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Issue of Restricted Share Rights

Capital Change5 May 2026SKCConsumer Discretionary

Capital Change Notice


5 May 2026


Issue of Restricted Share Rights


This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of unlisted restricted

share rights (“RSRs”) in SkyCity Entertainment Group Limited (the “company”) to senior

executives of the company pursuant to the rules of the SkyCity Restricted Share Rights Long

Term Incentive Plan (FY26) (the Plan Rules).


Each RSR confers a right to receive one ordinary share in the company, which will only vest if

the relevant senior executive remains continuously employed by the company (or a company

within the SkyCity Group) from the date of issue until the vesting date, as further described

below, and provided that certain financial and non-financial performance measures are met.

To the extent that those vesting conditions are not met, the RSRs will lapse and no shares will

vest to the participating senior executive. Dividends are not payable in connection with the

RSRs.


Section 1: Issuer Information

Name of issuer SkyCity Entertainment Group Limited

NZX ticker code SKC

Class of financial product Restricted share rights

ISIN Not quoted

Currency N/A

Section 2: Capital Change Details

Number issued

1,847,003 restricted share rights (FY26 RSRs)

Nominal value N/A

Issue price per security Nil

Nature of the payment (for example,

cash or other consideration)

Non-cash consideration is provided in the form of

services rendered and to be rendered by the holders as

employees of the company.

Amount paid up (if not in full) N/A

Percentage of total class of financial

products issued

100%

Conversion price Nil

Conversion terms The FY26 RSRs will convert into ordinary shares in the

company on 9 September 2028 conditional on a

participating senior executive remaining continuously

employed up to this date and provided that prescribed

financial and non-financial performance hurdles are met.


The ordinary shares issued on vesting of RSRs will rank

pari passu with existing ordinary shares of the company.

Reason for issue and specific authority
for issue

Authorised by resolution of the SkyCity Entertainment

Group Limited Board.

The issue of RSRs in accordance with the Plan Rules is

intended to incentivise holders and align their interests

with those of shareholders of the company.

Total number of financial products of

the class after the issue (excluding

treasury stock) and total number of

financial products of the class held as

treasury stock after the issue

1,847,003 FY26 RSRs

None held as treasury stock

Specific authority for the issue,

including reference to the rule

pursuant to which the issue is made

Pursuant to NZX Listing Rule 4.6.1.


Terms or details of the issue The terms of the FY26 RSRs are set out in the Plan

Rules.

The FY26 RSRs have the following performance hurdles:

• in respect of 60% of the FY26 RSRs, a comparison of

SkyCity’s total shareholder return over the restrictive

period against the cost of equity for the SkyCity

Group over the restrictive period as determined by

the Board; and

• in respect of 40% of the FY26 RSRs, an assessment

by the Board of the achievement of the company

against various prescribed transformation and risk

targets.

The FY26 RSRs are also subject to “malus” and

“clawback” provisions, as well as a general condition

whereby the Board may exercise a discretion to adjust

the number of FY26 RSRs which vest, including to

reflect the company’s performance or non-performance

in meeting its regulatory, risk and compliance

obligations.

Date of issue 4 May 2026

Section 3: Authority for this Announcement and Contact Person

Name of person authorised to make

this announcement

Phil Leightley

General Counsel & Company Secretary

Contact person for this announcement Phil Leightley

Contact phone number

(09) 971 5506

Contact email address

phil.leightley@skycity.co.nz

Date of release through MAP 5 May 2026

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.

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