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Chair and CEO - Annual Meeting speeches and presentation

AGM30 September 2025VCTUtilities

market release
30 September 2025


Vector Limited Annual Meeting of Shareholders Speaking

Notes



Chair, Doug McKay


Tena koutou katoa.


Good afternoon and welcome to this meeting. My name is Doug McKay, and I am Vector’s

Chair.


I’d like to acknowledge Ngāti Whātua Ōrākei as mana whenua for central Auckland, where we

are today.


As we have a quorum and it’s 2:00pm, I will now declare open the 2025 Annual Meeting of

Vector Limited shareholders.


We’re starting today with ordinary business, which includes short addresses from myself and

Simon and then seven resolutions. As part of these resolutions, you will also hear short

addresses from the directors who are seeking re-election.


After that we’ll move to general business, Q&A, and voting.


Today’s meeting is a hybrid meeting, where shareholders can participate here in the room and

online.


As this is a shareholder meeting, we ask that you please do not use the time for asking specific

operational, or customer service, questions. Members of our customer team are available here

in the room and will be happy after the meeting to help with these types of questions.


We encourage shareholder questions and will indicate question time after the presentations.

We’ll have microphones available for you. Once you’ve asked your question, please give the

microphone back while we’re answering your question so that others can have their turn. So

that everyone can have a turn, we ask that you keep to one or two questions per person.


If you still have more questions or feedback, group chief executive Simon Mackenzie and I will

be available after the meeting.


We welcome the media to our meeting today as observers, but ask that you please hold your

questions until after the meeting. If you would like to talk to Simon or myself, then please make

yourself known to one of our communications team, who are at the back of the room, or call

our usual media phone number.


If you’re online and you’d like some help, you can type your query and one of the

Computershare team will assist you.


Voting today will be conducted by way of a poll.


page 2 of 7

If you’re here in the room, you can mark your voting paper at any time, and a team member

from Computershare will collect the voting forms before the end of the meeting.


If you’re online, you will be able to cast your vote under the Vote tab, once I declare voting

open.


I will indicate when voting will close, so that you have a final opportunity to cast your vote.


With those instructions now complete, I declare voting open.


The number of proxies and the proxies held by me as chair of the meeting or in my own name

are shown on screen.


It is my intention to vote the discretionary proxies I hold in favour of the resolutions.


It's now my pleasure to introduce my fellow directors: Alastair Bell, Vaughan Busby, Dr Paul

Hutchison, Dame Paula Rebstock, Bruce Turner, and Anne Urlwin. Also at the table we have

Group Chief Executive Simon Mackenzie and John Rodger, Chief Legal & Assurance Officer

and Company Secretary. Vector’s Chief Financial Officer, Jason Hollingworth, and external

auditor Matt Diprose from KPMG are seated in the front row together with other members of

Vector’s executive team.


I’m pleased to report that our financial performance for the year has been solid, as you will

have seen in our results announcement in August.


Just before I get into some of the highlights, I want to comment briefly on the regulatory cycle

for electricity networks, as this has a strong impact on our results and you’ll hear this come

through in this presentation.


Late last financial year we entered into a new five-year regulatory cycle for electricity networks.

This is where the Commerce Commission resets what revenue we can earn from the electricity

distribution business. This is known as DPP4, because it’s the fourth of these cycles, and DPP

stands for ‘default price-quality path’. DPP4 started on 1 April 2025, so has been in effect for

the final quarter of these financial results. Simon will go into more detail shortly.


Now onto some numbers. For continuing operations, adjusted EBITDA has increased by 16%.

Adjusted EBITDA is earnings adjusted for fair value changes, associates, third-party

contributions, and significant one-off gains, losses, revenues and other expenses. The

increase is a result of higher revenue, particularly in the last quarter where higher revenue from

the new regulatory price path has come through. We’ve also maintained prudent financial

management across the group.


Group net profit after tax for continuing operations was $154.7 million, which includes a $37

million impairment of the gas distribution business.


The impairment recognises our latest forecasts for gas network connections, where we see a

decline in connections in FY26, as a result of significant market uncertainty, scarcity of gas

and rising costs. Following the impairment, the carrying value of the gas distribution business

is consistent with the estimated value of the regulated asset base, which is key to determining

the regulated revenue.


The electricity network performed within the regulatory quality standards for the duration and

frequency of outages, although we acknowledge that any power outage is frustrating for

customers and we understand how important it is that homes and businesses can rely on their

electricity supply. My thanks to the Vector team and field service providers who work so hard

to keep the lights on for Aucklanders. This is not just after a severe weather event but every

day through large scale programmes of planning and building for the future, maintaining the


page 3 of 7

network we have today, and getting out to make repairs quickly and safely when something

impacts network performance, such as a car hitting one of our poles.


We’ve announced an unimputed final dividend of 13 cents per share, taking the full year

dividend this year to 25 cents per share. This represents an 85% payout of free cash flow, in

the mid-point of the 70-100% range as stated in our policy. Shareholders should not interpret

this year’s payout as being an indication that future dividends will be in the midpoint of the

range.


Overall, the board is pleased to see a solid financial result, and completed transactions –

including the sales of our natural gas trading business, Ongas LPG, and HRV. These

completed transactions enable us to concentrate on the core strengths and demands of our

regulated electricity and gas networks, while also exploring growth opportunities. These

opportunities include Vector Technology Solutions, our investment in metering business

Bluecurrent and other options that may emerge with the changing market, customer needs,

and the scale of investment required for the economy to electrify and decarbonise. Our balance

sheet is strong and as such we have the capacity to consider other growth opportunities.


I’d like to thank Simon and his executive team, and everyone else at Vector for their work

throughout the year. This is Simon’s final Vector shareholder meeting, and so I’d also like to

commend him for his leadership and significant contribution to the business during his time at

Vector, including the past 17 years as group chief executive.


We’ve also announced that Chris Blenkiron will be joining the team as Vector’s new group

chief executive in December. Chris is a highly regarded leader. We conducted an extremely

thorough search process, both locally and internationally, and through this process Chris

demonstrated astute insights into the energy sector and Vector’s future growth opportunities.


Now I’ll hand over to Simon.



CEO, Simon Mackenzie


Thank you Doug.


I’m pleased to share some highlights of our year, including examples of how we’re bringing our

strategy to life, and some of the key issues facing Vector and the wider sector.


Doug has mentioned the DPP4 regulatory cycle that began on 1 April this year. Under DPP4

we’ve seen the Commerce Commission increase allowable revenue for transmission and

distribution businesses, largely as a consequence of higher interest rates and inflation

experienced within the prior DPP3 period. We’re well placed to continue our disciplined

network investment approach in the DPP4 period, which is to avoid committing to high levels

of capital investment in areas where there is significant uncertainty, or to cover short demand

peaks when there are other, less capital intensive ways to use available network capacity and

maintain network resilience.


We’re very conscious that cost of living pressures for consumers remain high. DPP4 has

resulted in price increases on power bills and we recognise this is hard on all consumers.

However, in real terms our electricity lines charges remain very similar to what they were more

than ten years ago, and the increase under DPP4 is a function of interest rate movements. It's

also important to note that the total increase has been smoothed out over a five year period.

Our distribution lines charges make up around 27% of the total bill that customers receive.

We’ve heard commentary in the media that it’s these lines charges that have driven higher

consumer power bills this year. It is true that the Commerce Commission’s changes under

DPP4 have increased bills, but at only 27% of the bill, or around 35% if you also include

Transpower’s transmission costs, there is still a majority of the bill impacted by other factors


page 4 of 7

such as the cost of energy. What is less well understood is that a key measure of the cost of

producing new electricity - the levelised cost of energy - has stepped up significantly in the

past year, and this will need to flow through to power bills eventually.


Our commitment to Auckland’s growth and electrification remains strong, and the region

continues to grow despite the broader economic slowdown. While we’ve seen a softening in

the rate of new connections this year, and fewer private electric vehicles being sold, Auckland

is experiencing rising demand for hyperscale data centre connections, each with significant

energy requirements.


Data centre projects offer major opportunities for the region, and for New Zealand more

broadly. For example, hyperscale data centres typically request around 20 Mega Volt-Amperes

in the first phase of multistage developments, which is roughly equivalent to 8,000 homes.

However, they are accompanied by uncertainty about the rate at which their electricity demand

will grow to meet the capacity requested, since this depends on the adoption of data centre

services by the data centre’s clients. We know these hyperscale data centre requests will drive

a need for us to invest in system growth, but we must ensure our investment is moving in step

with anticipated demand. Because of the scale of some of these projects, their impacts may

not be confined just to our distribution network. They may also affect electricity generation and

transmission; so, careful and coordinated planning is critical, and working closely with the data

centre sector and government.


Our Symphony strategy puts our customers at the centre of our decisions, and we’re acutely

aware of the importance of getting the balance right between affordability and prudent, efficient

investment given the cost-of-living pressure many of our customers are facing. Our approach

to investment I referred to earlier is one example of how we manage costs that flow onto

customers. As we have talked about in previous annual meetings, our strategy looks to harness

smart use of technology to smooth out consumption away from peak periods. This is part of

how we ensure our electricity network is equipped for increased demand as the reliance on

electricity continues to increase.


While we must prepare for the future needs of Aucklanders, our focus remains on providing a

reliable, resilient, secure energy supply today, and doing this as efficiently as possible. For

example, in the past year we’ve inspected more than 2,000km of network using drones, and

we’ve completed 12 projects to boost resilience and future capacity in the CBD, alongside

numerous other projects large and small across the entire region.


An example of our strategy to embrace strategic partnerships to help us innovate faster, realise

cost efficiencies, and facilitate disciplined investment, is the launch of GridAware. GridAware

is a new AI tool that is reinventing the way we inspect and maintain the electricity network. This

tool was developed as part of our partnership with X (Google’s innovation lab) and Tapestry,

its energy moonshot, and it’s the first tool to be deployed on our network from this collaboration.


GridAware helps improve our network inspection processes by using aerial imaging and data,

captured by drones and helicopters, to give us highly detailed views of the condition of our

overhead assets. This helps us prioritise our maintenance investment, but GridAware can also

go further because, as we use it, we’re training artificial intelligence to help us complete

condition assessments of our network automatically. The Commerce Commission has

recognised the customer benefit from this project, awarding us an Innovation Project

Allowance in the final year of the prior DPP3.


With this project in place, we’re also the first distribution utility in the world to integrate another

Tapestry tool that vastly speeds up our ability to assess future network scenarios. This helps

us run long-term network simulations that help us plan for a range of different future scenarios.

This is extremely helpful to see the potential impact to the network of things like different rates

of EV uptake, data centres, and rooftop solar.


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We now have a short video for you to help illustrate these projects and how they come together

to benefit our customers.


In 2020, we set a target to reduce scope 1 and 2 emissions, excluding electrical line losses,

by 53.5% by 2030. This year we recorded a reduction of 55%, which is calculated against the

businesses we have now, meaning it reflects our actual emissions reductions, not those from

businesses we’ve sold. This means that, as at 30 June 2025, we’ve achieved our 2030 target.

We did this by innovation in technology and processes, and successful initiatives are now

embedded in our operations. One of these is shown on screen, our gas sniffer trucks that

proactively identify leaks from our gas network, enabling us to fix them faster and improve

safety for our customers as well as reducing the emissions associated with these leaks. We’ll

continue to focus on our emissions targets because we know how important it is to maintain

these reductions. However, there may be some volatility in our overall emissions performance.

This is especially true when factors outside our control come into play, such as severe weather

that requires temporary generation to restore power, or third-party damage to our gas network.


I’ll now move onto the wider energy landscape and some of the challenges we’re seeing.


An important issue for us is the reform to electricity distribution connections, as announced in

July by the Electricity Authority.


The key issue we were concerned about was the funding of connections, and the potential of

being required to move away from our policy of the people causing the connections growth

paying 100% of the growth costs, to a policy of the costs being shared across Auckland

customers. The EA is continuing to engage on this, having deferred a final decision on the

level of contributions that can be charged for customer connections.


There were a number of technical changes announced which will add complexity to what is

already a highly complex process, especially noting that we deliver around 15,000 new

connections each year, more than any other electricity network in New Zealand. We’ll need to

make changes to our internal processes, and we’ll do so within the timeframes that have been

given.


The EA has also expressed that it’s expecting some of these changes to be done in a nationally

aligned way. We’re already participating in those processes through our member association,

Electricity Networks Aotearoa, and we’ll continue engaging with the EA too.


Looking to gas, there is unprecedented uncertainty around the future of natural gas in New

Zealand. This is driven in the near term by significant market uncertainty, scarcity of gas and

rising costs, and in the long term by lack of clarity over how gas distribution businesses will be

impacted by New Zealand’s 2050 net zero emissions targets.


The current regulatory settings were designed in a more stable environment, where demand

for gas was growing, and we are urging the Commerce Commission to update them to

recognise this uncertainty and ensure any shift away from gas protects the interests of

consumers and other stakeholders.


A new draft gas Default Price Path is expected to be announced by the Commission later this

year and we are participating fully in the process so the Commission understands our

perspective both for investors and customers.


Key issues for us are that the Commission recognises and responds to the context this reset

is occurring in: which is, the significant risk to gas revenues because of the near impossible

task of forecasting gas volumes 5 years into the future, as well as the medium to long term risk

that some of the gas distribution assets become stranded if the gas market scales down much

earlier than is anticipated.


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As for the energy sector as a whole, the Government hasn’t yet released the report it

commissioned to help with its review into the energy sector. We, like many others, are waiting

to see its contents and the Government’s response.


I’ll now go over the financial guidance we provided when we announced our results.


As with the half year we will be providing guidance on adjusted EBITDA, gross capex and

capital contributions.


For FY26 the range is shown on the slide.


For adjusted EBITDA, the forecast increase on FY25 is driven primarily because FY26 is the

first full year of the new electricity price path, DPP4. The forecast increase in capital

expenditure is linked to expected customer-driven growth, and our continued investment in the

network.


Before I close my address I’d like to make a few comments, as this is my last address as Vector

group chief executive.


I feel incredibly privileged to have had a career in New Zealand’s energy sector, first at Mercury

and then Vector. The journey has been one of change, challenge, and growth – for me

professionally, as well as for the sector as whole. But there are some constants that have

always set Vector apart.


Vector has never been content to simply follow the easy path, or do what others are doing.

Instead, we’ve consistently taken the deliberate approach to develop and articulate our own

view, even if it sets us apart, and we’ve always tried to put the customer at the centre of our

thinking.


We don’t just look within our own sector for answers, and nor we do just look within New

Zealand. We look outside the energy industry, at where innovation and forward thinking is

happening globally, to find the right skills and perspectives.


Our views aren’t always welcomed, but we’ve always believed in articulating our position so

that people know exactly where we stand, even if they may not agree. We like to challenge

ourselves as well as the wider industry.


Consumer expectations have grown immensely, and that’s a real challenge for the energy

sector, where you can’t build big things overnight. When you’re facing such a complex

challenge as we are with the energy transition, you can’t just settle for the status quo.


Our willingness to have a view is why we’ve been able to partner with global leaders like

Google and Amazon. They looked around the world and found it refreshing to work with a

company like Vector that stands for something. These partnerships, and others before them

with Palantir and Tesla, have provided our staff with invaluable experiences and relationships

that are far more useful than simply sitting at home in our corner of the world thinking we have

all the answers ourselves.


Being a regulated entity brings its own unique challenges. We’ve had the privilege of running

non-regulated businesses in highly competitive markets, like gas trading, fibre, and metering.

But with other parts of our business being regulated, I sometimes hear comments that this

means we don’t have that same competitive pressure constantly driving us. Make no mistake:

everyone at Vector is committed to doing the right thing. Our teams, and our field service

providers, are out there every day working for our customers. And in storms they’re outside in

all conditions, rallying to get the power back on as quickly and safely as they can.


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Over my time with Vector, we’ve managed a large portfolio of assets, including some that are

regulated, in competitive markets, and technology start ups. We’ve known when to invest,

when to grow, and when to exit. In most cases, we picked the right time to exit so we could

invest in growth businesses, or sometimes because the risk outlook wasn’t where we wanted

it to be. For example, we divested the Wellington electricity network and invested in metering.

We exited gas transmission, gas processing, trading and distribution, because we saw the risk

profile just wasn’t where we wanted. Now, we have a more electricity-centric focus, and that’s

timely—because electricity is what the world needs more and more of, now and into the future.


Looking ahead, I was recently asked if there will be more energy shortages. Given the dry year

risk hasn’t gone away, and we’re seeing more extreme weather conditions all across the

country, I think it’s highly likely there could be more energy shortages. In the past two years,

what I call the “hope strategy” has kicked in, and then it rained. There’s no clear strategy, plan,

or accountability over the energy system as a whole.


Finally, I’d like to thank all our staff, Field Service Providers and Telnet, for their huge efforts

every day to deliver for our customers. Thanks also to the Vector board past and present, for

their support and challenge, and to all our shareholders, including Entrust, for your support of

Vector over the years.


Thank you.



ENDS



Investor contact

Jason Hollingworth, Chief Financial Officer, Vector

Jason.hollingworth@vector.co.nz, 021 312 928


Media contact

Matthew Britton, Communications Manager, Vector

Matthew.britton@vector.co.nz, 021 224 2966



About Vector

Vector is an innovative New Zealand energy company, delivering energy and communication

services to more than 630,000 residential and commercial customers across New Zealand.

Vector has a leading role in creating a new energy future through its Symphony strategy which

puts customers at the heart of the energy system. Vector is listed on the New Zealand Stock

Exchange with ticker symbol VCT. Our majority shareholder, with voting rights of 75.1%, is

Entrust. For further information, visit www.vector.co.nz.

---

Annual Meeting
30 SEPTEMBER 2025

This presentation contains forward-looking statements.
Forward-looking statements often include words such as "anticipates",

"estimates", "expects", "intends", "plans", "believes“ and similar words in

connection with discussions of future operating or financial performance.

The forward-looking statements are based on management's and

directors’ current expectations and assumptions regarding Vector’s

businesses and performance, the economy and other future conditions,

circumstances and results.

As with any projection or forecast, forward-looking statements are

inherently susceptible to uncertainty and changes in circumstances.

Vector’s actual results may vary materially from those expressed or implied

in its forward-looking statements.

Disclaimer

2

Doug
McKay

Chair

3

•Instructions for voting and asking questions
•Ordinary business

•Chair’s address

•Group chief executive’s address

•Election and re-election of directors

•Increase to the directors’ fee pool

•Appointment and remuneration of auditor

•General business and shareholder questions

•Final chance for voting

•Meeting closes

Agenda

4

Questions may be asked at the relevant time
during the meeting.

Two questions only per person. The chair, CEO

and staff will be available after the meeting for

other questions.

Online questions can be submitted at any

time.

Asking questions

5

You may mark your voting paper at any time.
A team member from Computershare will collect

the voting forms at the conclusion of the meeting.

The Chair will indicate the final opportunity for

voting before the papers are collected.

Online voting can be changed at any time,

until voting closes.

Voting

6

843 shareholders, holding a total of more than 848,536,130
shares, have appointed proxies.

Doug McKay, in his capacity as Chair and in his own name,

holds proxies for 408 shareholders, representing 844,232,948

shares. Included in these proxies are 751,000,000 shares held

by Entrust, our majority shareholder.

Voting is open

7

Solid performance
Adjusted EBITDA ($M)

8

345

+57

+2-3

401

FY24ElectricityGas

Distribution

OtherFY25

Solid performance
NPAT ($M)

9

76

+56

+15-13

-20

+23

+18155

FY24Adj. EBITDACapital

Contributions

Depreciation

and

Amortisation

Net InterestImpairmentOtherFY25

”Other” includes, share of associates, fair value changes on financial instruments and tax.

Dividend
Dividend (cents per share)

10

7.50

7.75

8.00

8.258.258.258.258.258.25

9.25

12.00

8.00

8.00

8.00

8.00

8.258.25

8.508.508.50

13.00

13.00

5.50

1.75

15.50

15.75

16.00

16.25

16.5016.50

16.7516.75

22.25

24.00

25.00

FY15FY16FY17FY18FY19FY20FY21FY22FY23FY24FY25

InterimFinalSpecial

Simon
Mackenzie

Group chief executive

11

12
Prudent investment for affordability

13
Developing AI tools

14
Reducing emissions

Simon
Mackenzie

Group chief executive

15

Outlook
16

•As with the half year we will be providing guidance on adjusted EBITDA, gross capex and

capital contributions.

•For FY26 the guidance range is as follows:

•Adjusted EBITDA: $470m - $490m – forecast increase on FY25 is driven primarily by

the first full year of the electricity DPP4 period

•Gross Capex: $520m - $590m – forecast increase on FY25 is linked to expected

customer driven growth and our continued investment in the network

•Capital Contributions: $180m – $230m

Doug
McKay

Chair

17

Questions on chair and CEO
report and financial statements

18

Election and
re-election of directors

19

Vaughan
Busby

Director

20

Alastair
Bell

Director

21

Paul
Hutchison

Director

22

Doug
McKay

Director

23

Paula
Rebstock

Director

24

Election and re-election Q&A
25

Proxy results: election and re-
election of directors

Proxy

votingBusbyBellHutchisonMcKayRebstock

For

843,919,142837,342,398843,931,524836,498,353841,068,587

Against

40,1816,681,72282,5567,546,8912,989,194

Discretionary

4,576,8074,519,7434,501,8844,478,6494,488,708

Abstain

36,29028,55756,45648,52725,931

26

Increase to directors’ fee
pool

27

Proxy results: increase to
directors’ fee pool

Proxy votingVotes

For

843,163,378

Against

835,092

Discretionary

4,484,058

Abstain

89,892

28

Appointment and
remuneration of auditor

29

Proxy results: appointment
and remuneration of auditor

Proxy votingVotes

For

843,639,674

Against

443,943

Discretionary

4,467,038

Abstain

21,765

30

General business and Q&A
31

Final chance for voting
32

Thank you
33

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.