options currently on issue.
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 continued employment, Option
holders will be able to exercise the
Options during the exercise period, which
begins 10 Business Days after
announcement of OCA’s final results in
2028 (Vesting Date) and ends 90 days
after the Vesting Date
The exercise price for the Options is
$0.65, being the volume weighted average
price of OCA shares on the NZX Main
Board for the five trading day period prior
to 26 May 2025.
On exercise of the Options, OCA will
facilitate a cashless (net settled) exercise
by issuing such number of shares as is
equal to the difference between the then
current market value and the exercise
price, multiplied by the number of Options

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

being exercised, divided by the then
current market value.

OCA will pay tax on the Option holder’s
behalf for the taxable benefit received by
the holder under the plan.
Reason for issue/acquisition/redemption and
specific authority for issue/acquisition/redemption/
(the reason for change must be identified here)
The board of OCA has resolved to offer
the Options to selected employees in
order to:
(a) reward and retain participants;
(b) drive longer-term performance and
alignment of incentives of the participants
with the interests of Oceania’s
shareholders; and
(c) encourage longer term decision-
making by the participants.
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.
31,337,802 Options
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
Board resolutions 29 August 2025 and
NZX Listing Rule 4.6.1
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
Options are subject to the Oceania
Healthcare Share Option Plan Rules.
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
2
5 September 2025
Section 3: Authority for this announcement and contact person
Name of person authorised to make this
announcement
Claire Fisher
Contact person for this announcement Claire Fisher
Contact phone number +64 9 361 0350
Contact email address Claire.Fisher@oceaniahealthcare.co.nz
Date of release through MAP 5 September 2025




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).