My Food Bag Group Limited logo

My Food Bag reports full year profitability up 5.3%

Full Year Results20 May 2026MFBFinancials

My Food Bag reports 6.2% growth in H2 with full year profitability up 5.3%

· Revenue of $170.2 million, up +5.0% on FY25

· EBITDA

1

of $16.4 million, up from $16.1 million in FY25

· NPAT of $6.7 million, up +5.3% on FY25

· Net debt reduced by $5.1 million to $1.9 million and free cash flow of $8.5million

· FY26 H2 revenue growth of +6.2% year on year

· Gross Margin stable at 49.0% and above the 5-year average

· Active customers at 57.1k with improved lifetime value and retention

· Fully imputed final dividend of 1.15 cents per share declared, payable in June


Meal kit and food solutions business My Food Bag Group Limited today reported revenue of

$170.2 million for the year to 31 March 2026 (FY26), up 5.0% on FY25, with growth and

profitability accelerating in the second half.

Net profit after tax (NPAT) increased to $6.7 million, up 5.3%, reflecting strong operational

delivery and improving customer performance, including higher retention and increased

order frequency. Second half revenue rose 6.2% year-on-year, signalling a clear lift in

demand.

Commenting on the result, CEO Mark Winter said:

"FY26 marks a clear step forward. We are seeing the impact of the work we have done to

strengthen our proposition, with higher retention, increased order frequency and more

consistent customer engagement."

"Our focus has been on delivering a better overall experience and clear value for money,

and that is translating into customers ordering more often and staying with us longer."


Business highlights

My Food Bag strengthened its core offering across the year, delivering greater flexibility,

convenience and value while driving improved customer performance.

Within our portfolio of brands, the My Food Bag brand performed strongly, supported by

continued investment in marketing and customer engagement, reinforcing its position as a

trusted choice for New Zealand households. This is underpinned by a continued focus on

quality, with 98% of fresh protein and produce sourced locally and a consistent emphasis on

delivering delicious meals customers enjoy week after week.

The business continued to improve the end-to-end customer experience, including the ability

to double protein, supporting higher engagement and increased basket size.

FY26 marked the first full year of expanding into new occasions via the Shop, such as

gifting, care packages and flexible one-off meals, all available without a subscription, offering


1

EBITDA (earnings before interest, tax, depreciation and amortisation) is a non-GAAP measure. A

reconciliation from GAAP NPBT to non-GAAP EBITDA can be found in the FY26 Annual Report.





a convenient, fast-delivery option and establishing an additional growth channel alongside

My Food Bag’s core offering for consumers and corporate customers.

Alongside this, My Food Bag strengthened its focus on health, responding to growing

demand for solutions that support everyday wellbeing. This included introducing a range

designed to support customers using GLP-1 medications and building partnerships with

health professionals, reflecting a broader commitment to helping New Zealanders eat well in

a way that is both achievable and sustainable.

"We have continued to build strength in the My Food Bag brand while broadening how

customers can engage with us," said Winter. "Delivering value for money alongside quality

and variety is what is driving stronger engagement and giving us confidence in how the

business is tracking."


Financial performance

Revenue growth was driven by higher volumes and improved brand mix, supported by

stronger customer retention and engagement.

Gross margins were maintained in line with historical levels despite higher inflation with

supply chain initiatives and pricing actions recovering ingredient cost pressures.

The business generated strong free cash flow of $8.5 million supporting continued dividend

payments and further reduction in debt, with net debt reducing to $1.9 million.

The Board is pleased to declare a fully imputed final dividend of 1.15 cents per share,

payable in June. This brings the total dividend for FY26 to 1.90 cents per share (fully

imputed). The Board has decided that the Dividend Reinvestment Plan will not operate in

respect of the upcoming dividend.

"The Board remains focused on delivering sustainable returns for shareholders, supported

by strong cash flow and disciplined capital management," said Chair Tony Carter.

Outlook

My Food Bag enters FY27 with positive momentum and is well positioned to continue to

support New Zealanders.

The portfolio of brands, My Food Bag, Bargain Box and Fresh Start, positions My Food Bag

to meet customers across a range of needs and price points, combining value, quality and

variety, with a growing focus on health-led solutions.

"In the current environment, value for money is critical, and that is where we are well

positioned," said Winter. "A consistent weekly price and a range of quality, healthy options

give customers certainty and real value, delivered to their door."

Fuel supply disruption has recently driven an increase in distribution costs, with further

ingredient cost pressures now beginning to emerge. Active mitigation of these impacts

through supply chain optimisation and cost control is being undertaken where possible.

Consistent with prior years we will take a balanced approach to pricing.





Early trading in FY27 has remained encouraging, with demand trends continuing to track

positively with revenue growth of 5.1% for the first 7 weeks of the financial year, reflecting

continued sales growth from the execution of our plan and strength of our customer base.


My Food Bag announced strategic review

As previously announced, the Board has commenced a review to evaluate its ownership,

capital structure and strategic options. My Food Bag has engaged Cameron Partners as its

financial adviser, but the review remains in its preliminary stages and there is no certainty

that any transaction involving My Food Bag will eventuate. My Food Bag will continue to

keep shareholders and the market updated in accordance with its continuous disclosure

obligations.


End

For investor relations queries:

Louise Newsome

ir@myfoodbag.co.nz


For media queries:

Trish Whitwell

trish.whitwell@myfoodbag.co.nz

---

21 May2026

2
Mark Winter

Chief Executive Officer

My Food Bag G roup Limited FY2 6 Result

Louise Newsome

Chief Financial Officer

PRESENTING

today

Business update
1

Financial overview

2

FY27 outlook

3

Appendices

4

CONTENTS

My Food Bag G roup Limited FY2 6 Result
* EBITDA is a non-GAAP measure. A reconciliation from GAAP NPBT to non-GAAP EBITDA can be found in the appendices.

REVENUE

$

170.2m

EBITDA*

$

16.4m

NPAT

$

6.7m

49.0%

Compared to 49.3% in FY25

Up from $16.1m in FY25

4

AVERAGE ORDER VALUE (AOV)

$

133.7

Up 2.8% on FY25

5.0% up on FY25

GROSS MARGIN %

YEAR IN

review

ACTIVE CUSTOMERS**

57.1k

Compared to 57.0k at the end of FY25

Up from $6.3m in FY25

FINAL DIVIDEND DECLARED

1.15cps

Fully imputed to be paid in June

**Active Customers are defined as the number of unique customers who have purchased in the last 13 weeks

Category expansion beyond subscriptions with the My Food Bag Shop growing new customers
by offering gifts, ready made meals and occasions; while also growing corporate partnerships

Higher customer retention and purchase order frequency, reflecting stronger engagement

and loyalty, while maintaining disciplined marketing spend

My Food Bag G roup Limited FY2 6 Result5

YEAR IN

review

Gross Margin of 49.0%, above the five-year average of 48.5% driven by supply chain

optimisation and pricing power

Strong free cash flow of $8.5m enabled a further $5.1m reduction in debt, strengthening the

balance sheet, while allowing for increased dividend payment to shareholders

Profitable growth with revenue up 5.0% driven by volume and average order value growth

Leveraged strong nutrition credentials and dietitian expertise to expand into targeted

health solutions, supported by partnerships and tailored offerings

Higher employee engagement from culture and capability investment, enabling strategy

1
BUSINESS

update

Be relevant and grow active customers by delivering flexibility, convenience and great value
Unlock new

Customer

Segments &

Occasions

Introduce new consumers

to My Food Bag through

partnerships, new

channels & products

Flexible Solutions

Deliver customisation to

offer consumers both the

curation they want and the

flexibility to personalise

Culture & Capability

Seamless

Convenience for All

Enhance the convenience

of our service across all

touchpoints and all brands

Supply Chain ExcellenceData & Technology

Efficient Operating Model

Build Brand Value

& Advocacy

Build brand value to

engage new and lapsed

customers, drive higher

customer advocacy to

improve LTV

Continuing to grow leadership in meal kits and expand into

wider online grocery category

My Food Bag G roup Limited FY2 6 Result9
Building brand value and advocacy

•Portfolio of brands has enabled us to capture targeted demand across premium, budget and

wellness segments

•My Food Bag leads on brand (NZ’s highest rated meal kit in 2025)

•Bargain Box owns affordability

•Fresh Start captures health and wellness growth

•Investment in menu with recipe expansion across portfolio to support retention

•Partnerships driving reach in changing media market - influencer engagement, major

sponsorships and targeted campaigns

•Growth underpinned by promotional led trading rhythm, using data and unique MFB products

Seamless convenience

•Continued growth in flexible on demand model, My Food Bag Shop. More categories added

and lead times reduced

•Smarter packaging optimisation. Ensures right fit deliveries, enhancing customer experience

while reducing packaging and lowering costs

Flexible solutions

•Recipe customisation launched (double protein) across all brands. Positive early results,

indicating customers are willing to trade up and grow AOV. Further customisations to be

launched shortly

Clear strategy, consistent execution

Delivering growth by meeting customers needs, occasions and life stages

10My Food Bag G roup Limited FY2 6 Result
Flexible operating model

•My Food Bag Shop unlocks demand and one off purchases beyond

subscription

•Expands reach to both consumers and corporate customers (gifting,

occasions, ready made meals)

•Positions MFB in the high growth convenience and immediacy segment

Corporate partnerships

•Growing network of corporate partners driving incremental demand

•Deliver tailored meal and grocery solutions that enhance wellbeing,

engagement and value through practical, everyday nutrition

•Establishes a recurring B2B revenue stream using existing operating

model

Channel expansion

•Pilot with WM Robotics, ready made meal vending machines in offices,

apartments and hotels

•This channel is proving to be a valuable test and learn opportunity

•Early results validated demand for convenient, healthy meals

Unlocking new customer segments and occasions

Using existing technology and supply chain to expand beyond core business

Our unique health positioning
My Food Bag G roup Limited FY2 6 Result11

Turning nutrition credentials into a clear competitive advantage to help consumers achieve health goals

Leveraging our nutrition credentials

•Supported by three New Zealand registered dietitians, My Food Bag is uniquely

placed to support customers evolving health and wellbeing needs

Developing specific health solutions

•Developed a range of new solutions to meet the dietary preferences and health

needs of both existing and new customer groups:

•Launched the Diabetes Plan in partnership with Diabetes NZ

•New High Protein and Gut Friendly preferences

•Tailored meal plan to support customers on GLP-1 weight loss medications

Building partnerships

•Developed partnerships with a range of organisations and health professionals to

build awareness of our health solutions to engage new audiences

My Food Bag G roup Limited FY2 6 Result12
Enabling future success through strong foundations

Building on high standards of operational excellence, staff engagement and digital platform capability

Supply chain excellence

•Continued strong performance in pick accuracy, product quality and delivery accuracy

reflected in customer Net Promoter Score

•Implementation of an ingredient management platform designed to strengthen

inventory control, enabling improved traceability and stronger system supported

quality controls

•Health & Safety at the forefront of all processes with a sustained reduction in Total

Recordable Injury Frequency Rate (TRIFR) improving from 1.2 in FY25 to 0.88 in

FY26

Employee engagement and culture

•Consistently strong and stable employee engagement across FY26 has supported

consistent strategy and plan execution

Data & technology

•Scaled, proprietary platform embedded across the value chain. Enables personalised

experiences, efficient and optimised operations, real time decision making

•AI driving productivity and accelerating delivery. Internal LLM tools (Plato award

winning Customer Love tool), AI assisted development and embedded automation

•AI is powering menu planning innovation. Enabling optimised menus and ingredients

aligned to brand positioning, customer variety, cost and operational outcomes

My Food Bag G roup Limited FY2 6 Result13
Environmental, Social and Governance

Delivering on our purpose with initiatives that support a healthier NZ

Minimising waste

•Just in time ordering system results in lower levels of food waste compared to

the traditional supermarket model

•Packaging optimised to ensure each customer receives the right sized box with

an optimal level of ice and insulation, minimising cardboard use and waste

Supporting our communities

•Continued our support and build awareness of City Missions, the Heart Foundation

and Garden to Table

•Delivered nutrition education to partners and dietetic students through events

and resources drawing on our nutrition expertise

Continued to support local sourcing

•Continue to source over 98% of our proteins and produce locally

•Expanded our range of local and sustainably sourced fish

2
FINANCIAL

overview

My Food Bag G roup Limited FY2 6 Result15
•FY26 full year revenue of $170.2m with H2 revenue growth of 6.2%

year on year

•Average Order Value positively impacted by higher indexing towards

the My Food Bag brand across the year, particularly in H2

•Higher active customers and increased order frequency supported

5.0% revenue growth across the year

•Gross Margin is up 0.6ppt in H2 FY26 with supply chain optimisation

initiatives and price increases recovering the impact of higher protein

and produce costs

•Contribution Margin of 21.2%, inline with prior year

•Indirect expenses increased 4.5% driven by additional marketing

investment to drive growth in the My Food Bag Shop, and project costs

of $0.4m incurred in 2025

•Net Profit After Tax of $6.7m is up 5.3% on FY25

1.

YOY movement % based on unrounded figures

Financial Performance

Full year Net Proft After Tax increase driven by sales and margin growth in H2 FY26

Key Metrics Overview

FY26AFY25A

YoY Movement

%

Deliveries ('000)1,273 1,246 2.1%

Average Order Value133.7 130.1 2.8%

Revenue $m170.2 162.1 5.0%

Gross Margin $m83.4 80.0 4.2%

Gross Margin %49.0% 49.3% -0.3 ppts

Contribution Margin $m36.1 34.5 4.6%

Contribution Margin %21.2% 21.3% -0.1 ppt

EBITDA $m16.4 16.1 1.8%

NPAT $m6.7 6.3 5.3%

My Food Bag G roup Limited FY2 6 Result16
* FY24 included a part 53rd week based on where My Food Bag’s weekly delivery cycle fell in the financial year

1.252*

1.246

1.273

1,000

1,050

1,100

1,150

1,200

1,250

1,300

FY24AFY25AFY26A

Deliveries (000's)

•Deliveries grew 2.1% with our strategic focus on brand value, convenience, flexibility and targeting new audiences all contributing

•Accelerated momentum in the second half of the year with 2.9% delivery growth

•Order frequency increased to 5.5 in FY26 (FY25 was 5.4) reflecting stronger retention and engagement within customer groups

•Average order value increased by 2.8% reflecting favourable brand mix, new flexibility features and modest price increases

129.6

130.1

133.7

-

40.0

80.0

120.0

160.0

FY24AFY25AFY26A

($)

Average order value ($)

Delivery and Average Order Value Performance

Growth driven by higher customer value and retention

•Total active customers has increased to 57.1k despite the
timing of an earlier Easter in 2026 limiting new customer

growth

•Retained customers at 59.5% - customers who have taken

delivery in consecutive quarters, continues to grow, up from

58.6% in FY25 and 56.3% in FY24

•Disciplined marketing spend of 3.2% inline with FY25

•Cancellation rates have reduced year on year showing that

customers are continuing their subscription for longer

•New customers have a higher lifetime value with consistently

higher frequency due to a more targeted and refined

acquisition strategy

My Food Bag G roup Limited FY2 6 Result17

Active Customers are defined as the number of unique customers who have purchased in the last 13 weeks as at 31 March

32.0

33.4

34.0

24.7

23.6

23.1

-

10.0

20.0

30.0

40.0

50.0

60.0

Mar-24Mar-25Mar-26

Active Customers Split (000's)

Ret ained CustomersAcquired and Reactivated Customers

57.0

56.8

57.1

Focus on sustainable active customer growth

Retained customer base continues to grow demonstrating strengthening loyalty

•FY26 Gross Margin was 49.0%, above the five-year average of 48.5% and remains consistent
•Gross Margin is up 0.6ppt in H2 FY26 as price increases at the end of H1 recovered the impact of higher protein and produce costs

•Ingredient inflation with selected price index* up 3.4% year on year - produce up 6.4% and meat, poultry and fish up 7.3% year on year

•Cost pressures have been managed through the combination of

•Supply chain optimisation initiatives such as sourcing directly from growers and recipe development, which continue to deliver cost

control efficiencies, while maintaining consistent quality and value for customers

•Modest price increases with minimal churn and maintained value for money perceptions

My Food Bag G roup Limited FY2 6 Result

Gr oss margin is a non-GA AP me asu re defined as re ven ue less co st of ingr edients; *Selecte d P rice Index data fro m Stats NZ to Ma rch 2026

18

46.8%

49.3%

48.4%

48.5%

49.3%

49.0%

0.00%

10.00%

20.00%

30.00%

40.00%

50.00%

60.00%

FY21AFY22AFY23AFY24AFY25AFY26A

($m)

Gross Margin %

Gross Margin Performance

Gross margin of 49.0% with improvements seen in H2 despite food price inflation of 3.4%

•Contribution margin broadly in line with prior year at 21.2%
•Cost control and productivity initiatives largely offset lower

gross margin and inflationary cost pressures through:

oLabour efficiencies from higher throughput rates

oReduced downtime from higher equipment reliability

and further optimised production plans

oPackaging savings from reduced cardboard use and

optimal levels of ice based on right sizing of customer

boxes

oOutsourced distribution efficiencies with our partner

NZ Post including the consolidation of depots utilised

My Food Bag G roup Limited FY2 6 Result

*Contribution margin is a non-GAAP measure defined as revenue less cost of goods sold (including free marketing goods) less direct costs (assembly and distribution expenses). Depreciation and amortisation

associated with production activities have been reclassified into cost of goods sold, impacting prior year contribution margins. Further information can be found in the FY26 annual report.

19

Contribution Margin Performance

Consistent contribution margin maintained through cost control and productivity improvements

20.6%

21.3%

21.2%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

FY24AFY25AFY26A

($m)

Contribution Margin %

Summary balance sheet ($m)
FY26FY25

Assets

Cash and cash equivalents0.61.5

Working capital assets5.41.7

Property, plant, and equipment5.76.9

Right-of-use assets8.76.9

Intangible and other assets86.586.5

Liabilities

Working capital liabilities(14.6)(11.2)

Lease liabilities(10.0)(7.9)

Bank debt(2.5)(8.5)

Other liabilities(7.5)(7.2)

Equity72.468.7

•Net debt has reduced by $5.1m from FY25

to $1.9m

•Movement in working capital assets and

liabilities reflects the difference in the timing

of the weekly cash cycle

•Movement in right-of-use assets and lease

liabilities is due to the renewal of a property

lease in Auckland

•No significant capital purchases in FY26 with

the movement in property, plant and

equipment being depreciation

•Total debt facilities were reduced to $15.0m

during the year

My Food Bag G roup Limited FY2 6 Result20

Balance sheet strengthened through further debt reduction

Net debt has been reduced from $15.3m to $1.9m over the past three years

Summary cash flow ($m)FY26 FY25
Net cash from operating activities13.513.2

Lease principal payments(2.1)(2.4)

Capex(2.9)(3.2)

Free cash flow8.57.6

EBITDA*16.416.1

Lease payments(2.6)(2.9)

Pre-IFRS 16 EBITDA13.713.2

•Net cash flow from operating activities is up $0.9m

on FY25, allowing further net debt reduction and

the payment of dividends to continue

•Reduced capex spend supporting stronger cash

flow whilst still driving growth initiatives

•A final dividend for FY26 of X.XX cps has been

declared, fully imputed and to be paid in June

2026

•Total FY26 dividend of X.XX cps (fully imputed),

representing XX% of NPAT. This represents a

yield of XX.X%**

My Food Bag G roup Limited FY2 6 Result

*EBITDA (ear nings b efo re inte rest, tax, d epreciation and amortisation) is a non-GA AP me asu re. A reconciliation from G AAP NPBT to non-GA AP EBITDA ca n b e foun d in the appe ndices.

** Based on a share price of 0.187 as at 30 Apr il 20 26.

21

* E BITDA is a non-GA AP me asu re. A reconciliation from G AAP NPBT to non-GA AP EBITDA ca n b e foun d in the appe ndices.

Increased free cash flow enabling higher dividends and

further debt reduction

•Strong cashflow conversion

•Free cash flow is up 12% ($0.9m) on FY25, allowing further

net debt reduction and the payment of higher dividends

•Free cash flow has improved from $0.5m in FY23 to $8.5m

in FY26

•Capex spend of $2.9m slightly down on prior year with

lower operational investment requirements, while growth

investment remained consistent

•A final dividend for FY26 of 1.15cps has been declared,

fully imputed and to be paid in June 2026

•Total FY26 dividend of 1.9 cps (fully imputed), representing

72% of NPAT. This represents a yield of 10.1%**

Summary cash flow ($m)FY26 FY25

Net cash from operating activities13.513.2

Lease principal payments(2.1)(2.4)

Capex(2.9)(3.2)

Free cash flow8.57.6

EBITDA*16.416.1

Lease payments(2.6)(2.9)

Pre-IFRS 16 EBITDA13.713.2

* EBITDA is a non-GAAP measure. A reconciliation from GAAP NPBT to non-GAAP EBITDA can be found in the appendices.

** Based on a share price of $0.26 at 13 May 2026

3
FY27

outlook

•Our strategy is built on four key pillars: brand value, convenience, flexibility and targeting new audiences and occasions
•In FY27, we have a pipeline of initiatives to drive active customer growth and further improve retention. Growth will be supported by

health-led innovation and the expansion of the Shop offering and corporate partnerships

•Revenue through the first 7 weeks of FY27 was up 5.1% on the previous period reflecting continued sales growth from the execution of

our plan and strength of customer base

•Recently, we have seen distribution and certain packaging costs increased, with further ingredient cost pressures now beginning to

emerge driven by higher fuel prices. We are actively mitigating these impacts through supply chain optimisation and cost control where

possible. Consistent with prior years we will take a balanced approach to pricing.

•As previously announced, the Board hascommenceda review to evaluate its ownership, capitalstructureand strategic options. My Food

Bag has engaged Cameron Partners as its financial advisor, but the reviewremainsin its preliminary stages and there is no certainty that

any transaction involving My Food Bag will eventuate.My Food Bag will continue to keep shareholders and the market updatedin

accordance withits continuous disclosure obligations.

My Food Bag G roup Limited FY2 6 Result23

FY27 trading conditions and outlook

Focused on continuing to grow leadership in meal kits and within the wider online grocery market

4
APPENDICES

FY26FY25
YOY

Movement %

Statement of Comprehensive Income ($m)

ActualActual

Income170.2162.15.0%

Cost of Goods Sold(132.2)(125.7)5.2%

Gross Profit (Contribution Margin)38.036.44.4%

Indirect Expenses (29.0)(27.7)4.5%

Net Profit Before Tax9.08.64.1%

Income Tax Expense(2.3)(2.3)0.8%

Net Profit After Tax and Comprehensive Income6.76.35.3%

25

*YOY movement % based on unrounded figures

My Food Bag G roup Limited FY2 6 Result

Statement of Comprehensive Income

FY26FY25
YOY

Movement %*

Reconciliation of GAAP to non-GAAP financials ($m)

ActualActual

Net Profit Before Tax9.08.64.1%

Add Back:

Depreciation and amortisation6.46.06.4%

Net financing costs1.01.5(30.5)%

EBITDA16.416.11.8%

My Food Bag G roup Limited FY2 6 Result26

*YOY movement % based on unrounded figures

Reconciliation of GAAP to non-GAAP financials

THANK
you

Disclaimer and important information
This presentation has been prepared by My Food Bag Group Limited (the “Com pa ny” and, together with My Food Bag

Limited, "My Food Bag") an d is dated 21 May 2 026. Receipt of this document a nd/or attend ance a t the cor responding

pre sen tation given on beha lf of the Company con stitute s acce pta nce of th e terms of this disclaimer.

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This pr ese nta tion contains summary information about My Fo od Bag and its activities, which is cur rent a s at the date of this

pre sen tation. Th e in for ma tion in this pr ese nta tion is of a gene ral nature and does not p urport to be complete nor does it

contain all the information which a n in vestor may req uire wh en eva luating an inve stment in the Company. This pr ese nta tion

has been pre pared to provide additional commentary on the fin ancial statements of the Company for the perio d e nding 31

March 2026. It sh ould be read in conjunction with th ose financial statements a nd the Company's other pe riodic a nd con tinu ous

disclosu re announ cemen ts, availab le o n the NZX or My Food Ba g's investor website.

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Forward-looking information is inh erently un cer tain an d subje ct to contingencies, known and unknown risks and uncertainties

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assumptio ns as to future events which may or ma y not be cor rect. A n umber of impor tan t factors co uld cau se actual results or

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This pr ese nta tion includes non-GA AP fina ncia l information, includingEBITDA , which is a n on-GA AP fina ncia l measure . A

reconciliation from G AAP NPBT to non-GA AP EBITDA ca n b e foun d in the appe ndix to th is presentation. Non-GA AP fina ncia l

information have been derived by management from My Food Bag’s unaudited financial statements for the period ended 31

March 2026. EBITDA is a measure used exte nsively by the Board an d man agement as an indication of u nderlying profitability,

however, a s a non-GA AP me asu re it is pr ovid ed for illustrative pu rposes on ly and caution sh ould be ta ken as other co mp anies

may calculate th is measure diffe rently.

Dis tribut ion of prese nta tion

This pr ese nta tion must no t be distr ibuted in a ny jurisdiction to the exten t that its distribution in th at jurisdiction is restricte d o r

pro hibited by law or wou ld constitu te a brea ch by the Company of an y law. The distrib utio n o f this pre sen tation in other

jurisdictions ou tside New Zealand or Au stralia may b e r estricted by law, an d p ersons into whose p ossession this presentation

comes should ob ser ve any su ch restriction s.

All currency a mo unts are in New Zealand do llars un less otherwise state d.

This pr ese nta tion ha s been author ised for release by the Company’s Board.

My Food Bag G roup Limited FY2 6 Result28

---

MY FOOD BAG
Annual Report

2026

In this annual report references to the ‘Company’ are references to My
Food Bag Group Limited. References to ‘My Food Bag’ or the ‘Group’

are to My Food Bag Group Limited together with its subsidiary My Food

Bag Limited. All references to financial years (e.g. ‘FY25’ and ‘FY26’)

are to the financial year ended 31 March. References to $ and NZ$

are to New Zealand dollars.

The annual report includes certain non-GAAP financial information,

including EBITDA, Gross margin and Contribution margin. These

measures are used extensively by the Board and management as

indicators of underlying profitability. Non-GAAP measures are

not defined in NZ IFRS and are not subject to audit. Non-GAAP

performance measures are not defined consistently by all companies.

Accordingly, these performance measures may not be comparable with

similarly titled measures used by other companies. Reconciliations of

Non-GAAP financial information to a comparable GAAP measure are

shown on page 66.

The annual report refers to Active Customers these are defined as the

unique number of customers who have purchased in the last 13 weeks.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

Letter from the Chair and CEO 2
Results at a Glance 8

Business Update 10

Environmental, Social and Governance 18

Culture and Capability 30

Board of Directors 32

Management Team 34

Financial Statements 37

Independent Auditor’s Report 62

Non-GAAP Financial Information 66

Corporate Governance Statement 67

Other Disclosures 82

Directory 87

Key Dates 87

This Annual Report is dated 20 May 2026

and is signed on behalf of the Board by:

Tony Carter

Chair

Jen Bunbury

Director and Chair of the

Audit and Risk Committee

CONTENTS

1

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

Letter from the
Chair and CEO

In FY26 we have built on the sales

momentum established in FY25 and are

pleased to have delivered 5% revenue

growth reflecting the continued execution

of our strategy and the strength of our

customer proposition. We remain the clear

market leader in the meal kit category and

have successfully expanded beyond this

into new occasions and categories within

New Zealand’s growing online food market.

Our teams remain focused on building our

strong brands, enhancing our customer

offering through greater flexibility and

customer choice. This focus has resulted

in strong active customer numbers and a

more profitable business.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

2

Financial Performance
The Company delivered a strong financial performance

in FY26, with continued progress across key financial and

operational metrics despite a challenging consumer and

inflationary environment.

Revenue for the year increased 5% to $170.2 million

(FY25: $162.1 million), with the second half revenue up

6.2% on prior year.

Net profit after tax was $6.7 million, up 5% against

$6.3 million in the prior year, as was EBITDA of $16.4 million

against $16.1 million in FY25, reflecting both top-line growth

and disciplined cost control across the business.

Average order value was $133.71 across the year, up from

$130.06 in FY25, supported by modest price adjustments in

response to input cost pressures particularly in ingredients, as

well as higher indexing of the My Food Bag brand and larger

bag sizes such as the serves 6 meal option.

Active customer numbers were 57,100 at the end of FY26

(FY25: 57,000), while average meal kit frequency improved to

5.5 orders per customer (FY25: 5.4), indicating encouraging

engagement trends and underlying customer loyalty.

Gross margin was slightly down for the year at 49.0% (FY25:

49.3%), however the second half of FY26, saw improvement

in gross margin of 49.5%, up from 48.9% in the prior year

comparative period. Despite ongoing cost pressures, we

have preserved our margin in the second half while delivering

exceptional quality and continuing to enhance the customer

experience. Contribution margin was consistent at 21.2%

compared with 21.3% in FY25 compared with 21.3% in FY25.

In FY26 Indirect expenses included $0.4 million of project

costs incurred in 2025.

Our strategic objectives remained consistent in FY26 and are

unchanged as we head into FY27. We will continue to grow our

leadership in meal kits and expand further into the wider online

food category by delivering flexibility, convenience and value

to our customers.

Despite the continuation of challenging economic conditions,

our financial performance was strong with revenue growth of

5%. Coupled with disciplined cost management and modest

capital investment requirements this has resulted in strong

cashflow generation.

This growth has been the direct result of our focus on

understanding our customers and enhancing our offer to meet

their needs. These customer insights have driven new product

development, website and app updates, quality initiatives

and menu expansion. Beyond weeknight meal kits, we have

expanded our product range in the My Food Bag Shop.

This evolving range of foodie gifts and care packages are

available as one-off purchases delivered from as quickly as

same day. In response to consumer demand, the Shop has

expanded beyond Ready Made meals and foodie gifts into

new categories including fresh cakes and fresh flowers. This

has increased the relevance of the range for new customer

segments and occasions.

We remain focused on ensuring our purpose, Helping

Aotearoa New Zealand to eat and live well, plays a strong

role in guiding our decision making and shaping the initiatives

we are delivering across the business, ensuring that everything

we do is aligned with supporting households to live healthier

and more balanced lives. We expanded our range of health-

focused products and increased investment in resources and

marketing to drive dietary and health focused awareness.

3

LETTER FROM THE CHAIR AND CEO

The business generated strong free cash flow during the year,
enabling a significant reduction in net debt from $6.9 million

to $1.9 million at the end of FY26. This strengthened balance

sheet provides increased financial flexibility and positions us

well for future growth initiatives and returns to our shareholders.

Reflecting the solid financial performance and improved

capital position, the Board is pleased to declare a final

dividend of 1.15 cents per share, bringing total dividends

for FY26 to 1.90 cents per share, fully imputed.

Business update

OUR WINNING BRAND PORTFOLIO

Our strong brand portfolio allows us to appeal to a broad

customer base. Our Masterbrand, My Food Bag, has high

brand awareness, while Fresh Start and Bargain Box continue

to grow their presence. We continue to evolve each brand

in response to customer feedback, with a focus on delivering

flexibility, value for money, and catering to dietary and

health needs.

We continue to focus on solutions to meet the evolving needs

of different household types. In early 2025, the launch of our

Serves 6 product to cater to larger households under the My

Food Bag had strong customer uptake. In early 2026, we

launched a new customisation feature “Double Protein” across

all three brands, which has been well received and utilised by

households looking to increase their protein needs.

Dietary innovation continued in FY26, including strong growth

in our Gluten Free Bag, the launch of our Diabetes Plan in

April 2025, and the introduction of a GLP-1 support menu

that features recipes and Ready Made meals and is targeted

at consumers using GLP-1 medications.

Bargain Box continues to strengthen its position as

New Zealand’s most affordable meal kit. In FY26, a new

campaign, “Bargain Win”, was launched across a range of

media channels including TV, online video such as YouTube,

and radio to reach a broad audience. This was supported by

the launch of a multi-year sponsorship of the Weet-Bix Kids

TRYathlon, an iconic series of events attended by 100,000

people each year.

The Fresh Start brand is designed to support customers in

achieving their weight loss and wellness goals with calorie

controlled, nutrient rich meal options. Beyond the recipes, Fresh

Start customers can also join our dietitian designed 8 week

Reset programme, which provides additional content, support

and rewards. The Reset programme is continually refreshed

with new resources and prizes, helping to drive high levels of

participation and success.

My Food Bag cemented its “Dinner, Done Better” brand

positioning with ongoing media support throughout FY26.

From kid approved recipes to quality ingredients such as

sustainably sourced snapper and John Dory, every aspect of

the product and experience delivers on the promise of being

better: higher quality, easier to prepare and more nutritious

than going it alone.

This commitment was recognised by Canstar, with My Food

Bag awarded Canstar Blue’s Best Rated Meal Kit for 2025. The

brand was recognised across a number of attributes, including

freshness, taste and variety.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

4

Nadia Lim continues to play an important role for the brand. As
one of New Zealand’s most well-known personalities, she is a

valuable ambassador across all of our brands. My Food Bag

sponsored Nadia’s TV show Nadia’s Farm Kitchen, with recipes

from the show integrated into our menus. Nadia also featured

in an online series, “Dinner with Nadia”, which included high

profile New Zealanders and showcased the My Food Bag

range and key brand benefits.

Beyond My Food Bag, Nadia collaborated with cost of living

influencer Alice Taylor to promote the launch of Bargain Box’s

second edition of Saver Flavour, our free downloadable

cookbook designed to showcase the great value Bargain

Box offers.

ENHANCING CUSTOMER EXPERIENCE

Delivering an exceptional customer experience remains at

the core of our business strategy, and we believe it has been

instrumental in our sustained growth. Our ongoing commitment

to high quality local ingredients, our relentless focus on product

quality and pick accuracy and continued evolution of our

recipe range have supported consistently strong Net Promoter

Scores (NPS), alongside growth in retained active customers

and improved customer retention.

Beyond weekly meal kits, we have also continued to enhance

the customer experience delivered through our Christmas

offering. In FY26 we further expanded the level of choice

available to customers, adding dessert options to complement

the protein choices introduced in FY25. Enabled by our pick

technology and supported by a strong focus on operational

execution, we were delighted to deliver an exceptional

Christmas experience. The NPS for our Christmas offering

reached its highest level on record.

We continue to evolve each brand in

response to customer feedback, with

a focus on delivering flexibility, value

for money, and catering to dietary

and health needs.

5

LETTER FROM THE CHAIR AND CEO

OPERATIONAL EXCELLENCE & EFFICIENCY
Across our operations and wider business, we have

focused on delivering a high-quality product that exceeds

customer expectations. This is complemented with a strong

focus on efficiency, which has allowed us to keep our costs

well controlled.

Our investment in Pick to Light technology continues to deliver

improvements across customer facing metrics including

pick accuracy and delivery. Combined with a strong focus

on productivity we have been able to convert this strong

operational performance into a reduction in the size of

our customer services team, and an on-going reduction in

customer compensation.

We also introduced Dynamic Box and Ice to make our

packaging more tailored to each order. This initiative adjusts

the box size and ice levels for every delivery, ensuring

customers receive the right amount of insulation while

reducing cardboard use and packaging waste.

Late in FY26, we launched a new integrated warehouse

and inventory management system, enabling real time stock

capture, improved batch level traceability and stronger

system supported quality controls. The platform went live at

the Auckland facility in February, followed by Christchurch in

March, and is already providing improved inventory visibility.

Importantly, the system also provides a scalable supply chain

foundation to support My Food Bag’s continued growth.

Other efficiencies have been found using AI, which our teams

across the business have embraced to drive productivity

initiatives and support the development of multiple

digital projects.

INVESTING IN OUR PEOPLE

Our people are critical to delivering for customers, and this

year we continued to strengthen a high-performing, inclusive

workplace supported by clear leadership and effective ways

of working. Engagement remained consistently positive, with

an average employee engagement score of 8.18 out of 10

for FY26, up from 8.15 in FY25.

To maintain momentum, we invested in the leadership and

capability needed to execute our strategy, continuing our

Raising the Bar and Going for Gold programs, embedding

responsible everyday use of AI with clear policy and

governance (positive sentiment increased from 7.14 to 7.59),

and strengthening data capability to support better decisions

and cross-functional collaboration. This integrated approach

was recognised externally, with My Food Bag named a finalist

in the 2026 HRNZ Awards (Learning and Development).

EXPANSION OF THE MY FOOD BAG SHOP

The My Food Bag Shop completed its first full year of

operation in FY26, marking an important milestone in the

launch of a more flexible operating model for My Food Bag.

The Shop allows customers to purchase care packages, gifting

bundles and Ready Made meals without a subscription,

with nationwide delivery available as quickly as the same

day. This capability enables us to reach a new audience of

both consumer and corporate customers looking for one-off

gifting and meal solutions.

During FY26 we maximised a wide range of gifting and

seasonal occasions and expanded the product range into new

categories, including fresh cakes and flowers. Key highlights

included the success of our Mother’s Day and Father’s Day

ranges, as well as our Valentine’s Day meal range, which gave

customers the opportunity to enjoy an easy to prepare gourmet

meal at home without committing to a subscription.

The Shop is an important way to introduce potential new meal

kit customers to the quality and convenience that My Food Bag

can offer.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

6

Outlook
My Food Bag enters FY27 focused on driving growth,

supported by a strong pipeline of initiatives and a continued

focus on enhancing convenience, flexibility and value

for customers.

The business is well positioned in a more challenging economic

environment, with its portfolio of brands - My Food Bag,

Bargain Box and Fresh Start, enabling it to meet customers

across a range of needs and price points. This breadth remains

a key strength as households continue to prioritise value, while

still seeking quality, variety and healthier options.

Across the year, the offering will continue to evolve in

line with changing customer expectations. This includes

making it easier to navigate recipe ranges through digital

enhancements, expanding customisation features, and further

developing solutions that support the evolving health needs

of New Zealanders.

The My Food Bag brand will maintain its strong presence in the

market, supported by Nadia Lim and brand partnerships, while

Bargain Box and Fresh Start will continue to play distinct roles

in reaching value-focused and health-led segments. The My

Food Bag Shop will continue to expand, with increased focus

on driving awareness and unlocking new occasions such as

gifting, care packages and flexible one-off meals.

The operating environment is expected to remain challenging

in the near term, with ongoing cost pressures across the supply

chain. My Food Bag continues to actively manage these

through disciplined cost control and a measured approach

to pricing, while maintaining strong customer value through a

consistent weekly price and a range of quality, healthy options

that provide certainty for customers.

Early trading in FY27 has remained encouraging, with demand

trends continuing to track positively, reflecting ongoing

execution of our strategy and the strength of the customer base.

My Food Bag remains confident in its growth strategy and

the opportunities ahead, with a clear focus on continuing to

lead the meal kit category and leveraging its brand strength

in the broader online food market. This is underpinned by a

disciplined approach to building brand strength, enhancing

convenience and flexibility, and unlocking new growth

opportunities through innovation and partnerships, supported

by continued investment in brands, customer experience,

supply chain and data and technology capabilities.

At the start of FY27, the Board commenced a review to evaluate

its ownership, capital structure and strategic options. The review

remains in its preliminary stages and there is no certainty that

any transaction involving My Food Bag will eventuate. We

will continue to keep shareholders and the market updated in

accordance with our continuous disclosure obligations.

We would like to thank our staff and shareholders for their

continued support and look forward to delivering another

year of growth for the business.

Sincerely,


Tony Carter Mark Winter

Chair CEO

7

LETTER FROM THE CHAIR AND CEO

REVENUE
NPAT

Results

at a glance

AVE R AGE ORDE R VALUE

EBITDA

$

6 . 7m

$

170 . 2 m

$

133. 7

FY25 $130.1

FY25 $6.3m

F Y25 $16 .1m

FY25 57.0k

F Y25 $162 .1m

$

16 . 4 m

GROSS MARGIN %

49.0 %

ACTIVE CUSTOMERS

57.1k

TOTAL FY26 DIVIDEND

1.9cps

Fully imputed with a dividend

yield of 10.1%*

*Based on a share price of $0.26 as at 13th May 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

MEALS DELIVERED SINCE LAUNCH
fresh protein and

produce sourced locally

at a glance

TRIFR*

0.88

*Total Recordable Injury Frequency Rate


1.2 FY25

4 .15/5

AVERAGE RECIPE RATINGS

AVE R AGE MEAL

FREQUENCY

5.5

(5.4 in FY25)

2026202520242023202220212020201920182017201620152014

1m

4m

10m

22m

34m

54m

69m

90m

106m

122m

137m

151m

167m

16 7m

Our most successful

Christmas yet!

CHRISTMAS NPS

70%

98%

RESULTS AT A GLANCE

Business
Update

My Food Bag has demonstrated the strength

of our brand and business in FY26, delivering

another year of sustained growth. Our range

of meal kits continues to provide convenience

and great value for Kiwi households, while

our expanding range of Ready Made meals

and gifting solutions is broadening the

appeal of our offering and the occasions

we provide solutions for.

Our focus remains on growing our active customer base by

enhancing the customer experience, adding flexibility and

convenience, and continuing to innovate across our product

range. Ongoing improvements in product quality have driven

strong customer satisfaction, and we continue to see impressive

customer loyalty as a result.

Our three brands remain fundamental to our success, enabling

us to appeal to a broad audience. The strong awareness

and trust in the My Food Bag brand has also allowed us to

successfully extend beyond meal kits into new categories.

10

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

OUR BRAND PORTFOLIO
Our brand strategy in FY26 remained

focused on building the unique value

proposition of our core brands – My Food

Bag, Fresh Start and Bargain Box, with an

emphasis on each of the brands delivering

quality, variety and value.

We have a clear strategy to strengthen the health credentials

of our portfolio, backed by our nutrition team and a product

range that caters to a variety of dietary preferences.

Throughout FY26 we continued to expand our range of

solutions tailored to specific dietary and health needs. At the

start of FY26 we launched our My Food Bag Diabetes Plan in

partnership with Diabetes New Zealand. In July we launched

our Fresh Start GLP-1 range which supports consumers using

GLP-1 weight loss medications. In January 2026, we launched

a High Protein preference for My Food Bag customers, and a

Gut Friendly preference under Fresh Start.

We have also commenced our journey towards offering

customers more ways to customise and personalise their

subscriptions and recipes. In January, we launched two new

features – “Double Protein” and “Goes well with” that allow

customers to double the volume of the main protein in their

recipe for a competitive price and add complementary sides

to each meal.

Our sales uplift has been further supported by the sustained

growth of our award-winning Ready Made meal range.

In FY26 we continued to expand into more Ready Made

categories including soups and desserts and made these

options available via more of our channels and brands. The

quality of our meals, soup and desserts were recognised in the

NZ Artisan Awards with 5 medals won, and we were a finalist

in the Food Awards for the second year running with one of our

Ready Made meals.

Our brand portfolio allows us to offer meal kits at a range of

price points, helping us reach a broader audience. Whether

customers are focused on feeding their family, achieving a

health goal, or looking for highly convenient options, we can

provide targeted solutions and move them through the My

Food Bag portfolio over time, maximising their lifetime value.

DINNER WITH MY FOOD BAG

My Food Bag continues to strengthen its Dinner, Done Better

brand positioning, with Nadia Lim as our brand ambassador.

In early 2025, we launched Dinner with Nadia, an engaging

online series featuring well-known Kiwis such as Toni Street,

Paddy Gower, Petra Bagust, and Olympian Emma Twigg.

Through their stories, the series highlights how My Food Bag

helps families across New Zealand enjoy delicious, stress-free

meals while reinforcing our authentic Kiwi roots.

Later in the year My Food Bag sponsored Nadia’s TV Show

“Nadia’s Farm Kitchen” and integrated recipes from the show

onto our menu. This initiative helped strengthen the My Food

Bag brand by reinforcing our association with Nadia’s trusted

expertise and inspiring more Kiwi households to cook her

recipes at home through our menu.

11

BUSINESS UPDATE

with our Everyday Savers range of grocery extras that can be
added onto customer’s orders.

At the end of FY26, we began a new partnership with

Instagram creator and cost of living advocate Alice Taylor. This

partnership culminated in the release of an online e-cookbook

in collaboration with Nadia Lim. Saver Flavour 2 is designed to

provide Kiwi households with practical and affordable recipe

ideas, while also building brand awareness and growing the

Bargain Box database.

As with My Food Bag, collaborations and partnerships are

key to building the relevance and presence of Bargain Box.

In FY26, Bargain Box partnered with popular restaurant

brands Hell Pizza and Lone Star, bringing well-known menu

items to life within the Bargain Box range. Bargain Box

also commenced a multi-year sponsorship of the Weet-Bix

TRYathlon, reinforcing the brand’s family positioning and

helping us connect with young families.

Partnerships and collaborations remain central to expanding

My Food Bag’s reach and engagement. Our partnership

with Auckland FC has continued to grow, with a range of

activations and promotions celebrating the Auckland football

team’s success. This collaboration plays an important role

in connecting with the growing number of Kiwi football fans

families and strengthening our brand presence.

BARGAIN BOX WINS ON VALUE

As New Zealand’s most affordable meal kit, Bargain Box

remains well positioned for today’s economic climate. We’re

committed to helping Kiwi households enjoy great quality food

for less. A key driver of Bargain Box’s success is its consistent

price competitiveness against supermarkets, which we track

regularly and highlight in our communications. In FY26, we

launched a new Bargain Box advertising campaign across TV

and online video, reinforcing our core message that Bargain

Box delivers both quality and value, making every meal a true

“Bargain Win.” We have further supported this proposition

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

12

FRESH START & HEALTH
In FY26 we invested in additional resource to support our

Health strategy and the Fresh Start brand with the recruitment

of a qualified Dietitian to lead our Nutrition Marketing. This

has allowed us to forge more partnerships and credibly discuss

our offerings with Health Care Professionals. Combined with

the existing Nutrition team in our Development Kitchen, we

attended two conferences with health care professionals to

build awareness of our range with this audience.

Fresh Start’s core offering targets weight loss and wellness with

calorie-controlled meals supported by our ‘always-on’ 8 week

weight loss programme – the 8 week Reset. This programme

was designed by our in-house nutrition team to support Fresh

Start customers to achieve their goals and has been successful

in driving purchase frequency of the brand. Each season we

refresh the Reset with new content and rewards to inspire new

and lapsed customers to join the Reset and complete their 8

weeks. In January 2026, we partnered with Hydroflask to

offer a high value incentive to customers who completed the

8 week Reset which drove high levels of engagement and

purchase frequency.

We also launched a Gut Friendly preference in January and

successfully collaborated with a range of aligned brands

including The Friendly Food Co and Be Pure, helping us to

expand our reach and cost effectively promote our brand to

health conscious audiences.

Fresh Start remains one of the most profitable offerings in our

portfolio and sees the most frequent purchases across our

brands. With growing consumer interest in health and wellness,

the brand is well placed to meet this demand, supported by our

in-house nutrition experts who ensure our meals and content

stay aligned with the latest dietary trends.

AWARD-WINNING READY MADE MEALS

Our Ready Made meal range continued to expand across

the multiple channels in our portfolio. Customers can access

the range as part of the meal kit menu, through My Food Bag

Shop as standalone purchases, via a standalone subscription,

or as an add-on to existing meal kit orders. During the year we

also extended the range to include fresh Ready Made soups

and desserts.

A strong and consistent focus on taste and quality has

been central to the continued growth of the range. In

FY26 this quality was again recognised through external

awards. Nadia’s Shepherd’s Pie was named a finalist in the

New Zealand Food Awards, and our Ready Made meals,

soup and dessert products collectively received five medals

at the New Zealand Artisan Awards.

SHOP GROWTH & OPERATIONS

The My Food Bag Shop completed its first full year of

operation in FY26, marking the launch of our flexible

operating model which sees us ordering and receiving

ingredients multiple times per week and packing and

dispatching boxes 5 days per week.

The My Food Bag Shop also represents an exciting

step forward for the brand and for consumers, as we

expand beyond subscriptions to offer greater flexibility

and convenience.

The Shop allows customers to choose from a curated range

of care packages, gifts and Ready Made meal bundles,

all available for delivery from as quickly as the same day

without the need for a subscription. With shorter lead times,

same day and twilight delivery options, and a strong focus on

convenience, the Shop has been well received by customers.

During FY26 we continued to enhance the buying experience,

expand delivery reach and grow the product range, and

have seen strong growth as we move further into the wider

online food category. Key occasions such as Father’s Day and

Valentine’s Day were particularly successful in attracting both

individual and corporate customers.

13

BUSINESS UPDATE

The product range now includes around 30 bundles across
several categories, including Ready Made meals, fresh cakes

and fresh flowers.

Our database of corporate customers continues to grow,

and we have attended a number of industry events to build

awareness with corporate customers.

MY FOOD BAG’S CHRISTMAS CONTINUES TO DELIGHT

My Food Bag continues to focus on making Christmas easier

and more delicious for households across New Zealand.

Following the success of protein choice in FY25, we further

expanded choice and flexibility for customers with the

introduction of dessert selection in FY26. We also recognised

the Kiwi tradition of a summer Christmas with the launch of an

oven free BBQ Christmas Bag.

The Christmas range was promoted during the final episode

of Nadia’s Farm Kitchen, and we achieved strong sales along

with exceptional recipe ratings and customer satisfaction,

including a record high NPS from Christmas customers. As

a result, we continue to see Christmas as a key opportunity

for people to experience My Food Bag for the first time and

bring new customers into the brand.

Continuous improvement

ENHANCING CUSTOMER EXPERIENCE

Improving the customer experience across all aspects of our

business remains a key priority. Recent initiatives include

enhancements to the layout of our recipe cards, ongoing

upgrades and new features within our app, and expanding

the types of premium proteins available on our menus.

Customers are responding well to these initiatives, and this is

evidenced by our strong customer loyalty indicators such as

improved purchase frequency and tenure. In addition, customer

compensation continues to reduce, reflecting our excellent

operational service levels in areas such as pick accuracy.

We were proud to see this commitment to quality recognised

externally, with My Food Bag awarded Canstar Blue’s Best

Rated Meal Kit for 2025, achieving 5 out of 5 for freshness,

taste, and variety.

DIGITAL PROJECTS DRIVE PRODUCTIVITY

AND PERSONALISATION

Our Digital team delivered a number of key projects during

FY26 focused on improving business productivity and

increasing personalisation across our menus and products

to better meet customer needs.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

14

The team embraced AI and other emerging technologies
to drive productivity initiatives and strengthen our ability to

support the multiple platforms that power our business. One

example was the launch of an AI pilot within our Customer Love

team, which successfully reduced average handle time and

provided valuable learnings for future AI applications.

We also continued to make our packaging more personalised

by order through the launch of Dynamic Box and Ice. This

initiative optimises the box size and amount of ice used for

each order. Alongside our broader packaging programme,

it ensures every customer receives the right sized box with the

optimal level of ice and insulation, while minimising cardboard

use and waste.

In addition, we reworked the algorithm that determines the

default recipes customers receive, using updated customer

insights to improve relevance and satisfaction. This work will

continue into FY27, alongside the development of a more

advanced Menu Planning tool. This will further strengthen our

ability to deliver high levels of variety in our weekly menus

while effectively managing SKU complexity.

DELIVERY AREA EXPANSION

We have also partnered with NZ Post to expand our delivery

network, improving convenience and flexibility for customers

across New Zealand. During the financial year we expanded

our distribution coverage to 91% of households, up from 87%

in the prior year. We also expanded delivery coverage for the

My Food Bag Shop and reduced order lead times to as fast as

same-day delivery in some areas.

STREAMLINING INGREDIENT MANAGEMENT

During the year, My Food Bag completed the implementation

of a new ingredient and inbound supply chain management

platform designed to modernise warehouse operations and

strengthen inventory control.

The new system introduces integrated warehouse and inventory

management through the Infor and Factory Track platforms,

enabling real-time stock capture, improved batch-level

traceability, and stronger system-supported quality controls.

The platform went live at the Auckland facility in February, with

Christchurch following in March. The implementation provides

improved inventory visibility and more flexible receipting

processes. These improvements strengthen food safety,

enhance operational efficiency, and provide a scalable supply

chain foundation to support My Food Bag’s continued growth.

FY27 Focus

Our focus for FY27 is to build on the

momentum of the past year while

continuing to evolve how we meet

our customers’ needs. We will place

greater emphasis on convenience

and flexibility as well as continuing

to grow our health and wellness

offering. Expanding our partnerships

and connecting with new audiences

will also play an important role in

supporting future growth.

As the leading brand in the meal kit category, My Food Bag

will remain central to our strategy. We will continue investing

in the strength of the brand and developing the product range

to ensure it remains relevant, inspiring and trusted by Kiwi

households. Alongside this, we will strengthen the positioning of

Bargain Box as New Zealand’s most affordable meal kit option

and continue to grow Fresh Start as a compelling choice for

customers focused on health and nutrition.

Building on the successful introduction of meal customisation,

we will continue to introduce features that make our service

more adaptable to customers’ needs and preferences. We also

plan to further broaden our recipe offering to reflect changing

dietary preferences and emerging food trends.

The My Food Bag Shop will also remain an important growth

platform. During FY27 we intend to expand the product range

and increase awareness among both corporate customers

and consumers seeking convenient one-off purchases without

a subscription.

Looking ahead, we see significant opportunity to grow both

within the meal kit category and across the wider online food

market. Our approach will focus on strengthening our brands,

making our service easier and more flexible to use, deepening

personalisation and continuing to reach new customer

segments. These priorities will be supported by ongoing

investment in our people, supply chain and technology to

ensure the business is well positioned for the next phase

of growth.

BUSINESS UPDATE

15

BUSINESS UPDATE

Existing weekly operations cycle for meal kits
TUESDAY

• The billing run is made and

customer money received

• My Food Bag’s procurement

team reviews and places

orders with suppliers

• Customers have until

Tuesday 7.00pm to make

address updates

TUESDAY & WEDNESDAY

• Ingredients begin to arrive at our assembly

centres in Auckland and Christchurch, with

the majority arriving on site on Wednesday

and Thursday.

• Ingredients are sourced from more than

150 suppliers

THURSDAY & FRIDAY

• Picking, packing and

staging commences

midday

• Boxes begin to

be transported to

distribution depots

around the country

• Delivery is made to

some Gluten Free

customers

SATURDAY

• Picking and

packing concludes

• Delivery is made to

customers electing

Saturday delivery

SUNDAY

• Boxes are delivered

to customers via

NZ Post’s Sunday

Delivery Partnership

(with some deliveries

on Monday via

NZ Post’s overnight

network)

• Customers are sent

texts to inform them

of delivery details

13

75

2

MONDAY EVENING

• Subscribers have until

11:59pm to adjust their

orders for the following

week’s delivery

• Orders can be

changed through

both the website and

mobile app

54

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

16

BUSINESS UPDATE
New continuous business model implemented for the Shop

M

O

N

D

A

Y

S

U

N

D

A

Y

S

A

T

U

R

D

A

Y

F

R

I

D

A

Y

T

H

U

R

S

D

A

Y

W

E

D

N

E

S

D

A

Y

T

U

E

S

D

A

Y

PICKING,

PACKING &

DISPATCH

CUSTOMER

ORDERS

CUSTOMER

DELIVERY

CUSTOMER

ORDERS

INGREDIENTS

PROCUREMENT

Purchased Monday–Friday

to maintain stock levels

and freshness.

Our operation runs on a seamless, structured cycle to ensure efficiency and reliability. Orders are placed

24/7, ingredients are sourced throughout the week, and our picking, packing, and delivery processes

are carefully scheduled to maintain freshness and meet customer demand. This model leverages the

existing supply chain and forecasting capability that we have developed and continue to evolve.

Here’s how it works:

PICKING, PACKING

& DISPATCH

Boxes picked and packed

Monday–Friday for same

day dispatch.

CUSTOMER ORDERS

Customers have until 9am to

order for delivery the same

day on our Auckland Twilight

service or the day after for the

rest of the country.

CUSTOMER DELIVERY

Nationwide:

Delivered Tuesday–Saturday.

Auckland Metro:

Delivery Monday–Saturday

(Twilight service).

2413

INGREDIENTS

PROCUREMENT

17

BUSINESS UPDATE

Environmental,
Social &

Governance

Sustainability at My Food Bag

Our company purpose of helping

Aotearoa New Zealand to eat and live

well drives our Environmental, Social

and Governance strategy.

By extending our focus beyond

exceptional customer service and

products to how we serve the

environment, our people and the

communities we impact, we’re ensuring

success now and into the future.

We view our responsibility through four

broad sustainability workstreams.


MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

18

BETTER PACKAGING
Improve the sustainability of

our packaging with a focus on

reducing packaging or using

recyclable solutions and supporting

our customers to thoughtfully

dispose of their packaging waste.

Key focus areas

• Internal packaging

(boxes, insulation, ice)

• On-site waste

BETTER FOR THE ENVIRONMENT

Continue to develop greener practices

through monitoring and ongoing

initiatives to understand, minimise and

mitigate our impact on the environment

to ensure our meal kits are the most

climate-friendly way to shop and eat.

Key focus areas

• Food miles

• Freight

• Energy usage

• Water usage

• Food waste

• Climate-friendly

cooking

BETTER FOR OUR

PEOPLE & COMMUNITY

To support our people and

the wider community to eat

better and live better. 

Key focus areas

• Charitable partnerships

• Staff benefits and initiatives

• Health & safety

• Dietary solutions

BETTER, SAFER FOOD

To ensure we maintain uncompromisingly

high health and safety standards for our

people and product and a transparent

supply chain.

Key focus areas

• Local sourcing

• Approved supplier programme

• Food safety

• Allergens & labelling

Icons indicate which of the United Nations Sustainable Development Goals (UNSDGs) our ESG Pillars are aligned with.

19

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

Better packaging
We remain committed to using the

minimum amount of the most sustainable

packaging we can, to keep food safe and

fresh for our customers. We’re focused on

reducing packaging where possible and

ensuring all packaging we need to use is

easily recyclable.

This includes:

• Approximately 80% of our ingredients by value are now

delivered to our distribution centres in reusable crates.

• Our cardboard boxes are made from forest stewardship

council (FSC) certified 47% recycled cardboard and all

our paper printing comes from FSC-certified pulp.

• The trays we use for our Ready Made meals contain

80% recycled plastic.

• We use 100% water in our meal kit ice packs, instead of

the gel still found in many chiller packs and we were the

first New Zealand meal kit provider to do so.

SPOTLIGHT ON:

Dynamic Packaging

In FY26 we launched the Dynamic Box

and Ice initiative, designed to optimise the

packaging used for every order. By

tailoring the box size and amount of ice to

the specific contents of each delivery, we

ensure customers receive the right level of

cooling and insulation while minimising

excess materials.

This initiative helps reduce cardboard use

and packaging waste across our

operations. Getting the balance right also

ensures we maintain the quality and

freshness of our ingredients, helping to

minimise food waste and quality issues.

Optimising packaging in this way is a key

part of our broader programme to

continuously improve the sustainability

and efficiency of our packaging.

20

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

Better for the environment
We aim for our meal kits to be the most

environmentally sustainable way to shop and

eat. We pride ourselves on the development

of innovative ideas and strong partnerships,

ultimately helping to comprehensively

monitor and reduce our greenhouse gas

emissions and operational waste.

Examples include:

• Research shows meal kits are as much as 33% more

greenhouse-gas efficient than supermarket-bought meals

because of reduced wastage in our supply chain*.

• 98% of our fresh meat and produce is locally sourced close

to our North Island and South Island factories, greatly

reducing transport emissions.

• Our operations have maintained low levels of food waste

through a combination of just in time ordering and an

ongoing focus on accurate supplier forecasting

• Working with NZ Post, our delivery partner, we optimise

delivery routes to minimise emissions for our depot-to-

door deliveries.

* Source: Scientific Journal Resources, Conservation and Recycling (USA, 2019)

21

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

SPOTLIGHT ON:
Measuring our Carbon Footprint

We continued our journey towards

measuring and understanding better our

carbon footprint in FY26. The scoping and

measurement of our Scope 1, 2 and 3

greenhouse gas (GHG) emissions have

been supported by external consultants

Tadpole. We set FY22 as our base year

and have audited its measurement. We

have not completed audits on any

subsequent years.

During FY26 we completed our FY25

carbon measurement, and we are in the

process of finalising the measurement

for FY26.

FY25 summary

In FY25, absolute gross emissions were

2,994.4 CO2e. This is a 6.8% increase on

FY24 emissions and a -12.6% reduction on

FY22 base year emissions.

The FY22 – FY24 numbers in this report

differ from that presented in last year’s

report because the footprints have been

recalculated using supplier data for the

cartons, which is more representative of

actual carton emissions. It must be noted

that the recalculated FY22 footprint has

not been audited.

0.6% of total emissions arose from direct

(Scope 1) GHG emissions, namely fuel

used in company vehicles. Eliminating

refrigerant gas leaks in FY23 has

contributed significantly to the overall

reduction of Scope 1 GHG emissions.

8.6% of emissions came from indirect

(Scope 2) sources, being emissions

SCOPEFY22FY23FY24FY25

12 71 . 034.920.019. 2

2338.4224.8208.8257.9

32,815.52,703.82,574.22,717.3

Total t CO2e3,424.92,963.52,802.92,994.4

t CO2e/$M17. 716 .917. 318.5

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

22

associated with generating the electricity
we purchase and use. Following significant

reductions in FY23 and FY24, we observe

an increase in electricity emissions in FY25.

These results are due less to changes in

consumption and more to changes in the

electricity emission factor year on year. The

emission factor reflects the contribution of

renewable energy in the electricity grid mix.

After a number of favourable years, FY25

saw a return to more fossil fuel generation

in the grid which has directly impacted

our emissions.

The remaining 90.7% of emissions were

from indirect (Scope 3) sources and

included emissions from packaging and

freight. Other Scope 3 emission sources in

our measurement include business travel,

water use, waste management, well-to-tank

fuel emissions and electricity line losses.

Packaging remains the largest source of

emissions and packaging-related emissions

were a key driver of the increase in our

overall absolute and intensity carbon

footprint. Packaging remains essential to

maintaining food safety and product quality,

which has limited our ability to reduce its

use. In addition, areas of business growth,

TOTAL GHG EMISSIONS BY EMISSION SOURCE

1%

Transport fuel

11%

Electricity

2%

Landfill waste

MY FOOD BAG EMISSIONS BY SCOPE FOR FY25

0.6%

Scope 1

8.6%

Scope 2

90.7%

Scope 3

63%

Packaging

23%

Outward freight

23

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

including Ready Made meals, are
associated with higher packaging

requirements. Reducing the impact of

packaging was a focus in FY26 and will

remain a priority in the years ahead.

Delivery emissions, our other significant

Scope 3 emission source, includes both

our long-haul freight and the customer

deliveries made by our delivery partner

NZ Post. We have worked closely with

NZ Post to develop accurate monthly

reporting that accounts for our dedicated

Sunday delivery network, the overnight

network we utilise for Saturday and

Monday deliveries and the Monday to

Saturday overnight network that makes

our Shop deliveries.

We recognise that our current carbon

measurement does not yet account for the

embodied carbon of our food ingredients

or emissions from product use, and we

may look to include these areas in future

reporting. We do not want to disclose

these emissions based on estimates – our

preference is to start engagement with

suppliers to source data that will facilitate

as accurate a measurement as possible.

Engaging with suppliers will also support

our endeavours to reduce our purchased

goods footprint.

We are currently completing our FY26

carbon measurement. In FY27, our focus

remains on optimising the amount of

packaging we use and working with our

delivery partner NZ Post to develop

strategies to reduce the carbon footprint

of our deliveries.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

24

Better for our people and community
Supporting both our staff and wider NZ

community to eat and live well, is core to our

purpose and we use a range of initiatives

and partnerships to deliver on this.

SPOTLIGHT ON:

Our Charitable Partnerships

We have a number of local charities

that we support who are aligned to our

purpose. Most of our charitable

partnerships span multiple years, as we

look to provide sustained support and

we continue to evolve these

partnerships with new initiatives

and campaigns.

We have been a supporter of the

Auckland, Wellington and Christchurch

City Missions since we launched, and

every week we donate unused food

from our assembly sites to their kitchens.

In FY26, we repeated our popular

fundraising campaign for the City

Missions, encouraging customers to

‘add a seat at the table’ to their

Christmas Bag and My Food Bag

orders during the festive period by

adding a $25 donation to the City

Mission. The 2025 campaign

surpassed the strong results achieved

in 2024, raising a total of $22.5k.

A number of My Food Bag employees

spent time preparing food parcels for

the Auckland City Mission in the lead

up to Christmas. We also ran our My

Christmas Gift drive, with support from

NZ Post and print supplier Bluestar,

25

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

collecting food and gifts from customers for
the City Mission and local charities to

distribute to whānau in need.

We have been a proud partner of the Heart

Foundation since 2021 and continue to work

with them on our joint mission to promote

heart-healthy eating. In support of World

Heart Day in September, we supplied a

special heart-themed recipe which was

promoted through Heart Foundation

channels. In support of the Heart Foundation

Christmas Appeal 2025, we co-developed a

brochure featuring four entertaining recipes

plus a bonus recipe for high value givers. This

reached 34,000 households. Additionally,

we took part in the My Marathon initiative,

with 50 employees collectively travelling

5,404km and raising funds for heart health.

In February 2026, we supported the Heart

Foundation’s Heart Month by highlighting

heart healthy meals on our menu and

promoting their fundraising efforts through

our marketing channels. We raised

awareness around heart health at our sites,

and our staff also took part in the Big Heart

Appeal street collection to raise donations.

Following the launch of our

Diabetes Friendly recipe

range in 2025,

developed in

partnership with

Diabetes New Zealand, we continued to

build awareness of the range and educating

New Zealanders about healthy eating for

those at risk of, or living with, type 2

diabetes. Throughout 2025, we engaged

with key diabetes stakeholders including the

Aotearoa Diabetes Collective and co-

designed a practical ‘Diet & Diabetes’

resource for patients. We attended the

New Zealand Society for the Study of

Diabetes Conference 2025 in Hamilton

where we connected with dietitians, nurses

and doctors working in diabetes care. In

November 2025, we supported Diabetes

Action Month alongside Diabetes

New Zealand through new recipes and

promotions. A family-friendly diabetes-

friendly recipe was featured on the menu

each week, and 5 family-friendly recipes

were added to the e-book.

We are proud to have raised more than

$200k for Garden to Table since our

partnership began in 2020, helping Tamariki

access education that teaches them how to

grow, prepare and share kai. Garden to

Table is now established in 317 schools

across the motu, with around 33,000 Kiwi

kids growing, harvesting, preparing and

sharing food. We continue to provide My

Food Bag customers with the option to add

donations to Garden to Table through their

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

26

SPOTLIGHT ON:
Our Leadership in Nutrition Education

Over the past financial year, we have

delivered a range of initiatives to strengthen

the credibility of our brand and provide

evidence based nutrition education to

health professionals, students and the

wider community.

We have delivered community nutrition

education both face to face and online to a

number of partner organisations, and

provided nutrition expertise for numerous

events. We remain committed to supporting

the next generation by delivering public

health and food service lectures to dietetic

students at the University of Auckland and

Massey University.

We have also produced and shared

webinars, free downloadable recipe books

and nutrition content across a wide range

of topics, including diabetes friendly eating,

good nutrition while using GLP-1

medications, and gut health, ensuring this

information is as widely accessible

as possible.

weekly orders, and we support the

organisation in its broader

fundraising campaigns.

Movember continues to be a highlight on

our staff’s calendar. Led by passionate My

Food Bag staff members a whole month of

engaging events were developed with the

objective of raising funds and awareness

about issues relating to Men’s Health.

In 2025, we also launched a new

partnership, supporting the Starship

Foundation’s Big Bake Sale. The Starship

Foundation raises money for Starship

Children’s Hospital. To support this

important cause, we designed an original

cake kit that was sold in the My Food Bag

Shop and as an Extra with proceeds from

every sale being donated to the

Foundation. We also encouraged

customers to add a donation to their

delivery and did an internal Bake

Off with staff.

These initiatives are a clear demonstration

of how we live our company purpose and

support the health and well-being of

all Kiwis.

27

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

Given the physical nature of our operations
and the chilled warehouse environment,

manual handling remains an inherent part of

the work our teams perform each day. During

the year we strengthened our focus on early

reporting, early intervention and recovery at

work to support musculoskeletal health.

These efforts have contributed to a continued

year-on-year improvement in our Total

Recordable Injury Frequency Rate (TRIFR),

improving from 1.6 in FY24, to 1.2 in FY25,

and 0.88 in FY26, reflecting sustained

progress in creating a safer and

healthier workplace.

SPOTLIGHT ON:

Health, Safety & Wellbeing

During the year we continued to strengthen

our approach to Health, Safety and

Wellbeing, with a focus on the areas that

present the greatest potential impact to our

people and our operations.

Our Critical Risk Programme progressed

further, with particular attention on traffic

management and forklift movements across

our warehouse environments.

These remain some of the most significant

operational safety risks within our business.

Over the year we enhanced risk visibility and

strengthened critical controls, supported by

greater oversight to ensure these risks are

actively managed and consistently

monitored across our sites.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

28

Better, safer food
We are committed to uncompromising

food safety standards and a transparent,

trusted supply chain, underpinned by

our local sourcing approach, Approved

Supplier Programme, and robust cold chain

management.

All of our suppliers operate established Food Control Plans

or National Programmes in line with New Zealand’s Food

Regulations, and we maintain a National Programme

Level 3 Food Safety Programme.

In FY26, we strengthened supplier oversight, focusing on

audits of higher-risk and My Food Bag-branded products. In

addition to structured audits, we increased collaborative visits

with suppliers to drive continuous improvement and elevate

product quality.

We invested in Factory Tracker to enhance the management

of incoming goods, improving traceability and operational

efficiency. Our people remained a key focus: Ingredient

Specialists received HACCP training, and site-based quality

teams were upskilled to maintain consistent safety and quality

across all operations.

This year, we partnered with MPI on our second joint Food

Safety campaign, focusing on the safe storage of food leftovers.

SPOTLIGHT ON:

Fresh & Free Range

We are proud to support Kiwi suppliers and local ingredients. We continue to source

98% of our fresh proteins and produce locally. Despite rising input costs, we remain

committed to offering locally sourced, free range and free farmed chicken and pork

across our meal kits and Ready Made meals.

We also continue to offer premium New Zealand beef and lamb across all our menus

and have expanded our range of locally and sustainably sourced fish for our meal kit

customers, including snapper and John Dory.

29

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

Our people and culture
At My Food Bag, our people are at the

heart of everything we do and play a critical

role in delivering the exceptional customer

experience we pride ourselves on. Over

the past year, we continued to strengthen

an inclusive, high performing workplace,

recognising that sustained performance

for our customers is driven by clear

leadership, effective ways of working and an

environment where people feel supported

to do their best work. Our focus remained

on building engagement, capability and

connection across the organisation, creating

the conditions for consistent delivery and

long term success.

Culture &

Capability

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

30

ENGAGEMENT AND PRODUCTIVITY
Engagement remained a core focus throughout the year,

reflecting our belief that sustained productivity is built on

strong cultural foundations. Our FY26 average employee

engagement score of 8.18 out of 10 (FY25: 8.15) indicates

consistently positive sentiment across the organisation and

reinforces the importance of an environment where people

feel supported to perform at their best.

This is reflected in strong scores across measures of support,

inclusion and belonging. Scores relating to feeling supported

and encouraged to do one’s best work increased from 4.30 to

4.42 out of 5, reaching the highest score achieved during the

reporting period. Commitment to diversity, equity and inclusion

(DEI) also remains a key strength, with the overall DEI score

increasing from 4.40 to 4.44, reinforcing positive momentum

and indicating that the cultural foundations of the organisation

remain strong.

LEADERSHIP AND CAPABILITY

Building leadership and organisational capability remained a

priority over the year, with a focus on equipping our people to

lead effectively through change and emerging opportunities.

Our Going for Gold and Raising the Bar programmes continue

to form the foundation of leadership development across the

business, providing a consistent framework for how we lead,

make decisions and support our teams. Over the year, we

continued to run and evolve these programmes, augmenting

the offering to ensure our leadership approach remains

relevant, practical and aligned to how work is changing

across the organisation.

Alongside this, we focused on building organisational

capability in areas critical to future performance. A key area

of emphasis was fostering a culture of curiosity and confidence

around the use of artificial intelligence across the business. We

encouraged thoughtful exploration and adoption of AI tools to

support productivity and innovation, while also strengthening

governance through clear policies, guidance and controls to

ensure responsible and appropriate use. Positive sentiment

towards AI continues to grow, with our AI sentiment score

increasing to 7.59, up from 7.14, reflecting rising confidence

and comfort across the organisation.

AI adoption is now well established across the business, with

usage widespread and confidence continuing to grow. Training

and clear policy have supported a shift from exploration to

regular, everyday use.

We also invested in strengthening data capability to

support better decision making and deeper cross-functional

collaboration. By improving access to insights and building

confidence in the use of data, teams are better equipped to

align priorities, collaborate effectively across functions and

make more informed, timely decisions.

Together, these capability investments support our leaders and

teams to navigate change, lift productivity and deliver stronger

outcomes in an increasingly data and technology enabled

environment. This work was recognised externally, with My

Food Bag named a finalist in the 2026 HRNZ Awards in the

Learning and Development category, acknowledging the

impact of our leadership capability initiatives.

GENDER PAY EQUITY

Maintaining pay equity remains an important part of our

commitment to fairness, inclusion and long term sustainability.

We continue to monitor our gender pay gap closely and have

maintained a low and stable position of 3.7%.

31

CULTURE AND CAPABILITY

Sarah Hindle
Independent Non-Executive Director

Sarah was appointed as a director

of My Food Bag in January 2021.

She has a broad range of experience

in management and governance

across food, beverage and consumer

goods, technology and commercial

law. Sarah leads the Manufacturing,

Technology and Services sector at

New Zealand Trade and Enterprise and

prior to that was the founding general

manager of Tech Futures Lab (now

AcademyEX), where she helped grow

New Zealand’s most innovative, tech-led

learning institute.

Previously, Sarah was based in the

UK where she held a number of roles

including as Global Head of Business

Delivery for Direct Wines. She began

her career as a solicitor for Minter Ellison

Rudd Watts in New Zealand.

Sarah is passionate about helping

businesses address the challenges

facing our food system and has held

governance roles as Chair of the

Executive Council of AgriTech New

Zealand and as a director and deputy

chair for NZTech. Sarah holds a

Bachelor of Arts and Bachelor of Laws

from Victoria University of Wellington,

along with an MBA from BI Norwegian

Business School of Management. She is

enrolled as a barrister and solicitor of the

High Court in New Zealand.

Tony Carter, CNZM

Independent Chair

Tony joined the My Food Bag board in

January 2021 and was appointed Chair

at that time.

Tony has a broad range of experience

in governance across the consumer,

industrial services, infrastructure,

and energy sectors. Tony moved into

governance following a successful

executive career, where he served as

Chief Executive and Managing Director

at Foodstuffs – New Zealand’s largest

retail organisation – for 10 years.

Tony is currently Chairman of Datacom,

The Skin Institute, The Interiors Group

and TR Group and is a director of

Sanford Ltd, Ravensdown and The

Warehouse Group. He was formerly

Chair of Air New Zealand for six years,

Chair of Fisher & Paykel Healthcare for

eight years and a director of Fletcher

Building, ANZ Bank New Zealand

and Vector. He was Chairman of the

New Zealand Institute when it merged

with the New Zealand Business

Roundtable to form the New Zealand

Initiative in 2012, of which he served

as inaugural Co-Chairman until 2013.

Tony graduated from the University

of Canterbury with a Bachelor of

Engineering with honours, before

completing a Master of Philosophy

degree at Loughborough University

of Technology in the United Kingdom.

He was made a Companion of the

New Zealand Order of Merit for

services to business governance

in 2020.

BOARD OF DIRECTORS

Jennifer (Jen) Bunbury

Independent Non-Executive Director

Jen was appointed as a director of My

Food Bag in January 2021 and acts as

Chair of the Audit and Risk Committee.

She has an extensive background in

financial services, including NZX listings,

acquisitions, mergers and strategic

advisory. Jen an Investment Banking

director for 9 years, following investor

relations and other investment banking

roles in NZ and Europe. Jen currently is

an advisor to Stewart Family Investment

Office, she was also previously the CFO

of NZX listed Tourism Holdings.

Jen is a member of the NZ Institute of

Directors and participated in the Future

Directors programme with the board of

agribusiness Scales Corporation. Jen

completed a Bachelor of Commerce

majoring in finance, graduating with

first-class honours from the University

of Canterbury.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

32

Mark Powell
Independent Non-Executive Director

Mark joined the My Food Bag

board in November 2022 and acts

as the Chair of the Nomination and

Remuneration Committee.

Mark has extensive and diverse

experience having worked in a number

of different industries in New Zealand

and overseas as part of his executive

and governance career, including

retail, property, logistics, food services,

financial services, agriculture, mining

and education. Mark moved into

governance following a successful

executive career, where he established

and lead Wal-Mart Canada’s logistics

operations, served as the Logistics

Operations Director for Tesco Plc, and

spent 13 years at the Warehouse Group,

ultimately as Group CEO - for five years.

Mark is currently a director of STIHL

Australia, STIHL Limited New Zealand

and ASX listed JB Hi-Fi.

Mark graduated from the University of

Wales, UK with a Bachelor of Mining

Engineering with honours, before

completing a Masters in Logistics at

Cranfield and later a MBA at Cardiff

Business School, UK. He also has

Bachelor of Applied Theology and MA

Christian Apologetics degrees. He is a

Chartered Member of the New Zealand

Institute of Directors, a Graduate

Member of the Australian Institute of

Company Directors and a Fellow of

the Chartered Institute of Transport

and Logistics.

Cecilia Robinson, ONZM

Non-Executive Director

Cecilia was appointed as a director of

My Food Bag in August 2022 and acts

as Chair of the Marketing Committee.

Cecilia has extensive knowledge of the

business as she co-founded My Food

Bag in 2012, was co-CEO until 2018

and served as a director of the company

prior to its listing on the NZX Main

Board in 2021.

Cecilia the founder and co-CEO of

Tend Health – one of New Zealand’s

largest primary care providers, brings

an extensive background in business

management. Cecilia has been

recognised for her contributions to

business and entrepreneurship with

several awards, most recently as the

New Zealand Innovator of the Year

2024, Supreme Winner of the 2017

Women of Influence Awards, Next

Magazine Businesswoman of the year

2014 and EY Young Entrepreneur of

the Year 2013. Additionally she was

a founding trustee of the Prince’s Trust

Aotearoa New Zealand.

Cecilia is passionate about supporting

women in business and addressing the

challenges faced by working parents.

She also holds positions as a board

member of Pie Funds and is a member of

the NZ Institute of Directors. Cecilia was

made an Officer of the New Zealand

Order of Merit for services to business

and women in 2026.

33

BOARD OF DIRECTORS

MANAGEMENT TEAM
My Food Bag’s Senior Leadership Team bring a depth and

breadth of experience across multiple industries including

FMCG, services, and e-commerce.

With a balanced representation of men and women, the team

work collaboratively together to effectively lead the business

strategy and culture.

Louise Newsome

Chief Financial Officer

Louise leads the finance

function and has primary

responsibility for planning,

implementing, and controlling

all finance related activities.

She achieves this with

a collaborative team

focused on strong business

partnerships and providing

insights that support effective

decision making across

the business.

Past experience:

• Chief Financial Officer,

Ray White Damerell

Group (2020 – 2022)

• Chief Financial Officer,

Southern Cross Travel

Insurance (2017 – 2019)

Paul Kelly

Chief Operations Officer

Paul oversees a broad

team, and is responsible

for sourcing, operations

and logistics. This includes

the procurement of quality

ingredients, management of

our assembly operations in

both the North and South

Islands, as well as last mile

logistics. Paul also leads

the compliance functions

covering both health and

safety and food safety.

Past experience:

• General Manager –

Dairy Process Excellence,

Fonterra (2021 – 2022)

• Director Technical

Excellence (Acting),

Fonterra (2019 – 2021)

Polly Brodie

Head of Development Kitchen

Polly leads the Culinary team,

where creativity, flavour, and

strategy come together. With

a background in nutrition,

she ensures every menu is as

nourishing as it is delicious.

Polly’s team is responsible

for the recipes My Food

Bag customers cook each

week from designing menus,

developing new ingredients,

and creating the rich culinary

content that brings each

dish to life.

Past experience:

• Development Kitchen and

Nutrition Manager, My

Food Bag (2015 – 2018)

• Recipe Development and

Test Kitchen Chef, My

Food Bag (2014 – 2015)

Mark Winter

Chief Executive Officer

Mark drives the team to do

the basics brilliantly every

week while also developing

and implementing the long-

term strategy and objectives.

He is responsible for all

day-to-day management

decisions.

Past experience:

• Chief Financial

Officer, My Food Bag

(2019 – 2022)

• Group Financial

Controller, Fonterra

Brands NZ (2016 – 2019)

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

34

Craig Jordan
Chief Digital & Growth Officer

Craig leads the company’s

digital, technology, data

and growth teams. These

teams drive transformation

across the business, support

and drive key processes

and platforms, and enable

growth and efficiency

through data. Craig also

leads the MFB trading and

sales function focused on

improving revenue through

our sales channels.

Past experience:

• Chief Digital Officer, My

Food Bag (2018 – 2023)

• Chief Digital Officer,

The Warehouse Group

(2014 – 2017 )

Cassie Ormand

Head of People & Culture

Cassie drives performance

and culture within the

business by ensuring sound

frameworks and processes

are in place to attract and

retain great people and

enable them to achieve.

She leads a team that offers

commercially focused

advice in partnership

with the business to drive

culture, capability and

communication.

Past experience:

• Head of People & Culture,

Plan B (2019 – 2021)

• Senior HR Business

Partner, Goodman Fielder

(2018 – 2019)

Trish Whitwell

Chief Customer Officer

Trish leads both Customer

Love and Brand Marketing

at My Food Bag. She heads

the Brand Marketing team to

deliver campaigns that build

awareness across the brand

portfolio and drive business

growth through new product

development and evolution

of existing offerings. In her

leadership of the Customer

Love team, she champions a

seamless customer experience

that strengthens brand loyalty

and satisfaction.

Past experience:

• Head of Innovation, My

Food Bag (2018 – 2023)

• Head of Marketing, My

Food Bag (2016 – 2017)

35

MANAGEMENT TEAM

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
36

37
FINANCIAL STATEMENTS

Statement of Financial Position 38

Statement of Comprehensive Income 39

Statement of Changes in Equity 40

Statement of Cash Flows 41

Notes to the Financial Statements 42

Independent Auditor’s Report 62

Financial Statements

FOR THE YEAR ENDED 31 MARCH 2026

FINANCIAL STATEMENTS

37

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
38

Statement of Financial Position

AS AT 31 MARCH 2026

For and on behalf of the Board of Directors who authorised the issue of the financial statements on 20 May 2026.

Tony Carter

Chair

20 May 2026

Jen Bunbury

Director

20 May 2026

NZ$000Note20262025

ASSETS

Current

Cash and cash equivalents

136231,534

Trade and other receivables

53,684575

Inventories

6830404

Prepayments69571 0

Total current assets

5,8323,223

Non-current

Property, plant and equipment

95 , 7 116,932

Intangible assets

1086,52686,466

Right-of-use assets

118,7366,896

Total non-current assets100,973100,294

Total assets

106,805103,517

LIABILITIES

Current

Trade and other payables

711 , 8 1 011,278

Deferred revenue2,58610

Lease liabilities

111,9252,554

Other current liabilities

82,3972,304

Tax liability859619

Total current liabilities

19,57716,765

Non-current

Lease liabilities non-current

118,0325,339

Borrowings

132,5008,473

Deferred tax liability

153,9523,947

Provisions330330

Total non-current liabilities

14 , 81418,089

Total liabilities

34,39134,854

Net assets

72,41468,663

EQUITY

Share capital

1261,0045 9 , 813

Retained earnings10,8448 , 11 3

Share-based payment reserve566737

Total equity

72,41468,663

39
MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

39

Statement of Comprehensive Income

FOR THE YEAR ENDED 31 MARCH 2026

FINANCIAL STATEMENTS

NZ$000Note20262025

Income1170,221162,102

Cost of sales

3(134,105)(127,591)

Gross profit

36,11634,511

Marketing expenses(5,435)(5,009)

Financing expenses(1,099)(1,584)

Indirect expenses

3(20,726)(19,432)

Other income

113 315 0

Net profit before tax

38,989 8,636

Income tax expense

15(2,303)(2,286)

Net profit after tax

6,6866,350

Total comprehensive income

6,6866,350

NZ$NZ$

Earnings per share

Basic and diluted earnings per share

40.03 0.03

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
40

Statement of Changes in Equity

FOR THE YEAR ENDED 31 MARCH 2026

NZ$000NoteShare capital

Retained

earnings

Share-based

payment

reserveTotal equity

Balance at 1 April 20255 9 , 8138 , 11 373768,663

Net profit for the year-6,686-6,686

Total comprehensive income for the year

-6,686-6,686

Issuance under share scheme685-(685)-

Share-based payments--514514

Dividend

12-(3,955)-(3,954)

Shares issued under dividend reinvestment plan

12506--506

At 31 March 2026

61,00410,84456672,414

Balance at 1 April 202459,3364,42083664,592

Net profit for the year-6,350-6,350

Total comprehensive income for the year

-6,350-6,350

Issuance under share scheme47714 2(619)-

Share-based payments--520520

Dividend

12-(2,799)-(2,799)

At 31 March 2025

5 9 , 8138 , 11373768,663

41
FINANCIAL STATEMENTS

Statement of Cash Flows

FOR THE YEAR ENDED 31 MARCH 2026

NZ$000Note20262025

OPERATING ACTIVITIES

Cash was provided from:

Receipts from customers171,753161, 762

Proceeds from insurance317

Interest received8813 0

Tax refunded297-

Cash was applied to:

Payments to suppliers and employees(155,221)(144,418)

Interest paid (1,072)(1,557)

Tax paid(2,344)(2,697)

Net cash flows from operating activities

13,53213,227

INVESTING ACTIVITIES

Cash was provided from:

Proceeds from sale of property, plant and equipment-2

Cash was applied to:

Purchase of property, plant and equipment(462)(496)

Payments for development of software(2,410)(2,674)

Net cash flows from investing activities

(2,872)(3,168)

FINANCING ACTIVITIES

Cash was provided from:

Proceeds from borrowings

13-2,500

Cash was applied to:

Payment for lease liabilities(2,121)(2,404)

Dividends paid(3,449)(2,799)

Repayment of borrowings

13(6,000)(5,500)

Net cash flows from financing activities

(11,570)(8,203)

Net increase / (decrease) in cash flows(911)1,856

Cash and cash equivalents at the beginning of the period1,534(322)

Cash and cash equivalents at the end of the year

6231,534

Represented by:

Cash and cash equivalents6231,534

Cash and cash equivalents at the end of the year

6231,534

General Information 43
Financial Performance 44

1. Income 44

2. Segment Reporting 44

3. Expenses 45

4. Earnings per Share (EPS) 45

Working Capital 46

5. Trade and Other Receivables 46

6. Inventories 46

7. Trade and Other Payables 47

8. Other Current Liabilities 47

Long-term Assets 48

9. Property, Plant and Equipment 48

10. Intangible Assets 49

11. Leases 52

Funding and Equity 53

12. Share Capital and Dividend 53

13. Borrowings 54

14. Financial Risk Management 55

Other Notes 56

15. Taxation 56

16. Share-based Payments 57

17. Related Party Transactions 60

18. Operating Cash Flow Reconciliation 61

19. Contingent Liabilities 61

20. Capital Commitments 61

Notes to the Financial Statements

FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

42

43
FINANCIAL STATEMENTS

Notes to the Financial Statements

FOR THE YEAR ENDED 31 MARCH 2026

General Information

Reporting Entity

My Food Bag Group Limited is a profit-oriented company incorporated and domiciled in New Zealand. My Food Bag Group

Limited is registered under the Companies Act 1993 and is a FMC reporting entity under the Financial Markets Conduct Act 2013.

My Food Bag Group Limited is listed on the NZX Main Board.

The consolidated financial statements (the financial statements) presented are for My Food Bag Group Limited and its wholly owned

subsidiary My Food Bag Limited (together referred to as “the Group”).

Basis of Preparation

STATEMENT OF COMPLIANCE

These financial statements comply with International Financial Reporting Standards (IFRS) and New Zealand equivalents to

International Financial Reporting Standards (NZ IFRS). These financial statements have been prepared in accordance with Generally

Accepted Accounting Practice applicable to for-profit entities and the requirements of the Financial Markets Conduct Act 2013.

BASIS OF MEASUREMENT

These financial statements have been prepared on the historical cost basis.

FUNCTIONAL AND PRESENTATION CURRENCY

These financial statements are presented in New Zealand dollars (NZ$), which is the Group’s functional currency, and rounded to

the nearest thousand dollars (NZ$000) unless otherwise stated.

GOING CONCERN

These financial statements have been prepared on the basis the Group is a going concern.

Significant Estimates and Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the

reported amounts of income, expenses, assets and liabilities, and the accompanying disclosures. Actual outcomes may differ from

these estimates.

Information about significant estimation uncertainty and judgements in applying accounting policies that have the most significant

effect on the amounts recognised are set out below:

• Recoverable amount assessment (Note 10 Intangible Assets).

An impairment test is performed annually to assess the recoverable amount of goodwill and other intangible assets with an indefinite

life. The recoverable amount is based on a value-in-use calculation that requires the use of estimates.

Material Accounting Policies

The material accounting policies which are relevant to an understanding of these financial statements are included throughout the

notes to the financial statements.

Standards Issued but Not Yet Effective

The Group adopted all mandatory new and amended NZ IFRS Standards and Interpretations and there has been no material impact

on the Group’s financial statements.

In May 2024, the External Reporting Board issued NZ IFRS 18 Presentation and Disclosure in Financial Statements that is effective

for the accounting period that begins on or after 1 January 2027. This standard has not been early adopted in preparing these

financial statements.

There are no other new standards, amendments or interpretations that have been issued and are not yet effective, that are expected

to have a significant impact on the Group.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

44

Financial Performance

1. Income

Revenue from the sale of goods is recognised when control of the goods transfers to the customer. This is typically when the

goods are delivered to the customer.

The amount of revenue recognised reflects the consideration that the Group expects to be entitled for providing the goods

to the customer.

Revenue is measured as the sales price (net of discounts), adjusted for customer credits. Customer credits are recognised as

deductions from revenue at the time that the related sales are recognised.

Payment for the goods is typically received up to a week in advance of delivery. The payment received in advance of delivery is

recognised in the Statement of Financial Position as a liability (deferred revenue) until the goods are delivered to the customer.

NZ$00020262025

Revenue from sale of goods170,221162,102

Total income170,221162,102

Interest income8813 0

Insurance proceeds317

Other income1413

Total other income133 150

2. Segment Reporting

Operating segments are determined based on the financial information that is regularly reported to the Chief Executive Officer

(CEO) and Chief Financial Officer (CFO). The CEO together with the CFO is considered to be the Chief Operating Decision

Maker (CODM).

The Group operates in one reportable segment being online meal kit and food delivery. This consists of creating and delivering meal

kits, pre-prepared ready-to-heat meals, meal solutions and grocery items to New Zealand customers.

The Group operates in one geographic area, New Zealand.

45
FINANCIAL STATEMENTS

3. Expenses

Net profit before income tax has been arrived at after charging / (crediting) the following items:

NZ$00020262025

Staff expenses

Salaries, wages and benefits17,66217,056

Defined contribution554504

Share-based payment expense 514520

Interest expense1,0991,584

IT expenses3 ,1812,850

Depreciation and amortisation6,3675,984

Loss on disposal of property, plant and equipment1211

Fees paid to the auditor (Ernst & Young)

Audit of the financial statements

1

17516 0

1. The audit fee includes the fee for the annual audit of the financial statements.

During the period, the Group reviewed the composition of its employee benefits disclosures. As a result of this review, the Group

has broadened its classification of staff expenses to include annual and alternate leave entitlements and employee discounts. For

the period this amounts to NZ$477,000 (31 March 2025: NZ$634,000). The change has been applied retrospectively, and

comparative figures for the 12 months ended 31 March 2025 have been restated. The change in disclosure had no impact on net

profit after tax, total assets, or equity.

During the period, the Group changed the presentation of depreciation and amortisation of production assets and the production

facility to correctly reflect the requirements of NZIAS 2 Inventories and IAS2 Inventories. The change ensured that all direct costs of

production have been recorded as cost of goods sold. As a result, in the 31 March 2025 comparative information costs totalling

NZ$3,188,000 have been reclassified into cost of goods sold and out of indirect expenses. There is no impact on net profit before or

after tax, total assets, or equity.

4. Earnings per Share (EPS)

Basic earnings per share is calculated by dividing the profit or loss attributable to equity holders by the weighted average

number of shares outstanding during the year.

Diluted earnings per share is calculated by adjusting the profit or loss attributable to equity holders and the weighted average

number of shares outstanding during the year for the effects of shares with dilutive potential.

20262025

Basic and diluted earnings per share

Net profit attributable to equity holders (NZ$000) 6,686 6,350

Weighted average number of shares for basic EPS (000) 249,152 242,981

Weighted average number of shares for diluted EPS (000) 254,956 2 51, 0 41

Basic and diluted earnings per share (NZ$)0.030.03

The diluted weighted average number of shares takes into account the number of share rights and performance share rights that may

be dilutive depending on the likelihood of vesting conditions being met.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

46

Working Capital

The Group primarily operates a weekly meal-kit subscription business and has a weekly business cycle. Customers are invoiced

in advance each week, with cash typically received shortly thereafter (initially recognised as a current liability, deferred revenue).

Inventory in relation to the customers invoiced is received during the week following this and suppliers are predominantly paid either

weekly or monthly. This cycle results in the business operating with net current liabilities and negative working capital as the cash

generated from customers in advance is used to fund investing and financing activities.

In FY26, the timing of the balance date resulted in higher deferred revenue, trade and other receivables and inventory balances

at year end.

Accordingly, movements in deferred revenue, trade and other receivables, inventory and working capital between reporting periods

may be influenced by the timing of the reporting date relative to the weekly operating cycle and should be considered in that context.

5. Trade and Other Receivables

Trade receivables are amounts due from customers for goods sold in the ordinary course of business. Trade receivables are

initially recognised at the amount invoiced to the customer and subsequently measured at the amount expected to be collected.

Estimates are used to determine the amount of trade receivables that may not be collected. A provision for impairment of trade

receivables is recognised based on the lifetime expected credit loss at each reporting date.

NZ$00020262025

Trade receivables1, 414327

Provision for impairment of trade receivables(154)(171)

Other receivables2,424419

Trade and other receivables3,684575

6. Inventories

Inventories are measured at the lower of cost or net realisable value. In the case of finished goods, cost includes direct costs plus

a portion of fixed and variable overheads incurred in assembling the finished goods.

NZ$00020262025

Ingredients and work in progress5632 21

Packaging inventory25518 3

Spare parts inventory12-

Inventories830404

In FY26, 31 March landed on a Tuesday (FY25: Monday) meaning all meal kits had been delivered, resulting in a nil finished

goods balance.

During the year inventories of $113,524,000 (2025: $107,843,000) were recognised as an expense in Cost of sales.

The Group has made an adjustment to the comparative value of inventories charged to cost of goods sold in the year. The value

previously reported excluded all assembly costs. As a result, the comparative figure changed from $89,507,000 to $107,843,000.

47
FINANCIAL STATEMENTS

7. Trade and Other Payables

Trade and other payables are recognised at the amount invoiced by the supplier, or the estimated amount where the cost

is accrued.

NZ$00020262025

Trade payables10,4299 , 413

Other payables694465

Accrued expenses6871,400

Trade and other payables11 , 8 1 011 , 2 7 8

8. Other Current Liabilities

Liabilities for wages and salaries and annual leave are recognised at the amounts expected to be paid when the liabilities

are settled.

NZ$00020262025

Accrued wages and salaries1,4031,362

Annual leave876853

Employee benefits2,2792 , 215

Other liabilities11 889

Other current liabilities2,3972,304

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

48

Long-Term Assets

9. Property, Plant and Equipment

Items of property, plant and equipment are measured at cost less accumulated depreciation and any impairment losses. Cost

includes the purchase consideration and those costs attributable to bringing the asset to the location and condition necessary for

its intended use. Subsequent costs are capitalised only when it is probable the future economic benefits associated with the item

will flow to the Group. The carrying amount of any replaced part is derecognised. All other repairs and maintenance costs are

recognised as an expense when they are incurred.

Gains or losses on disposals are calculated by comparing the sales proceeds with the carrying amount, and are recognised

in profit or loss.

Depreciation is calculated on a straight-line basis to allocate the cost of the asset, less any residual value, over its useful

economic life. Residual values and useful lives are reviewed, and adjusted if required, each financial year.

The depreciation rates for each class of property, plant and equipment are as follows:

• Motor vehicles 17.5% - 25% (2025: 17.5% - 25%)

• Plant and machinery 6% - 67% (2025: 6% - 67%)

• Furniture, fixtures and fittings 7% - 67% (2025: 7% - 67%)

• Computers 10.5% - 67% (2025: 10.5% - 67%)

NZ$000Motor vehicles

Plant and

machinery

Furniture,

Fittings and

Equipment ComputersTotal

Cost

At 1 April 202541310 ,14 91,93480013 , 2 9 6

Additions-19 732233462

Disposals-(77)(141)(32)(250)

At 31 March 202641310,2691,8251,00113,508

Accumulated depreciation

At 1 April 20253033,9841,4476306,364

Depreciation231,35915 413 61, 672

Disposals-(69)(139)(31)(239)

At 31 March 20263265,2741,4627357, 7 9 7

Net book value at 31 March 2026874,9953632665,711

Cost

At 1 April 20244139,8271,94 0870 13,050

Additions-3572711 2 496

Disposals-(35)(33)(182)(250)

At 31 March 202541310,1491,93480013,296

Accumulated depreciation

At 1 April 20242802 , 7131,3246985 , 015

Depreciation231, 29415 611 31,586

Disposals-(23)(33)(181)(237)

At 31 March 20253033,9841,4476306,364

Net book value at 31 March 202511 06,1654871706,932

At 31 March 2026 additions of $21,000 included are not ready for use and therefore have not been subject to depreciation during

the year. This includes $6,000 of Plant and machinery (2025: $61,000), $1,000 of Furniture, Fittings and Equipment (2025: $0),

and $14,000 of Computers (2025: $0).

49
FINANCIAL STATEMENTS

10. Intangible Assets

The significant intangible assets recognised by the Group are goodwill, brands and software assets.

Goodwill

Goodwill represents the premium paid by the Group over the fair value of the Group’s share of net identifiable assets of an

acquired subsidiary at the date of acquisition. Goodwill is initially measured at cost and subsequently measured at cost less

accumulated impairment losses, if any. Goodwill is not amortised.

Brands

Brands that are purchased by the Group are initially recognised at cost, or at their fair value if acquired as part of a business

combination. A brand is determined to have an indefinite life where there is an intention to maintain and support the brand

for an indefinite period. Indefinite life brands are not amortised, they are subsequently measured at cost less accumulated

impairment losses, if any.

Software assets

Software assets, both purchased and internally developed, are capitalised provided there is an identifiable asset, controlled by

the Group, that will generate future economic benefits through supporting revenue generation or cost savings. Subsequent costs

are capitalised if they extend the useful life or enhance the functionality of the asset. Software assets are amortised on a straight-

line basis over their estimated useful lives (using amortisation rates of 14% - 33%) (2024: 14% -33%). Amortisation is included in

Indirect expenses.

Impairment testing

Goodwill and indefinite life brands are tested for impairment annually, or more frequently if there is an indicator of impairment.

Software assets are tested for impairment when an indicator of impairment exists.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

50

NZ$000GoodwillBrandsSoftware

Software

work in

progressOtherTotal

Cost

At 1 April 202563,63118,35713 , 6 2 72 215 , 2 61101,097

Additions---2,409-2,410

Transfers--2,055(2,055)--

At 31 March 202663,63118,35715,6825755,261103,507

Accumulated amortisation

At 1 April 2025--9,370-5 , 2 6114,631

Amortisation--2,349--2,349

At 31 March 2026--11 , 7 1 9-5,26116,980

Net book value at 31 March 202663,63118,3573,963575-86,526

Cost

At 1 April 202463,63118,35710,7484485 , 2 6198,445

Additions---2,674-2,674

Transfers--2,879(2,879)--

Disposals---(22)-(22)

At 31 March 202563,63118,35713,6272 215,261101,097

Accumulated amortisation

At 1 April 2024--7, 2 7 2-5 , 2 6112,533

Amortisation--2,098--2,098

At 31 March 2025--9,370-5,26114,631

Net book value at 31 March 202563,63118,3574,2572 21-86,466

51
FINANCIAL STATEMENTS

IMPAIRMENT TESTING

As at 31 March 2026, the market capitalisation of the Group was below the book value of its equity, indicating a potential

impairment of the Group’s assets (including goodwill and indefinite life brands). When reviewing for indicators of impairment, the

Group considers the relationship between its market capitalisation and its book value, among other factors.

The Group performed its annual impairment test in March 2026. The recoverable amount of the Group, which is a single cash-

generating unit, was determined on a value-in-use basis using a discounted cash flow methodology. The model uses a five-year cash

flow forecast based on the Board-approved budget for FY27. Cashflows are based on estimates of revenue growth and EBITDA

margin assumptions.

Revenue growth has been estimated based on past and forecast delivery numbers, as well as average order value. These

assumptions take into account current economic forecasts, the momentum observed with our FY26 exit rates and the potential to

attract new customers through the My Food Bag Shop. EBITDA margin has been estimated based on past and forecast EBITDA

margin, the Group’s history of enacting price increases to mitigate the impact of ingredient inflation, economies of scale and other

cost efficiency gains.

The post-tax discount rate used in the model is 11.7% (2025: 12.4%).

The terminal growth rate applied to the forecast cash flows after year five is 2.0% (2025: 2.0%). This reflects the long term

New Zealand inflation target, historical sector specific growth and population projections in New Zealand.

The following table shows the impact of reasonably possible changes in key assumptions.

Key assumption Change in key assumption

Reduction in

recoverable

amount

NZ $million

Increase in

recoverable

amount

NZ $million

Would the

change result

in impairment

Revenue growth FY28 onwards: 6.1% + / - 200 basis points (9.4)9.9No

EBITDA margin FY32 onwards: 12.0% + / - 100 basis points (10.5)10.5No

Discount rate: 11.7% + / - 100 basis points (11.9)14.7No

Terminal growth rate: 2% + / - 100 basis points (8.8 )10.8 No

While reasonably possible changes in the key assumptions provided in the above table would not on their own result in impairment

in each case, it is possible that they could occur in combination.

The impairment test does not result in an impairment of the Group’s assets (including goodwill and indefinite life brands). Reasonably

possible changes in key assumptions do not result in impairment of the Group’s assets (including goodwill and indefinite life brands).

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

52

11. Leases

Lease liabilities

Lease liabilities are recognised at the commencement date of the lease at the present value of the future lease payments over

the term of the lease. If the rate implicit in the lease is not readily determinable, the lease payments are discounted using the

Group’s incremental borrowing rate at the lease commencement date. The lease term is the non-cancellable period plus rental

renewal options that are determined to be reasonably certain to be exercised. Once the lease has commenced, the Group only

reassesses the lease term on occurrence of a significant event or change in circumstance that is within its control and affects its

ability to exercise, or not exercise a renewal option in the contract.

Right-of-use assets

Right-of-use assets are initially measured at the amount of the lease liability at commencement date plus direct costs incurred

in establishing the lease and an estimate of costs required to dismantle and remove the underlying asset or to restore the

underlying asset.

Right-of-use assets are depreciated on a straight-line basis over the lease term, unless the useful life of the asset is less than

the lease term, or if the Group will own the asset at the end of the lease term. In these circumstances the right-of-use asset is

depreciated over the useful life of the asset.

The Group enters into lease arrangements for property, and plant and machinery. Leases of property have non-cancellable lease

terms between one and eight years (2025: between one and eight years), plant and machinery have terms between one and five

years. Changes to the lease payments are renegotiated at periods specified in the contracts and are usually based on the consumer

price index or market rental rates. The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low

value assets and short-term leases. These lease costs are recognised as an expense as incurred.

In addition, the Group is exposed to potential future cash outflows in respect of extension options that are not included in the

measurement of lease liabilities. These options provide operational flexibility and are primarily related to strategically important

distribution facilities.

Information about right-of-use assets is shown below.

20262025

NZ$000

Net book

value

Depreciation

charge

Net book

value

Depreciation

charge

Property7, 8 9 52,0956,1452,027

Plant and machinery8 412 51751272

Right of use assets8,7362,3466,8962,299

Additions to right-of-use assets during the year were NZ$4,402,000 (2025: NZ$719,000). This amount relates to renewed leased

fleet and the extension of an existing building lease.

Amounts recognised in the Statement of Comprehensive Income

NZ$00020262025

Interest on lease liabilities5 01498

Expense relating to short-term leases and low value leases159

Total amount recognised in profit or loss516507

Lease liabilities

NZ$00020262025

Lease liabilities at 1 April7, 8 9 39,707

Principal lease payments(2,121)(2,404)

New leases4,202719

Non-cash changes in lease liabilities(17)(129)

Lease liabilities at 31 March9,9577,893

Total cash payments for leases during the year was NZ$2,622,000 (2024: NZ$2,902,000).

53
FINANCIAL STATEMENTS

Funding and Equity

12. Share Capital and Dividend

SHARE CAPITAL

20262025

Fully paid ordinary sharesNZ$000

Number

000sNZ$000

Number

000s

As at 1 April 5 9 , 813243,17059,336242,438

Dividend Reinvestment Plan – FY25 Final Dividend3891,805--

Dividend Reinvestment Plan – FY26 Interim Dividend11 7468--

Employee Share Schemes - vested shares6855 , 9 31477732

As at 31 March61,0042 51, 3745 9 , 8132 4 3 ,170

All ordinary shares issued are fully paid and have no par value. The holders of ordinary shares are entitled to receive dividends as

declared by the Board and are entitled to one vote per share. All shares rank equally in any surplus on winding up of the Group.

DIVIDENDS

A liability to pay a dividend is recognised when the distribution is declared by the Board. A corresponding amount is recognised

directly in equity.

NZ$00020262025

Final dividend for 2024 - 0.5 cents per share- 1,215

Interim dividend for 2025 - 0.65 cents per share- 1,584

Final dividend for 2025 - 0.85 cents per share2,072-

Interim dividend for 2026 - 0.75 cents per share1,883 -

Dividends paid3,9552,799

The imputation credit account balance as at 31 March 2026 is NZ$5,940,000 (2025: NZ$5,961,000).

In May 2025, the Group introduced a Dividend Reinvestment Plan (DRP), enabling eligible shareholders to reinvest all or part of their

cash dividend entitlement in additional ordinary shares of My Food Bag. The DRP was first available for the final dividend for the

year ended 31 March 2025, paid to shareholders on 19 June 2025. The DRP is voluntary, allowing shareholders to elect to receive

shares issued at the strike price, calculated as the volume weighted average market price of My Food Bag shares over the pricing

period with no discount applied.

Dividends paid in cash are recognised as financing cash outflows in the statement of cash flows, whereas dividends reinvested under

the DRP are settled through the issuance of shares and recognised in equity, resulting in no cash outflow.

Dividend declared after the reporting period

On 20 May 2026 the Board declared a fully imputed final dividend of 1.15 cents per share, to be paid on 18th June 2026 to

shareholders on the company’s register on 4th June 2026.

CAPITAL MANAGEMENT

The Group’s capital includes share capital and retained earnings. The objective of the Group’s capital management is to maintain a

strong capital base to support investor and market confidence and the future growth of the business. To manage the capital structure,

the Group may adjust the proportion of earnings paid to shareholders, return capital to shareholders, issue new shares or amend

capital spending plans.

The Group is not subject to externally imposed capital requirements.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

54

13. Borrowings

Borrowings are initially measured at fair value, net of transaction costs incurred. Borrowings are subsequently measured at

amortised costs using the effective interest method.

The Group’s net debt position is shown below.

NZ$00020262025

Bank loan - non-current2,500 8,473

Total borrowings2,500 8,473

Less: cash and cash equivalents(623)(1,534)

Add: bank overdraft- -

Net (cash)/debt1,877 6,939

A reconciliation of the changes in borrowings to the proceeds and repayments of borrowings presented in the Statement of Cash

flows is shown below.

NZ$00020262025

Borrowings at 1 April8,473 11,446

Proceeds from borrowings- 2,500

Repayment of borrowings(6,000)(5,500)

Non-cash change in deferred finance costs27 27

Total borrowings at 31 March2,500 8,473

Funding arrangements

The Group’s funding arrangements are shown below.

NZ$00020262025

Revolving credit facility10,000 15,000

Bank overdraft5,000 5,000

Total facilities15,000 20,000

Revolving credit facility utilised(2,500)(8,500)

Overdraft utilised--

Total undrawn facilities12,500 11,500

The revolving credit facility of NZ$10,000,000 (2025: $15,000,000) expires on 5 October 2027. The amount drawn down is

secured over current and future accounts receivables and all the property, plant and equipment of the Group. The interest rate on the

revolving credit facility comprises base rate (BKBM rate) plus a margin of 1.70% (2025: 1.77%).

In FY26 the revolving credit facility was amended to reduce the amount of the facility available.

Loan covenants

The group is required to comply with the following financial covenants:

(a) The Interest Cover Ratio is not less than 3.50

(b) The Leverage Ratio must be less than 3.00 times

The Group was in compliance with its banking covenants during the year, and at 31 March 2026. The Group was also in

compliance with its banking covenants during the prior year and at 31 March 2025.

55
FINANCIAL STATEMENTS

14. Financial Risk Management

The objective of the Group’s risk management framework is to appropriately identify and manage risks within acceptable levels.

Risk management policies and procedures are reviewed regularly to ensure they reflect changes in market conditions and the

Group’s activities.

The financial risks that impact the Group are liquidity risk, interest rate risk and credit risk.

LIQUIDITY RISK

Liquidity risk is the risk that the Group will encounter difficulties in meeting its financial commitments as they fall due. The Group

manages its liquidity risk by maintaining a level of undrawn credit facilities and a spread of maturity dates.

The table below shows the timing of the gross contractual cash flows of the Group’s financial liabilities.

2026

NZ$000

Carrying

amount

Contractual

cash flows

3 months

or less

3 to 12

months

1 to 5

years

More than

5 years

Bank loan 2,500 2,500- - 2,500-

Bank overdraft- - - - - -

Lease liabilities9,957 11,706673 1,786 9,200 47

Trade and other payables11 , 8 1 011 , 8 1 011 , 8 1 0- - -

Financial liabilities24,26726,01612,4831,786 11,700 47

2025

NZ$000

Carrying

amount

Contractual

cash flows

3 months

or less

3 to 12

months

1 to 5

years

More than

5 years

Bank loan 8,473 8,500 - - 8,500 -

Bank overdraft- - - - - -

Lease liabilities7,893 9,347 740 2,221 4,523 1,863

Trade and other payables11,278 11,278 11,278 - - -

Financial liabilities27,644 29,125 12,018 2,221 13,023 1,863

INTEREST RATE RISK

Interest rate risk is the impact of changes in interest rates on the financial results. The Group manages its interest rate risk through the

use of interest rate swaps where appropriate, based on the amount and tenure of the Group’s borrowing requirements.

The following table shows the effect on profit or loss and equity at reporting date of a reasonably possible change in interest rates.

A change in interest rates would impact the floating rate interest payments on the Group’s borrowings held at reporting date.

20262025

NZ$000

Basis point

changeEquityProfitEquityProfit

Basis point increase+50(34)(34)(54)(54)

Basis point decrease-10771111

CREDIT RISK

Credit risk is the risk of loss due to customers not paying amounts owed. The Group’s exposure to credit risk is managed through

the Group’s operating model, where payment for the goods is typically received in advance of delivery. Refer to Note 5 Trade and

Other Receivables for details of the level of provision for impairment of trade receivables at reporting date.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

56

Other Notes

15. Taxation

Tax expense comprises current and deferred tax. Tax expense is recognised in the Statement of Comprehensive Income. The tax

consequence of items recognised directly in equity is also recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at

the reporting date, and any adjustment to tax payable in respect of a previous year.

Deferred tax arises due to certain temporary differences between the carrying amounts of assets and liabilities for financial

reporting purposes and those for tax purposes. Deferred tax is measured at the tax rate that is expected to apply to the

temporary differences when they reverse, based on laws that have been enacted or substantially enacted at the reporting date.

Deferred tax is not recognised on the initial recognition of goodwill, or the initial recognition of assets and liabilities in a

transaction that affects neither accounting nor taxable profit.

Deferred tax assets are recognised to the extent it is probable that future taxable profits will be available against which the

temporary differences can be utilised.

Tax expense

NZ$00020262025

Current period2,7362,787

Adjustments to prior periods(291)(420)

Other adjustments(147)-

Current tax expense2,2982,367

Origination and reversal of temporary differences5(82)

Recognition of previously unrecognised tax losses--

Deferred tax expense (income)5(82)

Income tax expense2,3032,286

Reconciliation of effective tax rate

NZ$00020262025

Profit before tax8,9898,636

Prima facie income tax expense at 28% on profit before tax2,5172,418

Non-deductible expenses(64)(95)

Adjustments to prior periods(5)(37)

Other adjustments(145)-

Income tax expense2,3032,286

57
FINANCIAL STATEMENTS

Deferred tax

Deferred tax assets and liabilities are attributed to the following:

NZ$000At 1 April 2025

Recognised in

profit or lossAt 31 March 2026

Property, plant and equipment(91)(62)(153)

Right-of-use assets (1,930)(515)(2,445)

Lease liability2,3025782,880

Prepayments(67)16(51)

Intangible assets(5,140)-(5,140)

Accruals and provisions61476690

Share-based payments365(98)267

Net deferred tax liability(3,947)(5)(3,952)

NZ$000At 1 April 2024

Recognised in

profit or lossAt 31 March 2025

Property, plant and equipment287(378)(91)

Right-of-use assets (2,389)459(1,930)

Lease liability2,810(508)2,302

Prepayments(133)66(67)

Intangible assets(5,140)-(5,140)

Accruals and provisions414200614

Share-based payments12 2243365

Net deferred tax liability(4,029)82(3,947)

16. Share-based Payments

Equity-settled share-based payments

The cost of equity-settled share-based payments is determined based on the grant-date fair value of the awards. The fair value is

estimated using an appropriate valuation model, taking into account the terms and conditions of the awards.

The cost is recognised in employee benefits expense, together with a corresponding increase in equity (share-based payment

reserve), over the vesting period during which the service conditions and, where applicable, non-market performance conditions

are expected to be satisfied.

Non-market performance conditions are not taken into account when estimating the grant-date fair value of the awards. Instead,

these conditions are reflected through adjustments to the number of awards expected to vest. At each reporting date, the Group

revises its estimate of the number of awards expected to vest and recognises the impact of the revision in profit or loss, with a

corresponding adjustment to equity.

Market-based performance conditions are reflected in the grant-date fair value of the awards. For these awards, the expense is

recognised over the vesting period irrespective of whether the market condition is ultimately satisfied, provided that the service

condition is met.

No expense is recognised for awards that do not ultimately vest due to failure to satisfy service conditions or non-market

performance conditions.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

58

Number of rights outstandingESOSLTI

At 1 April 2025-12,252,782

Granted – July 2025-6,952,754

Vested – July 2025-(5,931,197)

At 31 March 2026 -13,274,339

Number of rights outstandingESOSLTI

At 1 April 2024290,8526,913,939

Granted - June 2024 -6,321,585

Vested - June 2024(268,869) (463,179)

Lapsed

1

-(519,563)

Forfeited

2

(21,983) -

At 31 March 2025 -12,252,782

1. Lapsed rights refer to the share rights that have not vested due to performance criteria not being met

2. Forfeited rights relate to the share rights of eligible employees who have finished their employment with the Group during the period

ESOS – FY23 awards

The Employee Share Ownership Scheme (ESOS) is an equity-settled share-based payment scheme. There were no ESOS rights

offered to Employees during the period to 31 March 2026 (31 March 2025 : none). No rights vested during the period to

31 March 2026 (31 March 2025: 268,869 in respect of the FY23 grant).

LTI

LTI – FY26 awards

The CEO and members of the Senior Leadership team are eligible to participate in the Long Term Incentive (LTI) scheme. Under the

scheme, participants are awarded performance share rights based on a percentage of their base salary. Each performance share

right converts to one ordinary share, at no cost to the employee. The FY26 awards vest in two equal tranches: 50% after 2 years

and 50% after 3 years, subject to the participant remaining employed with the Group and the achievement of specified non-market

performance conditions. The awards are equity-settled share-based payments.

The performance conditions are based on internally approved targets set by the Board at the grant date. Under the scheme 60% of

the award vests based on Company performance hurdles comprising targets for EBITDA from meal kits, net revenue and employees’

net promoter scores for FY26. The remaining 40% is based on an assessment of the employee’s performance against agreed

personal objectives.

VALUATION APPROACH (FY26 Scheme)

The fair value of the FY26 performance share rights was determined at grant date based on the market price of the Company’s

shares, adjusted for the present value of expected dividends over the vesting period, as participants are not entitled to dividends

prior to vesting. Expected dividends were based on external analyst forecasts.

FY26 AwardTranche 1Tranche 2

Share price at grant date (NZ$)$0.213$0.213

Risk-free interest rate3.3%3.5%

Vesting period 2 years 3 years

Grant date fair values (NZ$) $0.180$0.162

The Board approved 6,952,754 LTI performance rights during the period ended 31 March 2026, with the number of rights reflecting

the maximum potential entitlement subject to performance outcomes.

59
FINANCIAL STATEMENTS

LTI – FY25 awards

The CEO and members of the Senior Leadership team are eligible to participate in the Long Term Incentive (LTI) scheme. Under the

scheme, participants are awarded performance share rights based on a percentage of their base salary. Each performance share

right converts to one ordinary share, at no cost to the employee. The LTI is an equity-settled share-based payment scheme. The

performance share rights vest after 3 years subject to achievement of continued employment with the Group and the absolute TSR

compared to hurdles set by reference to the Group’s cost of equity plus various premiums. Accelerated vesting (up to 50%) after

2 years will occur if performance conditions are met.

The board approved 6,321,585 LTI performance share awards during the period to 31 March 2025.

LTI – FY24 awards

The CEO, Senior Leadership Team and certain Key Operational Leaders were eligible to participate in the FY24 LTI scheme. Under

the scheme, participants are awarded performance share rights based on a percentage of their base salary. Each performance

share right converts to one ordinary share, at no cost to the employee. The LTI is an equity-settled share-based payment scheme.

The performance share rights vest after two years, subject to achievement of the following performance measures:

• Continued employment with the Group (retention tranche), and/or

• Continued employment with the Group and the relative TSR compared to the companies included in the NZX 50 (TSR tranche).

In July 2025 5,931,197 rights vested with respect to the LTI FY24 award.

LTI – FY23 awards

The Senior Leadership Team and certain Key Operational Leaders were eligible to participate in the FY23 LTI scheme. The

schemes and measures are consistent with the LTI performance rights granted during FY24. All rights issued under these schemes

are equity-settled. The performance share rights awarded in FY23 vest after two years (June 2022 grant) or after 18 months

(December 2022 grant).

In July 2024, 463,179 shares vested in respect of the FY23 grant.

FY23 CEO award – December 2022 grant

The CEO was awarded performance share rights under the FY23 LTI (CEO’s December award). The performance conditions were

not met and the rights did not vest.

VALUATION APPROACH (FY23 – FY25 Schemes)

The fair value of the LTI performance share rights is estimated for each performance measure separately:

• The fair value of the TSR tranche of the performance share rights is estimated at the grant date using the Monte Carlo simulation

approach, taking into account the terms and conditions of the award.

• The fair value of the Retention tranche and the EPS tranche of the performance share rights is estimated based on the grant date

share price less the present value of expected dividends.

Notes to the Financial Statements (continued)
FOR THE YEAR ENDED 31 MARCH 2026

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

60

Key inputs in determining the fair values

Jul 24Jun-23 Dec-22 Jun-22

Share price at grant date (NZ$) $0.15$0.18 $0.40 $0.83

Risk-free interest rate 4.6%5.1% 3.4% 3.4%

Expected cash dividend yield 12.9%.11.4% 8.6% 8.6%

Expected share price volatility 51.6%48.1% 36.7% 36.7%

Vesting period

3 years (accelerated

vesting 2 years)2 years 1.5 years 2 years

Weighted average grant date fair value - ESOS (NZ$) - - $0.32 $0.69

Weighted average grant date fair value - LTI (NZ$)$0.11$0.12 $0.23 $0.50

The expected share price volatility is based on historic data and the expected dividend yield is based on external market

expectations at grant date.

17. Related Party Transactions

The transactions with related parties that were entered into during the year, and the year-end balances that arose from those

transactions are shown below.

KEY MANAGEMENT PERSONNEL REMUNERATION

Key management personnel comprise members of the Board and members of the Senior Leadership Team (SLT). The Board

comprised five members (2025: five) and the SLT comprised seven members (2025: seven).

NZ$00020262025

Short-term employee benefits2,9472,804

Share-based payment transactions458382

Directors’ remuneration and benefits517502

Key management personnel remuneration and benefits3,9223,688

TRANSACTIONS WITH RELATED PARTIES DURING THE YEAR

Transactions with related parties are at a discount to normal terms and conditions.

NZ$00020262025

Key management personnel

Sale of goods5759

61
FINANCIAL STATEMENTS

18. Operating Cash Flow Reconciliation

The reconciliation of net profit before tax to net cash flows from operations is shown below.

NZ$00020262025

Net profit before tax8,9898,636

Adjustments for non-cash items

Depreciation and amortisation6,3675,984

Non-cash movements in deferred finance costs2727

Loss on disposal of property, plant & equipment 1211

Loss on disposal of intangible assets-22

Share-based payment expense514520

Non-cash movements in income tax paid(11)-

Changes in assets and liabilities

Increase in Trade and other receivables(3,109)(335)

(Increase) / decrease in Inventories(426)45

Decrease in Prepayments1518

Increase in Trade and other payables532509

Increase / (decrease) in Deferred revenue2,576(247)

Increase in Other current liabilities93734

Income tax paid (2,344)(2,697)

Income tax refunded297 -

Net cash flows from operating activities13,53213,227

19. Contingent Liabilities

The Group has no contingent liabilities (2025: Nil)

20. Capital Commitments

The Group has capital commitments of NZ$14,000 (2025: NZ$1,000)

62
MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

Independent Auditor’s Report

FOR THE YEAR ENDED 31 MARCH 2026

Independent auditor’s report to the shareholders of My Food Bag Group Limited

Report on the audit of the financial statements

OPINION

We have audited the financial statements of My Food Bag Group Limited (the “Company”) and its subsidiaries (together the

“Group”) on pages 38 to 61, which comprise the consolidated statement of financial position of the Group as at 31 March 2026,

and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement

of cash flows for the year then ended of the Group, and the notes to the consolidated financial statements including material

accounting policy information.

In our opinion, the consolidated financial statements on pages 38 to 61 present fairly, in all material respects, the consolidated

financial position of the Group as at 31 March 2026 and its consolidated financial performance and cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial

Reporting Standards.

This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we might state to

the Company’s shareholders those matters we are required to state to them in an auditor’s report and for no other purpose. To the

fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s

shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.

We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand) issued by the New Zealand Auditing and Assurance

Standards Board as applicable to audits of financial statements of public interest entities. We have also fulfilled our other ethical

responsibilities in accordance with Professional and Ethical Standard 1.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other than in our capacity as auditor, we have no relationship with, or interest in, the Company or any of its subsidiaries. Partners

and employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the business

of the Group.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of

the audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed

to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.

A member firm of Ernst & Young Global Limited

63
GOODWILL AND BRAND INTANGIBLE ASSETS’ IMPAIRMENT ASSESSMENT

Why significantHow our audit addressed the key audit matter

At 31 March 2026 the Group recorded indefinite useful life

intangible assets, being goodwill and brand intangible assets, with

a combined value of $82 million. These comprise 77% of the

Group’s total assets.

To assess whether these assets are impaired, the value-in-use of the

Group’s cash generating unit (“CGU”) is estimated by management

each reporting period using a model that requires significant

judgement and estimation in respect of forecast cash flows, discount

rate and terminal growth rate assumptions. Changes in certain

assumptions can lead to significant changes in the assessment of the

value-in-use.

Disclosures regarding the Group’s key assumptions adopted and

sensitivity to reasonably possible changes in those key assumptions

are included in note 10 of the consolidated financial statements.

In obtaining sufficient appropriate audit evidence, we:

• understood the Group’s goodwill impairment

assessment process.

• assessed the Group’s determination of CGUs based on our

understanding of the nature of the Group’s business and

considered whether management’s assessment of a single

CGU was appropriate.

• determined the appropriateness of using a discounted cash

flow methodology to assess value in use.

• tested the discounted cash flow model for

mathematical accuracy.

• challenged the reasonableness of management’s forecast

cash flows, including by comparing them to historical results

and the Board’s approved budget.

• considered other external valuation evidence such as

market capitalisation, broker forecasts and earnings

multiples of comparable companies.

• involved our business valuation specialists to assess the

terminal growth and discount rates applied.

• challenged the assumptions and judgements used by

management by performing sensitivity analysis in relation

to the discount rate, terminal growth rate and forecast

cash flows to consider the potential impact of changes in

these assumptions.

• evaluated the adequacy of the related financial statement

disclosures, including the sensitivities included in Note 10.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT

The directors of the Company are responsible for the other information. The other information comprises the annual report but does

not include the financial statements and our auditor’s report thereon.

Our opinion on the consolidated financial statements does not cover the other information, and we do not express any form of

assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge

obtained during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

FINANCIAL STATEMENTS

A member firm of Ernst & Young Global Limited

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
64

Independent Auditor’s Report (continued)

FOR THE YEAR ENDED 31 MARCH 2026

DIRECTORS’ RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial statements

in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that

are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity the Group’s

ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern

basis of accounting unless the directors either intend to liquidate the Group or cease operations, or have no realistic alternative

but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free

from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable

assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with International Standards on

Auditing (New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and

are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions

of users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at the External Reporting

Board’s website: https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1-1/. This

description forms part of our auditor’s report.

The engagement partner on the audit resulting in this independent auditor’s report is Lloyd Bunyan.

Chartered Accountants

Auckland

20 May 2026

A member firm of Ernst & Young Global Limited

65
Non-GAAP Financial Information 66

Corporate Governance Statement 67

Other Disclosures 82

Directory 87

Key Dates 87

Other Information

OTHER INFORMATION

66
MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

Non-GAAP Financial Information

The reconciliation of net profit after tax to earnings before interest, tax and depreciation and amortisation (EBITDA)

is shown below:

NZ$00020262025

Net profit after tax6,686 6,350

Add: Tax2,303 2,286

Net profit before tax8,989 8,636

Add: Depreciation and amortisation6,367 5,984

Add: Net financing costs1,011 1,454

EBITDA16,367 16,073

The reconciliation of revenue to gross margin and contribution margin is shown below.

NZ$00020262025

Revenue170,221 162,102

Less: Cost of goods sold(86,842)(82,106)

Gross margin83,379 79,996

Less: Assembly and distribution costs(47,263)(45,485)

Contribution margin36,11634,511

67
Corporate Governance Statement

OTHER INFORMATION

The Board of My Food Bag Group Limited (Company) and its subsidiary (collectively, My Food Bag) are responsible for the overall

management of My Food Bag and aim to promote and achieve high standards of corporate governance, consistent with the size

and nature of My Food Bag’s operations.

The objective of strong corporate governance at My Food Bag is to lay the foundation for a culture that is open, transparent and

inclusive, and which develops capability, seeks out new opportunities and drives good decision making, in turn creating long-term,

sustainable value for shareholders.

This Corporate Governance Statement provides an overview of My Food Bag’s current corporate governance framework, which

primarily takes into consideration contemporary corporate governance standards in New Zealand. It is therefore structured in the

same manner as the NZX Corporate Governance Code (NZX Code) and discloses the extent to which My Food Bag has followed

the recommendations in the NZX Code. The Board’s view is that (unless specifically stated) My Food Bag generally complies in all

material respects with the principles and recommendations set out in the NZX Code.

This statement was approved by the Board on 20 May 2026 and is current as at that date.

Principle 1 – Code of Ethical Behaviour

“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these

standards being followed throughout the organisation.”

CODE OF ETHICS

My Food Bag expects its people to behave ethically and act with integrity. It has adopted a written Code of Ethics with which all

of its Directors and employees are required to comply. This Code does not include an exhaustive list of what is or is not acceptable

behaviour at My Food Bag – rather, it is intended to facilitate decisions and promote ethical standards that are consistent with

My Food Bag’s business standards, purpose, reputation, objectives and legal obligations.

The Code of Ethics (taken together with My Food Bag’s other internal policies and charters) includes the content specified in

Recommendation 1.1 of the NZX Code and will be reviewed by the Board at least every two years. It is currently structured to

include certain fundamental requirements for ethical behaviour generally, alongside a number of more targeted areas, including the

management of conflicts of interest, protection of My Food Bag’s assets and information, reporting of unlawful or unethical behaviour,

confidentiality and pursuit of corporate opportunities. The Code of Ethics was last reviewed on 17 March 2025.

The Code of Ethics is readily available to all employees at My Food Bag. In addition, every new Director and employee of My Food

Bag is provided with a copy of the Code of Ethics as part of their induction to the business. Any breaches of the Code of Ethics are

required to be addressed promptly, dealt with consistently and handled by senior management and/or the Board, as appropriate.

The reporting of breaches of the Code of Ethics is encouraged and the steps for doing so are set out in the Code of Ethics and My

Food Bag’s separate Whistleblowing Policy. My Food Bag’s whistleblowing processes enable employees to anonymously report

suspected wrongdoing through a third party service provider. My Food Bag is also aware of its obligations with regards to protected

disclosures under the Protected Disclosures Act 2022.

The Code of Ethics is available to view on the My Food Bag investor website.

SECURITIES TRADING POLICY

My Food Bag has a Securities Trading Policy that details the Company’s trading policy and guidelines, including the restrictions

on trading in the Company’s securities. It applies to all Directors, employees and contractors of My Food Bag. The requirements

imposed by the policy are separate from, and in addition to, the legal prohibitions on insider trading.

The Securities Trading Policy places additional restrictions on certain “restricted persons” which includes the Directors, the Chief

Executive Officer (CEO), the members of the Senior Leadership Team and their direct reports as well as any employees who have

been given access to material information through IT systems. These restricted persons are generally prohibited from trading in the

Company’s securities during prescribed “blackout” periods. Outside of these blackout periods, the restricted persons are generally

permitted to trade with the prior written consent of the Chief Financial Officer (CFO) (and subject always to compliance with

underlying insider trading laws). The Securities Trading Policy was last reviewed on 26 September 2025.

The Securities Trading Policy is available to view on the My Food Bag investor website.

Corporate Governance Statement (continued)
68

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

Principle 2 – Board Composition and Performance

“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

BOARD CHARTER

The role of the Board is to provide overall strategic direction to My Food Bag and effective management for the purpose of protecting

and enhancing the value of My Food Bag and its assets. The Board has legal responsibility for managing the business and affairs

of the Company, which, in practice, is substantially achieved through delegation to the CEO, who is charged with the day-to-day

operational leadership and management of the business (and who subdelegates certain functions to other members of the Senior

Leadership Team, subject to certain limitations and qualifications).

The Board operates under a written Board charter, which sets out the role, responsibilities, composition, structure and approach of

the Board. The charter provides guidance for the effective oversight and monitoring of the operational management of My Food

Bag on behalf of shareholders, employees and other stakeholders. The charter distinguishes and discloses the respective roles and

responsibilities of the Board and management – in this regard, Directors are generally free to discuss business matters with the Senior

Leadership Team, but they are expected to respect the distinction between Board and management responsibilities.

A copy of the Board charter is available to view on the My Food Bag investor website.

NOMINATION AND APPOINTMENT OF DIRECTORS

The appointment of directors to the Board is principally governed by the Companies Act 1993, the Company’s constitution and the NZX

Listing Rules. The Board has delegated to the Nomination and Remuneration Committee the responsibility to make recommendations to

the Board for nomination as members of the Board and its committees and the terms, if any, of such membership.

This Committee is governed by its own written charter. It is responsible for identifying individuals believed to be qualified to become

Board members, and to recommend to the Board the nominees to stand for election as directors at the annual shareholders’ meeting.

If a casual vacancy arises, the Committee recommends to the Board an individual to fill such vacancy. In nominating candidates, the

Committee may consider a range of factors and attributes, including any terms of reference for the Directors from time to time. The

Committee is also responsible for reviewing nominations from shareholders and providing recommendations to the Board in respect

of such nominations.

The Company enters into written agreements with each of its Directors establishing the terms and conditions of their appointment,

including in relation to their duties, term of appointment (subject to shareholder approval) and expectations of the role and

remuneration. In addition, the Company indemnifies and arranges insurance for its Directors in accordance with applicable laws for

certain claims which may be brought against them as directors.

Under the NZX Listing Rules, a director must not hold office (without re-election) past the third annual shareholders’ meeting following

that director’s appointment or three years, whichever is longer. From time to time certain Directors may also retire early and seek

reappointment at an annual shareholders’ meeting so as to effectively stagger the appointment of directors and preserve continuity by

avoiding a scenario where all or a majority of the Directors are required to retire at the same meeting.

69
DIRECTORS

The Board currently comprises five Directors: an independent Chair, Tony Carter; three independent non-executive Directors, Sarah

Hindle, Jen Bunbury and Mark Powell; and one non-executive Director, Cecilia Robinson. A profile highlighting the experience of

each Director, including his or her length of service with My Food Bag, is available on My Food Bag’s website and included in the

Board of Directors section of the Annual Report.

Directors are chosen for their corporate leadership skills, professional backgrounds, experience and expertise. The right blend of

skills and experience, combined with a diversity of perspectives, is crucial for the Board to be able to create value for My Food Bag’s

shareholders over the long term. The current balance of skills, experience, tenure and diversity on the Board is summarised below:

Board skills, experience,

tenure and diversity

ExperienceBanking and finance

Legal and regulatory

Technology

Consumer business

Grocery and meal kits

Investment and M&A

Retail

Health

SkillsFinancial acumen

Governance and compliance

Strategy and risk

Grocery supply chain and logistics

Customer experience and agri-tech

E-commerce

Investor relations

Entrepreneurship

Tenure3 to 6 years5

DiversityFemale60%

Male40%

Directors are encouraged (but not required) to hold shares in the Company in order to more strongly align their interests with the

interests of shareholders. All Directors currently own shares (either directly or through a related entity or trust), and those relevant

interests are included in the Other Disclosures section of the Annual Report.

OTHER INFORMATION

Corporate Governance Statement (continued)
70

ATTENDANCE AT BOARD AND COMMITTEE MEETINGS

For the year ended 31 March 2026

Board meetings

available to

attend

Number

attended

ARC

1

meetings

available to

attend

*

Number

attended

NRC

2

meetings

available to

attend

Number

attended

MC

3

meetings

available to

attend

Number

attended

Tony Carter11114433N/AN/A

Sarah Hindle1111443344

Jen Bunbury11114433N/AN/A

Cecilia Robinson1110N/AN/A3344

Mark Powell1111N/AN/A3344

During FY26, members of the Board also provide more informal oversight and strategic support and guidance to management at

different times as and when the opportunity or need arises.

DIVERSITY

My Food Bag aims to cultivate an environment where all of its people enjoy coming to work and contributing to the collective

success of the business. It is committed to creating an open workplace where every team member is welcomed, supported and

inspired, and where diversity is celebrated at all levels of the business. To do this, My Food Bag actively seeks to remove perceived

or tangible barriers to becoming part of the My Food Bag team and provides equal opportunities based on performance

and potential.

My Food Bag has a written Inclusion and Diversity Policy that is available on the My Food Bag investor website. The guiding

principles of this policy include to: encourage diversity throughout the workforce; create a flexible and inclusive work environment;

leverage diversity of thought and individuality; ensure the behaviour of My Food Bag’s leaders reflects its values; attract and retain

talented people; and maintain a zero tolerance for bullying and harassment. This policy will be reviewed by the Board as required

and at least every two years.

Diversity and inclusion has been a hallmark of My Food Bag’s values since its inception, reflecting the values and expectations of the

founders of the business. These values are formalised in the written policy. The Board is generally comfortable with My Food Bag’s

core statistics with regards to diversity and inclusion, albeit it recognises there are always opportunities to further improve My Food

Bag’s workplace, including through new programmes and initiatives designed to target particular aspects of diversity and inclusion.

In collaboration with the Board, My Food Bag has a number of initiatives to support gender diversity and inclusion, including:

maintaining a 40/40/20 gender balance at both the Board and Senior Leadership Team level (and striving for this across the wider

organisation), reducing the gender pay gap, and maintaining a Diversity and Inclusion Committee of employees to enable targeted

programs of activity to increase belonging and equity. My Food Bag also offers flexible working arrangements and a generous

parental leave policy to support new parents. In FY26, My Food Bag continued to strengthen its commitment to Diversity, Equity

and Inclusion (DE&I) through initiatives focused on education, awareness and employee wellbeing. Across our sites, we celebrated

cultural events including Lunar New Year, Diwali and Māori Language Week, helping to foster an inclusive and culturally aware

workplace. During Mental Health Awareness Week, we also delivered wellbeing sessions across the country to support our people

and promote open conversations around mental health. Our quarterly engagement survey results reflected the positive impact of

these efforts, with an annual average DE&I score of 4.37 out of 5 and the highest DE&I score recorded to date of 4.44 out of 5

achieved during FY26. Together, these initiatives demonstrate our continued focus on creating a workplace where employees feel

respected, supported and included.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

1. Audit and Risk Committee.

2. Nomination and Remuneration Committee.

3. Marketing Committee.

71
1. As at 31 March in each year.

2. In accordance with NZX Listing Rule 3.8.1(c), an “Officer” for this purpose means a person who is concerned or takes part in the management of an issuer and reports directly to the

Board or a person who reports to the Board. In My Food Bag’s circumstances, this category of person comprises members of the Senior Leadership Team.

3. Directors, officers and other employees are also given the option to elect to not specify their gender or to identify as non-binary.

The Board recognises that gender is one important and commonly reported measure of diversity. The gender composition of

permanent staff at My Food Bag as at the last two balance dates is set out in the table below.

2025

1, 3

2026

1, 3

FemaleMaleFemaleMale

Directors3232

Officers

2

4343

Other employees1049510488

Total11110 011193

DIRECTOR TRAINING

On appointment, all Directors receive a comprehensive induction from the business to familiarise themselves with My Food Bag’s

management and operations. Under its charter, the Board has also committed to ensure that new Directors are appropriately

introduced to My Food Bag’s management and business, are acquainted with relevant industry knowledge and receive all

appropriate papers, policies and documents to enable them to discharge their duties effectively. Visits to specific operations of the

business are arranged, when appropriate, and reports and presentations from management are incorporated into the Board meeting

schedule on a regular basis.

More generally, Directors are expected to maintain appropriate levels of financial, legal and industry understanding, and are

encouraged to take responsibility for their own professional development, including by attending relevant courses or conferences

and through membership of industry bodies such as the NZ Institute of Directors. Each Director is also entitled to access Company

information and to seek independent advice in respect of their role as a Director should the need arise.

BOARD PERFORMANCE

The Board has committed to critically evaluate its own performance and the performance of individual Directors every two years

(as well as to review My Food Bag’s key policies and charters). In addition, the Chair of the Audit and Risk Committee reviews that

Committee’s performance at least every two years and is required to report her findings to the Board.

The Nomination and Remuneration Committee is tasked with making recommendations to the Board to ensure that adequate

procedures are in place to review the performance of the Board as a whole, its Committees and the contributions of Directors.

More generally, open and constructive discussion is encouraged at all Board and Committee meetings to ensure decisions are taken

that benefit from the diverse range of skills, experiences and perspectives of Directors – in this regard, each Director is expected to

fully participate in meeting discussions, having read all Board and briefing papers provided.

INDEPENDENCE

The Board currently comprises five Directors. All Directors are non-executive Directors. The Board has considered which of the

Directors are independent Directors for the purposes of the NZX Listing Rules and has determined that, as at 20 May 2026 (the date

of this corporate governance statement), four Directors are independent Directors, including the Chair and the Chair of the Audit

and Risk Committee. The independent Directors are Tony Carter, Jen Bunbury, Sarah Hindle and Mark Powell. Cecilia Robinson is

not considered to be independent at this time due to her long association with My Food Bag, including as co-founder. Directors are

required to inform the Board of any change in circumstances that may affect their independence.

The positions of Chair of the Board and CEO of My Food Bag are held by different people.

The Board’s standards for determining independence of Directors includes the non-exhaustive factors set out in Recommendation 2.4

of the NZX Code, and requires the Board to ultimately assess whether a Director’s interest, position, association or relationship might

interfere, or might reasonably be seen to interfere, with that Director’s capacity to bring an independent judgment to bear on issues

before the Board, to act in the best interests of the Company and to represent its shareholders generally. For completeness, one of the

factors expressed in the NZX Code is whether a Director is currently deriving a substantial portion of his or her annual revenue from

OTHER INFORMATION

Corporate Governance Statement (continued)
72

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

My Food Bag (including director fees). While the Board recognises that this factor may apply to several of the Directors, ultimately

this did not change the Board’s determination of the independence of any Director – in this regard, the Board considered that the risk

of this factor influencing the decision making of any Director to be negligible, particularly when considered in light of the professional

nature of the role of a director, the ability to secure alternative work and each Director’s broader financial circumstances.

The Board assesses the independence of Directors on their appointment and at least annually thereafter. If there is a change in the

Board’s determination, it will be announced to the market.

The Company maintains an Interests Register. Any Director who is interested in a transaction with the Company must immediately

disclose to the Board the nature, monetary value and extent of that interest. A Director who is interested in a transaction may attend

and participate at a Board meeting at which the transaction is discussed, but may not be counted in the quorum for that meeting or

vote in respect of the transaction, unless it is one in respect of which Directors are expressly required by the Companies Act 1993

to sign a certificate. The particulars of entries made in My Food Bag’s Interests Register during FY26 are included in the Other

Disclosures section of the Annual Report.

Principle 3 – Board Committees

“The board should use committees where this will enhance its effectiveness in key areas, while still retaining board responsibility.”

AUDIT AND RISK COMMITTEE

The Company has an Audit and Risk Committee which operates under its own written charter. The members of the Audit and Risk

Committee are Tony Carter, Sarah Hindle and Jen Bunbury who is Chair of the Audit and Risk Committee and has a background in

financial services and was previously the Chief Financial Officer of another major listed company. Like the Board, the Audit and Risk

Committee is majority independent and comprises solely non-executive Directors of the Company.

The Committee may, in its discretion, invite the Company’s external auditors (currently Ernst & Young), CEO, CFO, Financial

Controller and others, as appropriate, to attend committee meetings. The Committee meets formally at least three times a year,

including in the lead up to the release of half-year and annual results.

NOMINATION AND REMUNERATION COMMITTEE

The Company has a combined Nomination and Remuneration Committee which operates under its own written charter. The members

of the Nomination and Remuneration Committee are currently the same as the Board, and the Chair of this Committee is Mark Powell.

Like the Board, the Nomination and Remuneration Committee is majority independent and comprises solely non-executive Directors

of the Company.

The primary responsibilities of the Nomination and Remuneration Committee include to identify and make recommendations to the

Board in respect of Director nominations (including casual vacancies and composition of Committees), to review and recommend to

the Board appropriate remuneration of non-executive Directors, and to review and approve annually the remuneration strategy for My

Food Bag, including specific responsibilities in relation to the CEO and his direct reports.

Management is only invited to attend meetings of the Nomination and Remuneration Committee at the invitation of the Committee. The

Committee meets formally at least three times a year.

OTHER COMMITTEES

The Company has a Marketing Committee which operates under its own written charter. The primary responsibility of the Marketing

Committee is to have greater oversight over, and input into, My Food Bag’s marketing strategy and execution. The Chair of the

Marketing Committee is Cecilia Robinson and the other two members are Mark Powell and Sarah Hindle. This Committee currently

meets on a quarterly basis.

The Board does not consider that it is necessary at this time to establish any other standing committees. However, from time to time

the Board may seek to establish ad hoc or special purpose committees to examine, or have the delegated authority to deal with,

specific issues.

73
TAKEOVER PROTOCOLS

The Board has established detailed takeover protocols to assist My Food Bag to prepare for, and to respond to, any unsolicited

approaches or proposals it may receive in relation to a takeover. These protocols would help to inform the Board of their roles and

responsibilities with respect to any approach or proposal, assist the Board and its advisers in developing and executing a response

strategy, and act as a basic guide on the process for any takeover offer. These protocols include the option of forming a committee to

investigate and consider the approach or proposal, with that committee to be comprised of Directors who are independent and not

interested in the relevant approach.

Principle 4 – Reporting and Disclosure

“The board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate disclosures.”

CONTINUOUS DISCLOSURE

My Food Bag is committed to ensuring that all investors have equal, full and timely access to material information about the

Company that is accurate, balanced, meaningful and consistent.

The Company has established a written Continuous Disclosure Policy which sets out the internal principles and processes designed to

ensure that the Company complies with the continuous disclosure obligations under the Financial Markets Conduct Act 2013 and the

NZX Listing Rules. The Board has adopted this policy and it applies to all members of the Board as well as senior managers, officers,

employees and contractors of, and secondees to, My Food Bag. Directors formally consider at each Board meeting whether there is

material information which should be disclosed to the market to comply with the Company’s continuous disclosure obligations.

The Continuous Disclosure Policy is available to view on the My Food Bag investor website.

CHARTERS AND POLICIES

Information about My Food Bag’s corporate governance framework (including its Code of Ethics, Board and Committee Charters,

Securities Trading Policy and other key governance policies) is available to view on the My Food Bag investor website at

https://investors.myfoodbag.co.nz/investor-centre/.

REPORTING

Financial reporting

My Food Bag publishes its half-year and audited full-year financial statements that are prepared in accordance with the relevant

financial reporting standards. The audited full-year financial statements for FY26 are included in the Annual Report.

The Audit and Risk Committee oversees the quality and integrity of external financial reporting including the accuracy, completeness

and timeliness of financial statements. The Committee is committed to providing balanced, clear and objective financial reporting. It

reviews half-year and annual financial statements and makes recommendations to the Board concerning accounting policies, areas

of judgment, compliance with accounting standards, stock exchange and legal requirements, and the results of the external audit.

Non-financial reporting

Non-financial information is included throughout the Annual Report, including in relation to My Food Bag’s general environmental,

governance and social sustainability factors and practices. For more information, refer to the Environmental, Social and Governance

section of the Annual Report.

Although My Food Bag is not required to comply with the new climate-rated disclosure regime, it recognises the opportunity to further

formalise its sustainability framework and to set a clear set of operational or non-financial targets which are aligned with My Food

Bag’s strategy, values and reputation, albeit which are appropriate and reasonable for the current size of the organisation. My Food

Bag has completed the calculation of its carbon foot print for FY25 and is in the process of finalising its FY26 carbon measurement.

Work continues on developing strategies to reduce packaging and delivery emissions including with its delivery partner, NZ Post.

OTHER INFORMATION

Corporate Governance Statement (continued)
74

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

Principle 5 – Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”

This section of this Corporate Governance Statement outlines the remuneration payable by My Food Bag to Directors and members

of the Senior Leadership Team (SLT), including (in more detail) the CEO. It also includes the mandatory disclosures required in

connection with remuneration (salary bands) across the organisation and the progress that My Food Bag continues to make towards

closing the gender pay gap.

DIRECTORS’ REMUNERATION

Shareholders fix the total remuneration available for Directors. The current Director fee pool limit is $600,000 per annum, which

was approved by the shareholders on 14 January 2021 and is to be divided among the non-executive Directors as they determine

(and is not required to be divided equally). The starting presumption is that actual fees will be adjusted on an annual basis by the

same percentage as the budgeted salary increases for employees of My Food Bag (at an organisation-wide level), subject to any

other relevant factors which may need to be considered by the Board in the particular circumstances and provided such increases

remain within the approved fee pool limit. Directors are entitled to be reimbursed for all reasonable travel, accommodation and other

expenses incurred by them in connection with their attendance at Board or shareholder meetings, or otherwise in connection with the

Company’s business. No additional fees are paid to any Director for their role on any Board Committee.

The Directors do not receive any performance or equity-based remuneration. This reflects the differences in the role of the Directors,

which is to provide oversight and strategic direction, and the role of management, which is to operate the business and execute My

Food Bag’s strategy.

Under NZX Listing Rule 2.11.3, if the total number of Directors subsequently increases, the Directors are permitted (without seeking

shareholder approval) to increase the total remuneration by the amount necessary to enable the Company to pay the additional

Director or Directors remuneration not exceeding the average amount then being paid to the existing Directors (other than the Chair).

For FY26, following a review of Directors’ fees, the Board approved a 2.5% increase. This was the first increase in Director’s fees

since April 2022. The total fees remain comfortably within the approved fee pool limit.

The actual remuneration of Directors of the Company in respect of FY26 is set out below:

DirectorTotal remuneration received in respect of FY26

1

Tony Carter (Chair)$143,500

Sarah Hindle$ 8 7,12 5

Jen Bunbury$ 8 7,12 5

Cecilia Robinson$ 8 7,12 5

Mark Powell$ 8 7,12 5

Directors also receive concessions on My Food Bag’s products (similar to employees) in addition to the amount above. This totalled

$25,390 for the 12 months ended 31 March 2026 (31 March 2025: $22,034).

No employee of My Food Bag that is appointed as an executive director of the Company’s subsidiary, My Food Bag Limited,

receives or retains any remuneration or other similar benefits for acting in their capacity as a Director, except for the benefit of

indemnification and insurance referenced in the Annual Report.

CURRENT EXECUTIVE REMUNERATION FRAMEWORK

In respect of FY26, the remuneration of the CEO and other members of the Senior Leadership Team included a mix of fixed and

variable components, summarised as follows:

• Fixed remuneration – this includes the relevant employee’s base salary and any direct cash or non-cash benefits

(e.g. KiwiSaver contributions and other fringe benefits such as discounted My Food Bag meal kits and car parks).

• Variable remuneration – aligns reward with the delivery of My Food Bag’s strategic and financial performance. Outcomes are

determined against pre-set company and individual performance measures and are paid over time in a mix of cash and equity,

supporting both performance and retention objectives.

1. Directors’ fees are gross amounts in NZD and exclude GST (where applicable) and are rounded to the nearest dollar.

75
In FY26, My Food Bag simplified its incentive framework by introducing a Variable Reward Plan (VRP), combining the previous short

term incentive (STI) and long term incentive (LTI) arrangements into a single plan for eligible participants. The VRP was introduced

to improve transparency and line of sight between performance and reward, and to better align incentives with My Food Bag’s

strategic and financial priorities while supporting retention over time.

Under the VRP, rewards are delivered over three years in a mix of cash (40%) and equity (60%), supporting both reward and

retention objectives and shareholder alignment. The cash element is payable at the end of year one and the equity portion in two

tranches at the end of years two and three. The overall variable remuneration opportunity as a percentage of base salary for

“on target” performance remains unchanged from FY25 (115% of base salary for the CEO and 60% of base salary for the other

members of the SLT).

VRP outcomes range from nil to a maximum of 153% in the case of exceptional outperformance, with any award subject to

the achievement of the relevant performance measures and the Board’s discretion to ensure outcomes are appropriate in

the circumstances.

VRP performance is assessed against a combination of company and individual measures. For FY26, 60% of the outcome is based

on company performance measures and 40% is based on individual performance measures, with these individual measures

generally agreed between the CEO and each eligible employee (or between the CEO and the Board, as applicable). Company

performance measures for FY26 were EBITDA in the core meal kit business, Net Revenue and employee Net Promoter Score (eNPS).

EXECUTIVE REMUNERATION RECEIVED IN FY26 IN RESPECT OF PERFORMANCE IN PRIOR PERIODS

Short Term Incentive

During FY26, My Food Bag paid cash incentives relating to FY25 performance under the previous Short Term Incentive in place for

the CEO and SLT (the “FY25 STI”). Under the FY25 STI, the “on target” opportunity was equal to 40% of base salary for the CEO

and 20% for the other members of the SLT.

The FY25 STI comprised two elements: company performance and individual performance. For the CEO, the STI weighting was

80% company performance and 20% individual performance; for the SLT, the weighting was 60% company performance and 40%

individual performance.

The company performance measure for the FY25 STI was achieved at 97%. The table below summarises achievement against

the company performance measures and the resulting outcome for the CEO (noting that the CEO has a company performance

weighting of 80%). The individual performance element was determined through each participant’s annual performance review.

FY25 STI COMPANY PERFORMANCE MEASURE – PERFORMANCE SCORECARD (CEO)

DescriptionPerformance Measures% of STI achieved

Set at 40% of base salary, with a payout

range of up to 200% for overachievement

against agreed performance targets

20% based on individual performance

(measured against agreed KPls set with

the Board) and 80% based on company

performance (EBITDA, Active Customers and

eNPS targets).

97% of total STI paid based on company

performance targets met.

For company performance the following % of

targets were met 63% active customers, 111%

EBITDA and 122% eNPS

OTHER INFORMATION

Corporate Governance Statement (continued)
76

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

Vesting of Long Term Incentives

In July 2025, 100% of the performance share rights granted to the CEO and other members of the SLT (and certain key operational

leaders) in 2023 vested (i.e. the FY24 LTI award). The vesting of these performance share rights was based on My Food Bag’s

relative TSR performance against the NZX50 over a two year period and the satisfaction of the service (continued employment)

condition. A small portion of each award was delivered in cash.

Company Performance Measure –

Relative Total Shareholder Return

% of TSR

performance rights

that vest

% of target achieved

≤ 50th percentile0%

Target 100%Minimum

100% achieved

50th - 75th percentile50%-100%

(straight line basis)

≥ 75th percentile100%

CEO REMUNERATION

The remuneration and other benefits paid to or received by Mr Winter during FY25 and FY26 are set out in the table below.

NZ$Fixed RemunerationShort Term Incentive

3

Total cash-based

remuneration

Base Salary

1

Other Benefits

2

Amount% of STI achieved

FY25$546,000$22,046$49,92017% $617,966

FY26$573,300$54,497$221,578101 %$849,375

Long Term Incentive

4

Total

Remuneration

Number of shares

rights vested

% of share rights

capable of vesting

Share price on issue

date

Implied market value

on issue

FY2554,114 33%$0.13$7,035$625,001

FY261,344,051 100%$0.22$323,304$1,172,679

1. Base salary is not at risk.

2. Includes a contribution of 3% of gross earnings towards Mr Winter’s KiwiSaver scheme, concessions on My Food Bag products and the effect of holiday pay in FY26.

3. The Short Term Incentives received in FY25 and FY26 relate to performance in FY24 and FY25, respectively.

4. The Performance Share Rights vested in FY25 and FY26 were granted in FY23 and FY24, respectively. A small portion of the FY24 award was paid in cash to comply with NZX Listing

rule 4.6.1.

77
The following performance share rights have been granted to Mr Winter and remain outstanding.

Grant Date

Number of

performance share

rights granted

Share price used

to calculate

grant size (NZ$)Vesting DateDescription

July 20242,659,091 $0.154

2027, with a

potential for up to

50% to vest on an

accelerated basis

in 2026

The performance share rights vest after three years subject

to My Food Bag’s absolute TSR compared to hurdles set

by reference to My Food Bag’s cost of equity plus various

premiums. There is the potential for accelerated vesting (up

to 50%) after two years.

July 20252,950,916$0.2051

50% in 2027

50% in 2028

This is the first grant under the Variable Reward Plan

described in this remuneration section of the Annual

Report. For all of these performance share rights to vest,

outperformance of 153% would need to be achieved.

Performance is 60% based on company performance; 40%

individual (and further described above under the current

remuneration framework).

REMUNERATION

A breakdown of employees of My Food Bag Limited, not being Directors of the Company, who received remuneration and other

benefits in their capacity as employees that exceeded $100,000 during FY26 is provided below.

Remuneration (NZ$) Number of employees

110,000 - 120,000 4

120,000 - 130,000 6

130,000 - 140,000 3

140,000 - 150,000 1

150,000 - 160,000 3

160,000 - 170,000 4

170,000 - 180,000 1

180,000 - 190,000 1

190,000 - 200,000 4

200,000 - 210,000 1

210,000 - 220,000 1

220,000 - 230,000 1

250,000 - 260,000 1

270,000 - 280,000 1

280,000 - 290,000 3

320,000 - 330,000 1

350,000 - 360,000 1

360,000 - 370,000 1

390,000 - 400,000 1

570,000 - 580,000 1

590,000 - 600,000 1

1,160,000 - 1,170,000 1

The remuneration figures include all monetary amounts actually paid to employees and former employees during FY26, including:

base salaries; short-term incentives (if any) paid in FY26 (relating to FY25); vested share rights; and if the employee is a KiwiSaver

member, contributions of 3% of gross earnings towards that employee’s KiwiSaver scheme. The figures do not include amounts paid

after 31 March 2026 relating to FY26; share rights that have been granted but not yet vested (including those rights granted under

My Food Bag’s incentive schemes); and fringe benefits provided to employees such as product concessions or car parking.

OTHER INFORMATION

Corporate Governance Statement (continued)
78

MY FOOD BAG GROUP LIMITED

ANNUAL REPORT 2026

GENDER PAY GAP

Over recent years, My Food Bag has maintained a sustained focus on reducing its gender pay gap

1

through regular analysis,

strengthened oversight of remuneration decisions and targeted actions where differences are identified. Key actions include applying

consistent remuneration frameworks for promotions and pay reviews, and monitoring outcomes to support equitable pay for

comparable roles. The My Food Bag gender pay gap as at 31 March 2026 was 3.7% (31 March 2025 : 3.4%).

1

Principle 6 – Risk Management

“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The board should

regularly verify that the issuer has appropriate processes that identify and manage potential and material risks.”

RISK MANAGEMENT FRAMEWORK

My Food Bag is committed to the process of identifying and mitigating material risks and has systems, policies and procedures in

place to manage risks and to protect My Food Bag and its employees, customers, shareholders and other stakeholders. While no risk

management system can ever be infallible, the overriding objective at My Food Bag is to make sure that at all times material risks are

appropriately identified and managed within acceptable levels.

The Board is ultimately responsible for endorsing My Food Bag’s risk management framework and policies, monitoring compliance,

reviewing risk registers, considering advice and recommendations made by the Audit and Risk Committee and, where appropriate,

responding to serious risk incidents.

The CEO and other members of the Senior Leadership Team are required to review, approve and take ownership of the day-to-day

management and operation of My Food Bag’s risk management framework and associated policies and procedures. This includes

identifying new risks within each senior employee’s area of responsibility, allocating “risk owners” to each risk, maintaining a risk

register, undertaking periodic risk assessments and preparing appropriate risk mitigation plans or controls. This risk management

framework is embedded into My Food Bag’s processes, including the annual planning and budgeting processes, project

management, procurement and reporting.

As a general rule, different risks will have different risk treatments depending on the severity and nature of the risk – these risk

treatments include avoidance, mitigation, acceptance and transfer (e.g. through insurance or contract).

The Board is provided with updates from the Senior Leadership Team at least every quarter, including an update on any new risks

identified, the status of any risk incidents that have occurred (or are heightened or emerging) and the adequacy of any action plans

and controls. More generally, risk owners report any risk incidents that have occurred (or are heightened) (including new risks that

have emerged) to the Senior Leadership Team as soon as practicable so that they can consider how best to manage or control

that risk. If the matter escalated is material, it will be promptly reported to the Board. At the same time, the CFO and the Board will

consider whether any disclosure is required to the market under the Company’s continuous disclosure obligations. From time to time

the business will simulate an event that causes disruption to its operations and use that as an opportunity to test and refine its controls.

1. Gender pay gap is calculated as the difference between the median hourly rate of male and female employees as a % of the male hourly rate.

79
1. Certain financial risks are separately disclosed in the audited FY26 financial statements included in this Annual Report.

PRINCIPAL BUSINESS RISKS AND KEY STRATEGIES TO MITIGATE

My Food Bag is currently focused on the following principal business risks across its business (not including health and safety

risks which My Food Bag separately focuses on). These risks are dynamic and in the future the importance or extent of each risk

may change, or new risks and uncertainties may materialise, owing to changes in economic or environmental conditions, the

regulatory environment and other factors (e.g. more frequent extreme weather events). For the purposes of this Annual Report

and Recommendation 6.1 of the NZX Code, a high-level description of these principal business risks is provided below.

1


AreaDescription of riskKey strategies to mitigate

Customer acquisition

and retention

Our growth depends on customer acquisition

and retention.

Acquiring new customers is challenging in a

competitive market and depends on successful

marketing campaigns.

The cost to switch to a competitor is

low, retention is generally driven by the

customer experience.

My Food Bag has a Marketing Committee, designed

to have greater oversight over, and input into, our

marketing strategy and execution.

We use marketing campaigns, including promotions

and loyalty programmes, to drive frequency and

favourable brand mix.

We continue to innovate to appeal to our

customers and recognise and adapt to changes in

customer preferences or behaviour. We continue

to improve the customer experience through

digital enhancements and a focus on operational

performance, customisation and choice.

Competition Customers may switch to existing competitors,

including in response to discounting or other

promotions, or a new competitor may enter the

market and seek to gain market share.

My Food Bag already operates in this competitive

industry as a long-standing meal-kit provider. We

have high levels of brand advocacy, a diverse

product range, and experience in adapting our

strategy in response to the actions of competitors,

changes in consumer spending and technology.

Food safety Customers could become unwell as a result

of eating our products (e.g. where products

contain foreign objects or harmful bacteria).

We may have to withdraw or recall products.

Our reputation could be impacted and we

may face regulatory consequences.

We have strict and thorough procedures in place

for safe food handling. These include inward checks

of ingredients, temperature control through storage

and delivery, dedicated quality assurance personnel,

quality control procedures, and maintenance of

incident registers. We continually monitor customer

feedback and have strict supplier standards, including

an “Approved Supplier Programme”. The food safety

team audit our suppliers as part of this programme to

ensure compliance in our supply chain. We also have

procedures to ensure adherence to labelling standards.

My Food Bag undergoes external audits to maintain

our National Programme registration with MPI.

IT and data security Access to our IT systems could be impacted (e.g.

by a cyber-attack) and we may be unable to

communicate with our customers or suppliers

effectively. This could impact our ability to

accept orders or fulfil our commitments.

We have systems and processes in place to lessen

the likelihood that our business would be subject

to or affected by a cyber-attack. This includes

compliance with high standards of data protection

and frequent identification and reporting on any

weaknesses or issues in our existing system.

We have a detailed cyber security road map in

place that is focused on improving controls and

mitigations in a number of areas of cyber security,

including the key risks: DDoS; Ransomware and

Data breach. We have also implemented alternative

communication channels for our customers, have

good relationships with our suppliers, have backup

systems in place to ensure data and business

continuity is maintained and do not hold any

customer credit card details.

OTHER INFORMATION

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
Corporate Governance Statement (continued)

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

80

AreaDescription of riskKey strategies to mitigate

Product assembly Product assembly could be disrupted by an

event (e.g. fire, power outage, weather events).

This could result in us being late or unable

to deliver to customers, which could lead to

refunds, credits or cancelled subscriptions.

We operate separate assembly centres in the

North and South Island, with robust systems and

procedures in place to prevent serious disruption.

Having two sites provides contingency in the

operating model with the ability to move volume

between sites.

Assembly centres have heat and smoke detection

systems to identify fires before they spread.

Windsock and ammonia alarms are included

at assembly centres that utilise ammonia as

a refrigerant.

Distribution Our distribution network could be interrupted

(e.g. by weather, road closures or fuel

restrictions). This could result in us being late

or unable to deliver to customers, which

could lead to refunds, credits or cancelled

subscriptions. Products could also be stolen

or damaged.

We use a reliable third-party distributor, New

Zealand Post, with an extensive NZ distribution

network. We also have alternative transport

providers available to us at short notice for all

main centres. We can increase local sourcing,

maximise truck utilisation and optimise delivery

routes. Appropriate driver training and insurance

is arranged.

Our ‘Customer Love’ team has a response plan in

place to communicate with customers impacted by

disruption to the distribution network. A business

continuity plan for flood events is in place.

We prepare ‘buffer bags’ each week to cover

damaged or lost orders, and we have alternative

sales channels in place that we can utilise.

Ingredients An ingredient could become unavailable (e.g.

due to inclement weather) or more expensive

(e.g. due to costs such as increased fuel prices),

impacting our ability to satisfy customer needs.

We retain an ability to substitute ingredients, change

upcoming menus, delay production or seek to

pass on sustained price increases to customers.

We communicate any changes clearly and

appropriately with our customers.

Brand and marketing A brand ambassador or promoter could be

brought under public scrutiny and bring into

question the integrity of our brand and cause a

loss of goodwill and customer trust.

We have a long association with our brand

ambassadors and go through a careful process when

selecting new brand ambassadors.

We also monitor content and follow up rapidly if any

inappropriate or offensive content is identified.

HEALTH AND SAFETY

My Food Bag is very conscious of the importance of health and safety. The business adopts a systematic approach to the

management of health and safety risks and has comprehensive health and safety documentation in place. Detailed health and

safety policies, standards and procedures are implemented alongside hazard and risk management processes, including an incident

notification and management system. The business encourages active involvement by Directors, management, employees and

contractors to participate in improving health and safety within the organisation.

The specific initiatives and programmes established by My Food Bag during FY26 in relation to health and safety are discussed in the

spotlight on health, safety and wellbeing section of the Annual Report.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
81

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026OTHER INFORMATION

Principle 7 – Auditors

“The board should ensure the quality and independence of the external audit process.”

AUDIT

My Food Bag is committed to maintaining auditor independence, consistent with best-practice governance and regulatory

requirements. The Company has adopted an Auditor Independence Policy that is administered by the Audit and Risk Committee.

The objective of this policy is to ensure that My Food Bag’s auditors carry out their functions independently and without impediment,

safeguarding the reliability and credibility of My Food Bag’s external financial reporting. The policy addresses Recommendation

7.1 of the NZX Code and includes the criteria for approval of an external audit firm, the monitoring of audit impendence, the

audit rotation requirements, the circumstances where it may be appropriate for an auditor to provide non-audit services and the

responsibilities of My Food Bag (including in relation to the monitoring of audit performance, value and fees). Ernst & Young is My

Food Bag’s external audit firm, having been first appointed to this role in 2017. The current lead audit partner from Ernst & Young was

first appointed during FY24.

Ernst & Young, as auditor of the FY26 financial statements, will be invited to attend this year’s annual shareholders’ meeting and will

be available to answer questions about the conduct of the audit, preparation and content of the auditor’s report, accounting policies

adopted by the Company and the independence of the auditor in relation to the conduct of the audit.

While the Company does not have a dedicated internal audit function, it has, in addition to the Company’s external audit process,

an internal framework through which it seeks to review, evaluate and continually improve risk management and internal control

processes. Where appropriate, more specific audits are carried out by My Food Bag using external providers or regulators.

Principle 8 – Shareholder rights and relations

“The board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage them to

engage with the issuer.”

SHAREHOLDER INFORMATION

My Food Bag maintains an investor website that contains a comprehensive set of investor-related materials and data, including

market disclosures and media releases, annual reports, share-price and dividend information, shareholder meeting materials and all

My Food Bag’s important governance charters and policies.

SHAREHOLDER COMMUNICATION

Shareholders have the option of receiving their communications electronically, including by email, and are actively encouraged to take

up this option. My Food Bag is committed to open dialogue with shareholders and welcomes investor enquiries. Following each results

announcement, My Food Bag holds an investor call to present the results and to allow investors to ask questions.

RIGHT TO VOTE ON MAJOR DECISIONS

In accordance with the Companies Act 1993, the Company’s constitution and NZX Listing Rules, the Company refers any significant

matters to shareholders for approval at the annual shareholders’ meeting, and shareholders are given the opportunity to vote

by proxy ahead of the meeting or by polling if attending the meeting in person or virtually. If a significant transaction or decision

requiring shareholder approval were to arise outside the period of the annual shareholders’ meeting, a special meeting of the

shareholders would be called by the Board to allow shareholders to consider and vote on that matter.

NOTICE OF ANNUAL SHAREHOLDER MEETINGS

The annual meeting of shareholders is held at a convenient time and location and this year is anticipated to be run as a hybrid

meeting (being a combination of the physical meeting as well as a virtual online meeting). The annual shareholders’ meeting is

expected to be held on 19 August 2026. The Notice of Meeting will be circulated at least 20 working days before the meeting

and will also be posted on the My Food Bag investor website.

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
82

Other Disclosures

STOCK EXCHANGE LISTING

The Company’s ordinary shares are listed and quoted on the NZX Main Board under the company code ‘MFB’.

PRINCIPAL ACTIVITIES

My Food Bag’s principal activity remains the commercial operation of a meal kit business. There has been no material change

in the nature of My Food Bag’s business, or the classes of business in which the Company has an interest, during FY26.

MY FOOD BAG DIRECTORS

The Directors of the Company holding office as at 31 March 2026 are noted below.

NameDate of appointmentIndependence

Tony Carter (Chair)14 January 2021Independent

Sarah Hindle14 January 2021Independent

Jen Bunbury14 January 2021Independent

Cecilia Robinson 19 August 2022Non-Independent

Mark Powell1 November 2022Independent

The current Directors of the Company’s only subsidiary, My Food Bag Limited, are Mark Winter (CEO) and Louise Newsome (CFO).

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
83

DISCLOSURE OF DIRECTORS’ INTERESTS

The Company maintains an Interests Register in which particulars of relevant transactions and matters involving the Directors are

entered. Details of the interests entered during FY26 are recorded below.

General disclosures

The following are particulars of general disclosures of interest made by Directors of the Company (or its subsidiary) holding office

as at 31 March 2026, pursuant to section 140(2) of the Companies Act 1993. Each Director will be regarded as interested in all

transactions between My Food Bag and their disclosed companies, trusts or persons (or their subsidiaries, which are not specifically

listed in the table below).

DirectorGeneral disclosure

Tony CarterT R Group Limited (director)

Datacom Group Limited (director)

Capital Solutions Limited (adviser)

Capital Training Limited (adviser)

Fonterra Independent Assessment Panel (member)

Loughborough Investments Limited (director)

Maurice Carter Charitable Trust (trustee)

Skin Institute Holding Company Limited (director)

The Interiors Group Holdco Limited (director)

Ravensdown Limited (director)

The Warehouse Group Limited (director)

Sanford Limited (director) (effective 17 February 2026)

Jen BunburyFenway Capital Limited (director)

Stewart Family Investment Office (adviser)

Cecilia RobinsonTend Health Holdings Limited (and related entities) (director)

TLC Property Holdings Limited (director)

The Robinson Duo Limited (director)

Robinson Nominees Limited (director)

Pie Funds Management Limited (director)

Mark PowellJB Hi-Fi Group Limited (director)

STIHL Pty. Ltd (director)

STIHL Limited (director) (effective 1 April 2025)

During FY26 Mr Powell ceased to be a director of Bapcor Limited (effective 5 December 2025) and ceased to be a director of

Carey Baptist Theological College (effective 13 August 2025).

There were no specific disclosures made by Directors of the Company or its subsidiary during FY26 of any interests in transactions

entered into by the Company or its subsidiary.

OTHER INFORMATION

Other Disclosures (continued)
MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

84

Use of Company information

There were no notices from Directors of the Company or its subsidiary requesting to disclose, use or act on My Food Bag’s

information received in their capacity as Directors.

Indemnity and insurance

The Company has granted indemnities in favour of each of its Directors (and the Directors of its subsidiary) as permitted by the

Companies Act 1993 and the Financial Markets Conduct Act 2013. The Company also maintains Directors’ and Officers’ liability

insurance for all Directors and officers of the Company and its related companies. This insurance is renewed annually and was most

recently renewed on 15 April 2026.

Directors holding of securities

Directors are encouraged (but not required) to hold shares in the Company in order to more strongly align their interests with the

interests of shareholders. Details of the ordinary shares of the Company in which each Director has a relevant interest (as defined in

the Financial Markets Conduct Act 2013) as at 31 March 2026 are set out below:

DirectorNature of relevant interestShares

Tony Carter20% or more interest in Loughborough Investments Limited, resulting in

Tony being deemed to have the same relevant interest in the shares as

Loughborough Investments Limited. 450,000 of these ordinary shares

are held by FNZ Custodians Limited as custodian for Loughborough

Investments Limited.

642,439

Sarah HindleRegistered holder and beneficial owner11 , 5 2 1

Jen BunburyRegistered holder as trustee of the Jennifer L Bunbury Trust26,949

Cecilia RobinsonRegistered holder as trustee of the APL Holdings Trust19,015,933

Mark PowellRegistered holder and beneficial owner371,940

Securities dealings of Directors

For the purposes of section 148(2) of the Companies Act 1993, Directors disclosed the following acquisitions or disposals of relevant

interests (of the nature described in the previous table) in the Company’s ordinary shares during FY26. No shares were acquired or

disposed of by a Director during any “blackout” period of trading prescribed by the Company’s Securities Trading Policy.

DirectorDate Nature of transactionConsideration (NZ$)Shares

Tony Carter19 June 2025Subscription (DRP)$4,252.4019,742

Sarah Hindle19 June 2025Subscription (DRP)$85.30396

Tony Carter21 Nov 2025Acquisition $26,000.00100,000

Mark Powell24 – 25 Nov 2025Acquisition$24,621.0096,000

Tony Carter15 Dec 2025Subscription (DRP)$4,650.0018,643

Sarah Hindle15 Dec 2025Subscription (DRP)$78.30314

Jennifer Bunbury15 Dec 2025Subscription (DRP)$182.80733

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
85

1. New Zealand Central Securities Depository Limited (NZCSD) provides a custodial depository service which allows electronic trading of securities to its members. For the purpose of this

table, shares in the Company held by NZCSD have been allocated to the applicable members. For reference, as at 13 April 2026, the total holding through NZCSD was 17,725,250

ordinary shares or 7.02% of shares on issue.

SHAREHOLDER INFORMATION

The shareholder information in this section of the disclosures has been taken from the Company’s registers.

Twenty largest shareholders (as at 13 April 2026)

Shareholder

1

Number of ordinary shares% of ordinary shares

Long Term Food Group LP42,096,04916.68%

James C Robinson & Cecilia C L Robinson &

Heimsath Alexander Trustee Limited

19,015,9337.53%

New Zealand Depository Nominee17,719,6977.02%

FNZ Custodians Limited14,706,9185.83%

Peter Duncan Garvan12,500,0004.95%

Accident Compensation Corporation12,053,8534.78%

Custodial Services Limited7,321,4642.90%

Theresa Elizabeth Gattung & Philippa Mary Greenwood6,825,1582.70%

Forsyth Barr Custodians Limited5,653,9112.24%

Masfen Securities Limited5,000,0001.98%

Lennon Holdings Limited4,270,0001.69%

Apex Custodian Nominees3,839,1921.52%

Carlos Edward James Bagrie & Covisory Trust Limited &

JKA Holdings Limited

2,500,0000.99%

Tesserae Limited2,318,5340.92%

Arden Capital Limited2,200,0000.87%

Andrew Rutherford Wallace & Miranda Ruth Burdon2,197,9830.87%

Forsyth Barr Custodians Limited1,807,5100.72%

Mark James Winter1,661,5350.66%

Alastair Ross Armstrong1,495,8000.59%

JBWere (NZ) Nominees Limited1,252,8390.50%

Total166,436,37665.94%

Distribution of shareholders and shareholdings

As at 13 April 2026, the total number of voting securities of the Company was 251,374,466 fully paid ordinary shares, each

conferring on the registered holder the right to one vote on a poll at a meeting of shareholders. The distribution of these shareholders

and their shareholding at that date is shown below.

Size of holdingNumber of holders% of holders

Number of

ordinary shares% of ordinary shares

1 – 1,0002,61445%1,361,728 0.5%

1,001 – 5,0001, 82632%4,731,7601.9%

5,001 – 10,0005 119%3,881,711 1.5%

10,001 – 50,0005159%12,291,8484.9%

50,001 – 100,00014 53%11, 0 4 7, 5194.4%

100,001 and over18 63%218,059,90086.8%

Total5,797100%251,374,466100%

OTHER INFORMATION

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
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MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026

Substantial product holders

According to notices given to the Company under the Financial Markets Conduct Act 2013, the following persons were

substantial product holders of the Company as at 31 March 2026. There were 251,374,466 ordinary shares in the Company at

that date.

Substantial product holder

Number of ordinary shares in

which relevant interest is held

% of shares held at

date of noticeDate of notice

Long Term Food Group LP and

Waterman Capital (Fund 3) LP

42,096,04917.18 %19 June 2025

APL Holdings Trust19,015,9337.79%21 Dec 2023

EXERCISE OF NZX DISCIPLINARY POWERS

NZX did not take any disciplinary action against the Company during FY26. In particular, there was no exercise of powers by

NZX under NZX Listing Rule 9.9.3 (relating to powers to cancel, suspend or censure an issuer) with respect to the Company.

NZX WAIVERS

No waivers were granted by NZX or relied on by the Company during FY26.

AUDITOR’S FEES

My Food Bag’s external auditor is Ernst & Young (EY). Total fees payable by My Food Bag to EY in its capacity as auditor in

respect of FY26 is $175,000. No other professional services were provided by EY during FY26.

CREDIT RATING

My Food Bag does not have a credit rating.

DONATIONS

In FY26, My Food Bag continued its strong commitment to the community through several charitable initiatives. My Food

Bag partnered closely with the Garden to Table charity, donating $14,530 directly and collecting a further $28,115 in

customer donations for this charity. During the holiday season, My Food Bag collaborated with City Mission, collecting an

additional $22,950 in customer donations to support the community. My Food Bag also raised $3,200 for Starship and the

Heart Foundation.

In addition, and as outlined elsewhere in this Annual Report, My Food Bag regularly donates food to a number of worthwhile

New Zealand charities.

Other Disclosures (continued)

MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026MY FOOD BAG GROUP LIMITED ANNUAL REPORT 2026
87

Directory

BOARD OF DIRECTORS

Tony Carter, CNZM (Chair)

Jen Bunbury

Sarah Hindle

Mark Powell

Cecilia Robinson, ONZM

SENIOR LEADERSHIP TEAM

Mark Winter

Chief Executive Officer

Louise Newsome

Chief Financial Officer

Paul Kelly

Chief Operations Officer

Craig Jordan

Chief Digital & Growth Officer

Cassie Ormand

Head of People & Culture

Polly Brodie

Head of Development Kitchen

Trish Whitwell

Chief Customer Officer

REGISTERED OFFICE

Level 3, 56 Parnell Road

Parnell

Auckland 1052

New Zealand

Ph: 0800 469 366

Website: www.myfoodbag.co.nz

For enquiries about My Food Bag’s operating

and financial performance, contact investor relations:

Ph: +64 9 8869840

Email: ir@myfoodbag.co.nz

AUDITOR

Ernst & Young, Auckland

SOLICITORS

Russell McVeagh

BANKERS

ASB Bank

SHARE REGISTRY

My Food Bag’s share register is maintained by MUFG

Corporate Markets (formerly Link Market Services Limited).

MUFG Corporate Markets is your first point of contact for

any queries regarding your investment in My Food Bag.

You can view your investment, indicate your preference

for electronic communications, access and update your

details and view information relating to dividends and

transaction history at any time by visiting the Investor

Centre at nz.investorcentre.mpms.mufg.com.

NEW ZEALAND REGISTRY

MUFG Corporate Markets

Level 30 PwC Tower

15 Customs Street West

Auckland 1010

New Zealand

Ph: +64 9 375 5998

Email: myfoodbag@cm.mpms.mufg.com

nz.investorcentre.mpms.mufg.com

My Food Bag Group Limited

NZBN 6113607

Half year results – November 2026

FY27 year end - 31 March 2027

Key Dates

Annual shareholders’ meeting – 19 August 2026

Half year end – 30 September 2026

OTHER INFORMATION

myfoodbag.co.nz

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Results Announcement

Results for announcement to the market

Name of issuer My Food Bag Group Limited (MFB)

Reporting Period 12 months to 31 March 2026

Previous Reporting Period 12 months to 31 March 2025

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$170,221 5.0%

Total Revenue

$170,221 5.0%

Net profit/(loss) from

continuing operations

$6,686 5.3%

Total net profit/(loss)

$6,686 5.3%

Interim/Final Dividend

Amount per Quoted Equity

Security

$0.0115000

Imputed amount per Quoted

Equity Security

$0.0044722

Record Date

4-Jun-26

Dividend Payment Date

18-Jun-26

Current period Prior comparable period

Net tangible assets per Quoted

Equity Security

-0.0561 -0.0732

A brief explanation of any of

the figures above necessary to

enable the figures to be

understood

Please see attached result announcement for commentary on the

result.


Authority for this announcement

Name of person authorised to

make this announcement

Louise Newsome, Chief Financial Officer

Contact person for this

announcement

Louise Newsome, Chief Financial Officer

Contact phone number +64 9 886 9840

Contact email address ir@myfoodbag.co.nz

Date of release through MAP 21 May 2026


Audited financial statements accompany this announcement.

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Distribution Notice

Section 1: Issuer information

Name of issuer My Food Bag Group Limited

Financial product name/description Ordinary shares

NZX ticker code MFB

ISIN (If unknown, check on NZX website) NZMFBE0004S1

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 4 June 2026

Ex-Date (one business day before the Record Date) 3 June 2026

Payment date 18 June 2026

Total monies associated with the distribution $2,890,806.36

(251,374,466 shares at $0.0115 per share)

Source of distribution (for example, retained

earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

1

$0.01597222

Gross taxable amount

2

$0.01597222

Total cash distribution

3

$0.01150000

Excluded amount (applicable to listed PIEs) N/A (not a listed PIE)

Supplementary distribution amount $0.00202941

Section 3: Imputation credits and Resident Withholding Tax

4


Is the distribution imputed Fully imputed

If fully or partially imputed, please state imputation

rate as % applied

5


28%

Imputation tax credits per financial product $0.00447222

Resident Withholding Tax per financial product $0.00079861


1

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of Resident

Withholding Tax (RWT).

2

“Gross taxable amount” is the gross distribution minus any excluded income.

3

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT. This should

include any excluded amounts, where applicable to listed PIEs.

4

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is fully imputed

the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute advice as to whether

or not RWT needs to be withheld.

5

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.



Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

Start date and end date for determining market

price for DRP


Date strike price to be announced (if not available at

this time)


Specify source of financial products to be issued

under DRP programme (new issue or to be bought

on market)


DRP strike price per financial product

Last date to submit a participation notice for this

distribution in accordance with DRP participation

terms


Section 5: Authority for this announcement

Name of person authorised to make this

announcement

Louise Newsome, Chief Financial Officer

Contact person for this announcement Louise Newsome, Chief Financial Officer

Contact phone number +64 9 886 9840

Contact email address ir@myfoodbag.co.nz

Date of release through MAP 21 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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