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Annual report and corporate governance statement

Board Change4 June 2026RYMHealthcare

Annual Report
RYMAN HEALTHCARE 2026

This report covers Ryman’s business operations for the period
1 April 2025 to 31 March 2026.

This is an integrated report that has been prepared in

accordance with the principles of the Integrated Reporting

Framework, NZX Listing Rules and the ASX Listing Rules (as

relevant for Foreign Exempt Issuers) and the Companies Act

1993, and reflects our continued strategic focus on creating

value for our shareholders and other stakeholders.

This report is published alongside our Corporate Governance

Statement on our website, which is dated 5 June 2026.

Dora and great granddaughter, Logan Campbell Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

On the front cover: Weary Dunlop Village residents Gino and Hanna
Contents

About Ryman 2

Letter from our Chair and CEO 4

Our strategy 10

Our purpose 16

Our people 22

Our places 30

Board of Directors 36

Senior Executive Team 38

Results 40

Governance 100

Our villages and directory 126

1

Deborah Cheetham Village
About Ryman

Founded in Christchurch in 1984, Ryman Healthcare is New Zealand’s

largest retirement living and aged care provider, and the leading integrated

retirement living and aged care operator in Victoria. Dual listed on the

NZX and the ASX, Ryman owns and operates 47 integrated retirement

villages across New Zealand and Australia, providing homes to over

15,500 residents and employing 7,800 dedicated team members.

Ryman’s villages provide a fully integrated continuum of care, bringing

together independent living, assisted living, and aged care services within

a single community. This model offers residents choice, continuity, and

a genuine home-for-life experience as their needs change, while giving

families confidence and peace of mind. Committed to high standards of

quality and service, Ryman delivers exceptional living and care experiences

alongside long-term value for residents, families, and shareholders.

RYMAN HEALTHCARE ANNUAL REPORT 2026

2

Recognised
by our

residents

and industry

4,686

Aged care beds

NZ: 3,927

AU: 759

15,547

Residents

NZ: 13,069

AU: 2,478

9,959

Retirement village units

NZ: 8,379

AU: 1,580

47 retirement villages


(includes two villages under construction)

NZ: 38

AU: 9

7,778

Team members

NZ: 6,072

AU: 1,706

11x


Reader’s Digest Most Trusted

Brand (NZ)

Aged care and retirement living

category

6x


Seniors New Zealand

Best Group Provider

$635,000


Funds raised by residents, team members and Ryman, donated to our

annual charity partners, Hato Hone St John and the Olivia Newton-John

Cancer and Wellness Centre

3

Letter from our Chair
and CEO

FY26 marked a significant year in

Ryman’s transformation

FY26 marked an important point in time for Ryman,

with the reset of the business now translating into

improved performance, cash flow generation, and

a stronger balance sheet.

Over the past two years, the Board and management

have taken deliberate steps to restore financial resilience,

improve transparency, and strengthen discipline. With

this foundation in place, our focus has shifted firmly to

unlocking value for shareholders.

Earnings momentum is building, operating profitability

has materially strengthened, almost doubling over

the year, and our cost-out initiatives have delivered

$57 million in annualised savings over the last two

financial years. Importantly, for the first time in more

than a decade, Ryman generated free cash flow of

$188 million. These outcomes reflect the benefits of

a more disciplined operating model and a clearer

strategic focus. We are building a more resilient and

sustainable business for the long term.

While Ryman’s share price performance remains

disappointing, our focus is on executing our strategic

priorities to close that gap. We are confident in

Ryman’s long-term positioning, underpinned by strong

demographic demand, our integrated retirement

living model and a clear focus on growing high-quality

recurring earnings, cash generation and disciplined

capital allocation. Over time, we expect this to translate

into improved returns for our shareholders.

A refreshed strategy built for

long-term value

Our refreshed strategy positions Ryman as the provider

of choice in care-centred living, building on the strengths

that have defined Ryman’s success for more than four

decades, while directly addressing the operating and

financial realities of recent years. It reinforces our

industry-leading resident experience, quality care and

integrated village model, while sharpening execution,

capital discipline and accountability.

We have made a clear and deliberate shift away from

rapid, development-led growth, toward more sustainable

value creation. Our immediate focus is now firmly on

maximising returns from our existing portfolio, fully

utilising capacity across retirement living and care, and

optimising our $12+ billion property base to reflect

demand and changing customer needs. This approach

improves earnings quality, strengthens cash flow and

enhances resilience through economic cycles whilst

providing a much stronger foundation to expand on in

the future.

FY26 has focused on enabling a stronger operating model.

As we progress the design of a future state that better

leverages our scale, lowers overheads and strengthens

data-led decision making, early benefits are beginning

to show in our performance. These improvements are

supported by clearer operating discipline, updates

to contracts and fees that better reflect inflation and

resident tenure, and tighter cost management.

Naomi James

Chief Executive Officer

Dean Hamilton

Chair of the Board

RYMAN HEALTHCARE ANNUAL REPORT 2026

4

Our portfolio review identified significant opportunity
with more than 2,000 units and beds in uncommitted

development in regions with enduring demand, whilst

identifying seven land bank sites that are no longer

considered appropriate and will be divested.

Further development will only be pursued when it is

supported by strong demand, and it is the best use of

capital to grow shareholder value. Capital will then be

committed selectively, reducing capital intensity and

execution risk.

For more detail, please refer to the ‘Our refreshed

strategy’ section on page 11.

Reset balance sheet and new capital

management framework underpin

planned return to dividends

In FY26, we completed the reset of our balance sheet.

Ryman now has a strong and flexible balance sheet,

supported by lower-cost debt, no bank maturities until

FY31 and more than $600 million of available debt

headroom. Along with ongoing surplus land divestments,

this provides resilience through cycles and capacity to

fund future growth when market conditions support,

or to consider other capital management options.

In February this year, we introduced an important

step change in our capital discipline with a new capital

management framework which establishes prudent

and resilient capital parameters.

In the near-term, our priorities are clear: improving cash

generation, growing recurring earnings and maintaining

flexibility to pursue high-return growth opportunities.

These provide a clear pathway to a return to sustainable

dividends in FY28, with a payout policy of 20–50% of

cash flow from existing operations per share.

Ryman’s dual listing on the Australian Securities Exchange

(ASX) last October was important in expanding access to

funding, broadening the investor base and positioning

Ryman for future growth across both New Zealand and

Australia, benefiting all shareholders.

Our commitment to resident satisfaction and

high-quality care remains unwavering. These

sit at the heart of our purpose and values and

are foundational to the trust placed in us by

residents, families and communities.”


5

Operating EBITDAF
1


$88.3m

FY25: $45.5m

+94%

Retirement living unit stock

(unoccupied units)

1,253

Contracted: 383

Uncontracted: 870

FY25: 1,239

+14

Free cash flow

1

$188.3m

FY25: ($94.2m)

+$282.5m

Average contracted DMF

for new residents

30%

FY25: 22%

+8ppts

Aged care operating

EBITDAF per bed

1

$17.7k

1H26: $15.3k 2H26: $20.1k

+31%

(HoH)

Sales of retirement living

ORAs (occupation basis)

1

1,410

New sales: 348

Resales: 1,062

FY25: 1,523

-7%

Aged care occupancy

(mature villages)

96.0%

FY25: 96.3%

-0.3ppts

Capex

1


$221.8m

FY25: $535.9m

-59%

Net cash flow from RADs

and other care capital

1

$81.4m

FY25: $83.7m

-3%

1

The metric is classified as non-GAAP, meaning it does not adhere to a standardised definition under GAAP (Generally Accepted

Accounting Practice). Non-GAAP measures are presented to assist investors in understanding Ryman's performance. It may not

be comparable to similar financial information presented by other entities. Free cash flow combines cash flow from existing

operations (CFEO) and cash flow from development activity (CFDA), reflecting all operating and development cash flows.

Change relative to FY25

RYMAN HEALTHCARE ANNUAL REPORT 2026

6

Significant progress against our
strategic priorities

During the year, we delivered significant progress

towards our FY29 cash release target of $500 million,

with $150 million net cash flow released from

developments and $72 million in proceeds from land

divestments settled in FY26.

In FY26 we have also delivered $47 million of sustainable

improvement in cash flow from existing operations as

gains were made across aged care, retirement living

and support services. Within our care business we have

improved occupancy, increased revenue per bed, and

closely managed our costs to grow care margin. We

have delivered continued overhead and procurement

cost savings as well, with $57 million in annualised cost

savings achieved over the past two years. We also

exited underperforming assets, including the closure

of two villages, while positioning the business for

anticipated changes to New Zealand Government

funding in 2027.

We continued to take a more disciplined approach

to development growth, focusing on reducing upfront

investment and maintaining flexibility. Construction

activity reduced during the year with village sites under

construction reduced from seven to two. In addition,

the redesign of Hubert Opperman Village is expected

to improve the timing and recycling of capital across

future stages.

Alongside financial and operational performance,

the quality of care and resident experience across

the portfolio remained consistently strong. Resident

satisfaction remained high, evidenced by strong

Net Promoter Scores and continued external recognition

across the sector.

In FY26, Ryman was named Best Group Provider

by Seniors New Zealand for the sixth time, with a

further 14 awards recognising individual villages.

Diana Isaac Village received the Enduring Excellence

Award, reflecting more than five years of sustained

high performance – an honour awarded only six times

in the past decade. Ryman was also recognised as

New Zealand’s Most Trusted Brand in aged care and

retirement living by Reader’s Digest for the eleventh

time, in 2025.

Responding to industry changes

Customer expectations continue to evolve, with residents

seeking greater choice, flexibility and transparency

in how they live, the services they receive and how

they fund their care. Responding to these changing

preferences is a core focus for Ryman.

The introduction of the Resident Fund, which enables

Ryman retirement living residents to use their capital

to seamlessly transfer to care, has increased flexibility

in how residents fund care, while supporting the

long-term sustainability of care funding across the

portfolio. Following a successful pilot, the Resident Fund

has now been rolled out across all New Zealand villages,

providing greater choice and peace of mind for residents

and their families.

Serviced apartments represent a significant near-term

opportunity. Ongoing refinement of product design

and service delivery is improving occupancy, sell-down

rates and flexibility across the portfolio, while

broadening appeal to residents seeking additional

care and service options.

We continue to see strong demand for our premium

care accommodation across our New Zealand villages.

Room premiums have continued to grow, underpinned

by the demand for our care offering. This trend also

reflects a long-standing preference in the New Zealand

market, particularly among prospective residents and

their families, for paying a daily premium rather than

making a capital lump sum payment. In Australia,

Refundable Accommodation Deposits (RADs) are

the preferred method of paying for residential aged

care, involving a lump-sum payment made on entry.

Consistent with premium trends in New Zealand, we

have seen strong growth in RADs in Australia, reflecting

sustained demand for our accommodation offering.

Occupancy in our mature care facilities in New Zealand

and Australia averaged 96% for FY26.

7

Regulatory change to support growing
demand for aged care

FY26 saw a highly active policy environment, with the

introduction of the new Aged Care Act, strengthened

Aged Care Quality Standards, and retirement village

reform in Australia, alongside ongoing consideration

of both retirement village and aged care sector reforms

in New Zealand.

New Zealand already faces a shortage of aged care

beds, with forecasts suggesting this gap will widen

significantly over the next decade. As demand for care

and assisted living continues to grow, governments

are increasingly recognising that existing funding

and operating models will need to evolve to support

sustainable aged care delivery and relieve pressure

on the wider health system.

Ryman’s contract terms are already aligned with the

proposed changes to New Zealand’s Retirement Villages

Act, while our scale, integrated model and flexible

operating structure position Ryman well as policy

settings continue to develop.

The Government’s Ministerial Advisory Group

recommendations on aged care funding reform are

expected in the coming weeks, with a government

response anticipated ahead of the New Zealand

election. We expect some similarities with reforms

introduced in Australia, which have supported more

efficient utilisation of aged care and hospital capacity.

Operating on both sides of the Tasman provides Ryman

with valuable insight into the practical impacts of

reform and the policy settings required to support

long-term sector sustainability and investment.

Aged care is healthcare. Ensuring funding models

appropriately support the delivery of high-quality,

sustainable care will be critical to the long-term

resilience of the health system and the communities

it serves.

Significant Board renewal

The refresh of the Board continued with the appointment

of Hamish Rumbold as an independent director. Hamish

brings deep expertise across customer experience, digital,

data and technology, alongside extensive leadership

experience in transformation, operational performance

and governance. We are confident that we have the

right skills and capabilities to support management in

delivering our strategic objectives and build a strong,

resilient Ryman for the future. Paula Jeffs has elected to

retire at this year’s Annual Shareholder Meeting, and we

thank her for her dedication and contribution over the

last six years.

Resilience in a changing global environment

Ryman has a solid foundation, strengthened resilience

and a clear plan to grow shareholder value. Our priorities

are transparent and measurable, reinforcing accountability

to shareholders.

We are targeting $150 million in sustainable cash flow

improvement by FY29, supported by pricing resets, cost

efficiencies and rising occupancy. We also expect to

release at least $500 million in cash by FY29, providing

flexibility to strengthen the balance sheet, invest for

growth and support the return to dividends. This cash

release includes the sell-down of surplus land holdings,

with an increased target of ~$250 million.

Current market conditions remain mixed, with geopolitical

tensions and elevated fuel prices creating economic

uncertainty in the near-term. Despite this backdrop,

demand for Ryman’s care and serviced apartments has

continued to grow year-to-date on the prior corresponding

period. This reflects the resilience of care-centric demand,

supported by favourable long-term demographics and

increasing pressure on health and aged care systems.

This needs-based demand is also providing greater

earnings diversification relative to retirement living.

While we continue to closely monitor global developments

and the potential impacts on our markets, our FY27

priorities are clear. We are focused on driving occupancy

in our more recently opened villages through improved

sales effectiveness and our refined serviced apartment

offering, and we are progressing opportunities to further

reduce the operating cost base to offset inflationary

pressures. Together with our reset revenue settings, these

initiatives will drive an improvement in cash flow and

earnings from aged care.

RYMAN HEALTHCARE ANNUAL REPORT 2026

8

Naomi James
Chief Executive Officer

Ryman Healthcare Limited


Dean Hamilton

Chair of the Board

Ryman Healthcare Limited

We enter this period of ongoing global uncertainty

with a stronger and more resilient business than

two years ago. The foundations of the business have

been materially strengthened through raising new

equity to lower gearing, changes to revenue settings,

reduced development exposure and overheads,

improved financial reporting and transparency, and

long-tenor debt.

Long-term fundamentals remain strong

Looking ahead, Ryman’s refreshed strategy provides

clear priorities and a strong platform for sustainable

growth. The momentum achieved in FY26 positions

the business well to deliver against its FY29 targets,

including growth in recurring earnings, significant cash

release through inventory sales and land divestments,

and the benefits of ongoing cost reduction initiatives.

The long-term fundamentals of our market remain

compelling. The 80+ population is expected to double

by 2050, increasing demand for care and assisted

living and creating greater supply scarcity. Ryman’s

scale, improving performance and increased capital

flexibility, position us well to meet this growing demand,

while delivering sustainable long-term returns for

shareholders and high-quality outcomes for residents.

Thank you for your trust and support

We would like to thank our team members for the

compassion, professionalism and dedication they show

every day. The commitment of our nurses, caregivers

and village teams continues to underpin the quality of

care and resident experience that defines Ryman.

We also thank our residents and their families for the

trust they place in us and for allowing us to be part of

their lives and communities.

Importantly, we thank our shareholders for their patience

and continued support as we focus on improving

performance and delivering sustainable long-term returns.

We remain focused on executing our refreshed strategy

with pace and discipline. We are clear on the actions

required and are committed to building a strong, resilient

Ryman for the future.

9

Our strategy
Dawn and Julie, Richard Hadlee Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

10

Our strategy marks a deliberate shift away
from rapid, development-led growth

reliant on capital gains, toward sustainable

value creation.”


Our refreshed strategy

Ryman’s refreshed strategy builds on the core strengths

that continue to define our business: industry-leading

resident experience, high-quality clinical care, and an

integrated village and care model. These foundations

remain central to our purpose and values and continue

to differentiate Ryman in an evolving retirement

living and aged care sector, ensuring residents receive

consistent, high-quality support as their needs change.

At the same time, the strategy reflects the assessment

of the environment in which we now operate. In recent

years, rising operating costs – particularly through the

COVID period – were not fully offset by fee increases,

adding pressure on cash flows at the same time the

business undertook a large capital-intensive development

programme. During this time, non-village costs grew

faster than resident numbers, and systems and processes

did not scale at the same pace as the organisation.

Strong property price growth obscured the underlying

impact of these pressures.

Following a period of stabilisation, Ryman’s strategy marks

a deliberate shift away from rapid, development-led

growth reliant on capital gains, toward sustainable value

creation. The focus is on strengthening recurring earnings,

improving utilisation of existing assets and capacity,

and actively optimising a high-quality property portfolio

in line with demand and the evolving expectations of

current and future residents. Development remains an

important part of Ryman’s future, but it will be disciplined,

phased and underpinned by clear value and return

expectations.

Ryman’s large, integrated portfolio of 47 villages across

New Zealand and Victoria provides scale efficiency and

operational flexibility that are difficult to replicate.

Premium locations, modern design, high build quality

and integrated care facilities support long-term demand

and asset value, while contributing to resident

wellbeing and quality of life.

Our ‘one move’ proposition enables residents to remain

within the same community as their needs evolve,

supporting resident satisfaction, retention and stable

occupancy, while enhancing asset utilisation and cash

flow resilience.

These strengths are reinforced by strong demographic

tailwinds. The population aged 80 and over – those

most likely to seek integrated living and care – is expected

to double by 2050, positioning Ryman to meet the most

strongly growing source of demand

for assisted living

and higher-acuity care, supporting more residents with

increasingly complex needs.

Together, these factors support a clear shift to a more

resilient, predictable and sustainable operating model –

one that is grounded in consistently delivering high-quality

outcomes and experiences for our residents, while

supporting long-term value for shareholders.

11

Our strategic framework
This strategic shift is underpinned by a clear framework to guide execution and capital allocation.

In the near-term, priorities are focused on resetting and improving performance through improved

operational discipline, enhanced recurring earnings and better utilisation of existing assets.

Over the medium to long term, the focus shifts to building an operating platform for long-term

competitive advantage and disciplined, value-accretive growth, ensuring capital is deployed where

it generates the highest returns and aligns with evolving customer demand.

The priorities set out in our strategy on a page translate strategic intent into focused action, guiding

the delivery of long-term value creation for shareholders while maintaining an unwavering commitment

to resident experience and high-quality care.

Enhance freedom, connection and wellbeing for people as we grow older

Our purpose

Our strategic pillars

Deliver industry-leading customer satisfaction and grow total shareholder returns

Be the provider of choice

Industry leader in care-centred living, providing

choice, control and community to growing

80+ population

Optimise existing portfolio

Optimise portfolio for value, allocate capital to

grow returns and reduce capital intensity

Grow recurring earnings

Grow recurring earnings through reset pricing,

operational excellence and improved occupancy

Value-creating portfolio growth

Disciplined capital allocation to brownfield and

greenfield expansion into markets with enduring

demand

Our strategy on a page

RYMAN HEALTHCARE ANNUAL REPORT 2026

12

Provider of choice in care centric living
Our first strategic pillar is to strengthen Ryman’s position as the provider of choice in

care-centric living for the growing 80+ population. The most strongly growing demand is in

assisted living and aged care – the fastest-growing segments of the market – where Ryman

holds a strong competitive advantage through its integrated model, scale and clinical capability.

Growing high quality recurring earnings

The second pillar focuses on building a business capable of delivering reliable, sustainable

growth in recurring earnings. This includes resetting pricing where appropriate, driving

operational excellence, and improving utilisation of our existing portfolio to support higher

occupancy and improved cash flow.

Optimising the portfolio for value

The third pillar focuses on optimising our property portfolio to improve returns and reduce

capital intensity. Capital will be allocated with discipline to ensure the portfolio continues to

meet evolving customer needs, while delivering sustainable cash returns and long-term value

for shareholders.

Disciplined portfolio growth

The fourth pillar focuses on disciplined, value-creating portfolio growth as a key driver of

long-term shareholder returns. Development will be phased and guided by clear return

thresholds, ensuring growth is value accretive.

Together, these pillars reflect a balanced approach, strengthening performance today while

positioning Ryman to deliver sustainable long-term value. They support our ambition to deliver

industry-leading resident satisfaction and grow total shareholder returns through stronger

recurring earnings, sustainable dividends, and active portfolio management and investment,

maximising the value of Ryman’s sizeable property portfolio over time.

13

Our continuum of care model
Ryman’s continuum of care model is designed to support

residents as their needs change over time – providing

choice, control, connection and a genuine home for life.

By integrating retirement living and aged care within

a single village, residents can access the right level of

support as their needs change, without leaving their

community, supporting continuity of care, trust and

long-term satisfaction.

Each village brings together independent living, serviced

apartments and residential aged care in one integrated

setting. This model, pioneered by Ryman in New Zealand,

enables ageing in place while delivering operational

efficiency and consistent, high-quality resident care and

experience. It also attracts residents at an older average

entry age than the broader sector, reflecting the strength

of a proposition designed around evolving care needs.

Across our portfolio of 47 villages in New Zealand and

Victoria, we provide homes and care services to more

than 15,500 residents. Our villages are large-scale,

premium assets, typically supporting between 300 to

400 residents each. This scale allows us to offer greater

choice, more specialised services and higher amenity

while enabling efficient asset utilisation and cost

structures that are difficult to replicate.

Our retirement living offer includes a mix of one, two

and three bedroom villas and apartments, alongside

serviced apartments located within our main village

buildings. These same buildings also house our aged

care centres, providing multiple levels of care, from rest

home and respite through to hospital, dementia and

palliative care, allowing residents to move seamlessly

through the continuum. Importantly, our model offers

flexibility at both a village and individual resident level.

Ryman’s revenue model is aligned with this continuum.

Capital contributions and capital gains from retirement

living support returns from independent living, while

margins from care and services including government

funded Support at Home in Australia, and private additional

care support and services in New Zealand, underpin returns

as residents progress along the continuum. As demand

continues to shift toward more assisted living and higher

acuity care, this integrated model creates opportunities

to increase service based revenue and improve

portfolio returns.

As demographic tailwinds accelerate and demand for

integrated living and care grows, Ryman’s scale, premium

locations, modern design, build quality and integrated

care facilities will serve to strengthen our competitive

advantage. The continuum of care model underpins stable

occupancy, lifetime customer value and long-term asset

performance, supporting sustainable value creation for

residents and shareholders.

Included in base packageOptional service at additional cost

Independent

living

Serviced

apartments

Aged

care

Access to wellbeing programmes including

Ryman Triple A and Engage, social activities

and entertainment

24/7 security with a comprehensive resident

assistance call system

Morning or afternoon tea, and weekly happy hour

Hotel services (laundry, linen, housekeeping)

Daily chef-prepared meal

Additional care support if required e.g. administering

medication, showering and dressing, wound care

Electricity and heating cost included

Comprehensive clinical care including hospital

and dementia/memory care

Continuum of care for our residents

RYMAN HEALTHCARE ANNUAL REPORT 2026

14

Independent
living

Serviced

apartments

Aged

care

Village fees

(for village operating costs)

Care fees

(vary based on level of care)

Deferred management fees

(for property management and capex)

Accommodation premiums

(vary reflecting room features

and enhancements)

Resident capital

3

Additional services

1

Proportion of portfolio by count of retirement village units and aged care beds at 31 March 2026.

2

At 31 March 2026.

3

Resident capital includes occupation right agreements (ORAs), refundable accommodation deposits (RADs)

and Resident Funds (RFs).

Independent

living

Serviced

apartments

Aged

care

% of portfolio

1

49%19%32%

Features

One, two and three-

bedrooms all with full

kitchens and bathrooms

Attached garage or

optional car park

Includes kitchenette,

fridge-freezer and

microwave

Easy access to the

village centre

Almost all rooms include

a private ensuite

Rest home, hospital and

dementia levels of care

at most villages

Product mix57% apartments,

43% villas

90% one bedroom,

10% studio

99% one bedroom,

1% two bedroom

Typical size70–130 sqm30–60 sqm20–30 sqm

Average tenure9 years4.5 years1–2 years

Asset value$8,098 million

2

$2,336 million

2

$1,026 million

2

Continuum of care and the revenue model

Continuum of care in our property portfolio

15

Our purpose
Natasha and Ivon, Bert Sutcliffe Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

16

Residents at the heart of our purpose
At Ryman, our residents are at the heart of everything

we do. Our purpose guides how we design our villages,

deliver care, and create communities where residents

can live with freedom, connection and wellbeing. It is

reflected not only in what we deliver, but in how we

deliver, every day, in every village.

Our continuum of care model enables residents to age

in one place, with the confidence that their changing

needs will be met in familiar surroundings, by people

they know and trust. This genuine home‑for‑life

approach allows residents to maintain independence

for as long as possible, while providing seamless access

to higher levels of support and care when required.

During FY26, Ryman welcomed more than 4,600

residents into our care centres, including over 3,000

entering a Ryman care centre for the first time. This

reflects the strong trust families place in Ryman as a

provider of choice, built on a foundation of high-quality

clinical care.

Our expert village-based clinical teams are supported

by a dedicated Clinical and Resident Services team,

providing both on-the-ground insight and expert

clinical oversight. This integrated model ensures

residents and their families have access to timely

information, guidance and support to make informed

decisions as care needs change. Where change has

been required, including the closure of our two oldest

care facilities in Christchurch, we supported residents

to move into new homes with safety and compassion,

reinforcing the strength of our care culture and the

commitment of our teams.

Strong resident experience and sector

recognition

Resident advocacy is a strong indicator of the effectiveness

of our purpose‑led approach. We consistently achieve

high levels of resident satisfaction, reflected in strong

Net Promoter Scores and independent recognition

across the sector.

In FY26, Ryman was named Best Group Provider by

Seniors New Zealand for the sixth time, alongside a record

14 additional awards recognising individual villages.

Diana Isaac Village received the Enduring Excellence

Award, recognising more than five years of consistently

high performance – an honour awarded only six times in

the past decade. Ryman was also named New Zealand’s

Most Trusted Brand in the aged care and retirement living

category at the 2025 Reader’s Digest Most Trusted Brand

Awards. These accolades reflect the consistent delivery

of high-quality care and services by our people across

the organisation.

Our commitment to resident wellbeing extends beyond

clinical care to encompass a more holistic understanding

of what it means to live well. Across our villages, residents

are supported to live full and connected lives through

thoughtfully designed environments, quality dining

experiences, health and wellbeing programmes and a

wide range of social, cultural and recreational activities.

Digital innovation also plays an important role. Ryman’s

award‑winning myRyman Resident App is now used by

82% of independent residents and is a key channel for

connection and engagement.

Residents frequently tell us that they have a ‘bigger life’

since moving into a Ryman village – a benefit that sits at

the very heart of our purpose.

Ryman’s driving purpose is to enhance freedom,

connection, and wellbeing for people as we

grow older.”


17

Innovating to support choice and
flexibility

Purpose also guides how we innovate. In FY26, we

introduced the Resident Fund, a market-leading initiative

that enables care residents to fund costs using the equity

in their retirement village unit. Following a successful

pilot, the Resident Fund has been rolled out across all

New Zealand villages, supporting residents and families

during care transitions, while also contributing to more

efficient capital management. We see significant future

opportunity for this offering to provide greater flexibility,

choice and peace of mind for residents and their families.

We also continued to evolve our serviced apartment

offering, expanding choice and attracting a broader range

of customers to the Ryman model. Serviced apartments

have long provided a convenient option for residents

requiring additional support. In FY26, we have been

refining product design and service flexibility to better

align with changing customer needs, support stronger

occupancy and improve sell down outcomes.

These initiatives reflect our broader focus on optimising

existing assets in every area of the organisation,

responding to growing demand for higher levels of

service and changing care needs, further strengthening

Ryman’s integrated village offering.

For the Iacono family, moving to Deborah Cheetham

Village was about more than finding good care – it was

about staying together in one connected community.

Rae Iacono, her husband John, and their son Tony all live

within the village, supported across independent living,

serviced apartment living and dementia care.

The move came after challenges managing different care

needs at home. “We realised that we were in a pretty

fragile state,” Rae says. “With John in the nursing home,

Tony having falls, and me living by myself... it was time.”

With family in Ocean Grove, relocating made sense.

Finding a community that could support all three within

one village was equally important. “It had everything

we needed,” Rae says. “A serviced apartment for Tony,

special care for John, and a villa for me – so we could all

be together, just metres apart.”

For Tony, serviced apartment living has provided greater

independence alongside the reassurance of additional

support when needed. “I like having independence to

do my own thing but also having security. You know

you’re going to be safe,” he says.

For Rae, it has brought a deep sense of relief. “A lot of

stress has been relieved,” she says. “It’s just fantastic.

It’s just like being at home... because this is now our

home,” Rae says.

Living within one community has allowed the family to

maintain the moments that matter most – spending

time together, visiting the café and welcoming

grandchildren and great-grandchildren into the village.

Across the village, Rae says it’s the kindness and

connection that stand out. “Everyone smiles... you don’t

feel like you’re anonymous,” she says. “I have absolutely

no regrets. It’s worked really well for us.”

Iacono family connected

across every level of care

Iacono family, Deborah Cheetham Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

18

Giving back to the communities we
operate in

Beyond our villages, we are proud to make a

meaningful contribution to the wider community in

close partnership with our residents. Long-standing

charity partnerships, national initiatives and local

causes are supported enthusiastically across our

villages, reflecting the generosity, compassion and

shared values of the people who call Ryman home.

In 2025, residents and Ryman together raised a

record $520,517 for our New Zealand charity partner

Hato Hone St John. These funds supported initiatives

including the St John in Schools programme and

contributed to the cost of running the national

ambulance service, a service relied on and deeply

appreciated by many Ryman residents. In Australia,

$115,283 was raised for the Olivia Newton-John

Cancer and Wellness Centre, directly supporting

people navigating cancer care.

Ryman also partnered with Alzheimers New Zealand

during FY26 to support greater dementia awareness,

education and community wellbeing across our villages.

The partnership provided opportunities for Ryman

team members to access sector-leading research,

insights and training through the Dementia Learning

Centre, while also helping share knowledge and promote

dementia-friendly practices within our communities.

Through collaboration on awareness and education

initiatives, the partnership further supported the

wellbeing of residents, families and team members.

Looking ahead, we have commenced partnerships with

our 2026 charities. In New Zealand, we are supporting

Bowel Cancer New Zealand, the country’s national

bowel cancer charity dedicated to prevention and

improving outcomes. In Australia, we are partnering

with Dementia Australia, the national peak body

supporting people living with dementia, their families

and carers. Both causes touch so many within our

community, and we are incredibly proud to stand with

our residents alongside these two organisations in the

year ahead.

Our residents also supported a range of grassroots

initiatives, including our Christmas Shoebox Project

in New Zealand and the RizeUp Gift Appeal in Australia.

Using gift cards provided by Ryman, residents purchased

thoughtful Christmas items for families in need, with

many also contributing handmade gifts. These initiatives

reflect the strong sense of connection, kindness and

community spirit at the heart of our villages.

Our commitment to enriching lives extends beyond

charitable giving, reflecting a broader dedication

to strengthening the arts and cultural life of the

communities we serve. In 2025, we proudly sponsored

the Royal New Zealand Ballet’s festive season

performance, The Ryman Healthcare Season of The

Nutcracker, marking the final chapter of a partnership

that spanned more than a decade. This incredible

relationship was defined by shared values, delivering

national pride and a belief in the transformative

power of the arts. Ending on a high, the nationwide

tour served as a fitting finale – celebrating not only an

iconic production, but also the extraordinary moments

created together.

Beyond the stage, we continued to champion the

contributions of older New Zealanders through our

longstanding support of the Senior New Zealander of

the Year Award (Te Mātāpuputu o te Tau), part of the

Kiwibank New Zealander of the Year Awards. Each

year, Ryman proudly sponsors this award, recognising

New Zealanders aged 70 and over whose ongoing

contributions demonstrate that impact and inspiration

know no age. In 2026, Dr Alan and Hazel Kerr were

named Senior New Zealanders of the Year, honoured

for more than two decades of humanitarian service and

global impact – an embodiment of the values we stand

for and the enduring difference one can make at any

stage of life.

Beyond our villages, we are proud to

make a meaningful contribution to the

wider community in close partnership

with our residents.”


19

I’m happy here. I feel safe, cared for,
and like I belong.”


20

RYMAN HEALTHCARE ANNUAL REPORT 2026

For 92-year-old Effie Trellis, independence, social connection, and a sense of
belonging remain central to her wellbeing – all of which her daughter Maria

says have flourished since moving into the Bert Newton Village care centre

nearly a year ago.

Like many families, the decision to transition a loved one into care came with

uncertainty. However, their first experience at the village quickly put them at

ease, with Maria recalling the warmth of the team and welcoming atmosphere.

“It wasn’t just staff doing their job. They genuinely cared,” she says.

Effie has now settled into a comfortable rhythm built around shared meals,

engaging activities, and friendships formed with other residents.

“We chat, play games and keep each other company,” says Effie. “It’s lovely.

I really do feel at home here.”

For Maria, seeing her mum thriving has made all the difference. The team’s

commitment to understanding Effie’s preferences and routines has given Maria

confidence that her mum is in the right place.

“It’s hard to explain the relief when you know your parent is truly supported,”

she said. “Mum isn’t just cared for, she’s valued.”

It’s often the smallest gestures that mean the most to Effie. Whether it’s a cup

of tea made just the way she likes it or someone stopping for a chat, these

moments reinforce her sense of dignity and belonging.

“You don’t get lost in the crowd here,” she says. “The staff are wonderful...

they feel like family.”

Maria has also noticed a lift in her mother’s social confidence. Effie is more

engaged, enjoying conversation and companionship, and embracing the

connections that come with village life.

“It’s beautiful to see her laughing and enjoying company,” she says.

For their family, Bert Newton Village has provided something priceless – peace

of mind and the freedom to simply enjoy time together.

“We laugh more now... our visits aren’t filled with worry. That’s a gift,” said Maria.

Effie sums it up: “I’m happy here. I feel safe, cared for, and like I belong.”

For Maria, that says everything.

How care and connection made

Bert Newton Village home for Effie

Effie and daughter Maria, Bert Newton Village

21

Our people
Neil and Jess, Keith Park Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

22

Investing for greater outcomes
Our people and unique culture are central to Ryman’s

success. Delivering high-quality care and exceptional

resident experiences depends on having capable,

engaged and supported teams at every level of the

organisation. We continue to place strong emphasis on

building performance, capability and accountability,

while creating an environment where people feel

valued, heard and able to grow.

Over the past year, we have strengthened leadership

expectations and performance discipline across the

business. Clear expectations and a consistent approach

to reviewing and reporting on delivery are now

embedded for all leaders and key roles, improving

accountability for outcomes across the organisation.

In parallel, development plans for leaders and other

key roles, form a foundation for building current

and future leadership capability aligned to Ryman’s

strategic priorities. We have also evolved how our

executive and senior leaders operate, reinforcing a

culture of accountability, collaboration and continuous

improvement.

Investment in organisational capability continued to

accelerate over the year. We strengthened our internal

pricing expertise, expanded our customer nurture

capability, and increased focus on product research and

design. We also enhanced sales training programmes

to support improved front-line performance.

Building collective capability and connection across

the organisation remains a key priority. During the

year, we launched Connect and Learn, a series of

forums designed to bring office-based teams together

to share knowledge, build capability and strengthen

cross- functional relationships. These initiatives support

stronger decision-making, reduce silos and help

embed a more connected and collaborative

organisational culture.

Engaged teams in safe, high-performing

workplaces

Listening to our people is a critical part of strengthening

engagement and performance. During the year, we

transitioned from an in-house survey tool to Culture Amp,

providing enhanced reporting capability and access to both

internal and external benchmarking. Participation in our

team survey increased to 78%, up from 70%.

The value of this survey lies not only in participation,

but in how insights are used, enabling leaders to better

understand what matters most to teams and drive more

targeted, impactful actions to improve ways of working

and engagement across the organisation.

During the year, we introduced a new Ryman Code of

Conduct to simplify our guidance and set clear, practical

and meaningful expectations for how we work. The Code

clearly sets out the standards and behaviours expected

of all team members, to support a positive and respectful

workplace. It is designed to help guide team members to

make consistent, sound decisions – whether in interactions

with colleagues or in the care we provide to residents.

Clinical care and quality

We strengthened clinical performance during the year

by enhancing our clinical data and dashboards, improving

visibility of risk within these clinical indicators across villages

and enabling insights at both village and resident level.


Our support model was refined based on these indicators,

lifting performance through a tiered approach tailored to

each village’s needs. Data also guided programme delivery,

maintaining focus on areas of highest risk. An example

is our refreshed dementia awareness programme. This

data-led approach improves engagement, reduces learning

time, and allows teams to spend more time delivering care.


We also modernised our compliance and learning

infrastructure by consolidating training onto the SafetyCulture

platform, improving governance, data integrity, and visibility

of compliance. Mobile-enabled access supports timely

completion of critical learning, while online competency

assessments strengthen assurance that training translates

into capability in practice.


Together, these improvements support more consistent

delivery of safe, high-quality care for our residents.

Our people and unique culture are central

to Ryman’s success.”


23

Health, safety and wellbeing remain
core priorities

Over the year, we continued to strengthen our

approach to health and safety, with a focus on

improving reporting quality, leadership engagement

and early action. Improvements in how incidents are

reported and reviewed have enabled quicker escalation

and earlier investigation, supporting our teams to

address issues and implement corrective action

more effectively.

Leadership safety walks across our villages increased

visibility and encouraged more proactive conversations

about risk. Improved data sources have also provided

real time insight into key safety metrics, supporting

stronger governance and root-cause analysis. Together,

these changes contributed to a reduction in recordable

and lost time injuries, and we are pleased to report

there were no critical injuries during the year.

We continue to encourage our teams to speak up when

something doesn’t feel right. Over the past year, we

rolled out our Speak Up – It’s Safe to Say programme

across all villages and offices, reinforcing both the

confidence and the responsibility to raise concerns.

Safe, respectful and open workplaces are fundamental

to delivering our purpose. Ongoing access to our

Employee Assistance Programme and initiatives such

as Speak Up – It’s Safe to Say promote a culture where

raising concerns is both safe and expected.

In Australia, we have continued to strengthen our

approach to psychosocial health and safety, including

the introduction of targeted training and information

aligned with new Psychological Health Regulations in

Victoria. These initiatives support team wellbeing in

a changing regulatory environment, help protect our

residents and teams, enable learning from experience,

and contribute to sustainable performance.

Recognising excellence

We take pride in recognising the contribution of our

people. The pinnacle of this is the annual Ryman Awards,

which celebrate the purpose-driven work delivered

by our teams every day. In FY26, Bruce McLaren Village

was named Village of the Year, following strong

performance across a set of metrics including feedback

from residents and their families, clinical indicators and

financial performance. The village exceeded in all areas,

reflecting the efforts of the village’s close-knit,

high-performing team.

The Kevin Hickman Award was presented to Sunny

Sandeep from Kiri Te Kanawa Village, recognising his

outstanding commitment to residents and colleagues.

A highly skilled leader, Sunny embodies the values of

kindness, excellence, leadership and care that defined

Kevin’s legacy.

The following awards recognised outstanding

performance and the meaningful contributions of

individuals and teams across Ryman over the past year,

with the winners celebrating from their villages and

offices across New Zealand and Victoria.

Caregiver of the Year

Brenda Hobbs, Ernest Rutherford Village

Nurse of the Year

Janet Bucag, Anthony Wilding Village

Construction Team Member of the Year

Hamish O’Neil, Patrick Hogan Village

Support Team Member of the Year

Rachel Alford, Jean Sandel Village

Health, Safety and Wellbeing Award

Debbie Kennedy, Edmund Hillary Village

Leader of the Year

Eloise Viscarra, Weary Dunlop Village

Sales Advisor of the Year

John Proudfoot, Linda Jones Village

Construction Site of the Year

Nellie Melba construction site

Village of the Year

Bruce McLaren Village

Kevin Hickman Award

Sunny Sandeep, Kiri Te Kanawa Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

24

Ruben Kumar has always been motivated by a simple
goal: to care for others and improve people’s lives –

a passion that has shaped his journey at Ryman.

Starting as a student nurse on placement at

Malvina Major Village, Ruben quickly found his calling in

aged care.

“My first placement was in the rest home and hospital

at Malvina Major. I found it very interesting as back

home in Fiji there are not many care facilities – people

usually live in their homes and get support from

family,” Ruben says.

“Seeing how Ryman team members cared for residents

really made me want to be a caregiver.”

After a successful start as a student nurse, Ruben’s

journey at Ryman continued to a Registered Nurse

role. His leadership potential soon became evident,

which led to his appointment as a Unit Coordinator.

As his experience grew, so too did his interest in the

broader operational side of village life. Roles as a

Resident Services Manager across several villages

allowed him to build leadership capability and gain

deeper understanding of what it takes to run a

successful village.

In 2025, Ruben was appointed Village Manager at

Possum Bourne Village – a milestone he describes

as both exciting and rewarding.

“When the opportunity came up, I thought ‘I’m

ready’. I’m very appreciative to have been given this

opportunity,” Ruben says.

Today, Ruben leads with empathy and experience,

plus a strong belief in supporting others to grow.

“I am someone who likes to empower my leaders

to reach their full potential. And this trickles down to

everyone in the team,” he says.

He encourages his team to make decisions, have

honest conversations, and continue developing,

knowing they have his support.

For Ruben, the role is about more than leadership

– it’s about people.

“Making a difference in people’s lives is incredible.

Seeing the residents flourishing after moving in –

nothing beats that.”

Leading with care: Ruben’s journey to

village manager

Ruben and Margaret, Possum Bourne Village

25

Supporting emerging talent and
future capability

We are committed to investing in the growth,

education and aspirations of our people. Education

and development are vital enablers of opportunity

and long-term capability – both for our team and the

communities we serve. Through the Cashin Scholarship,

established in memory of former Ryman director

Michael Cashin, we award $10,000 each year to support

tertiary study for a team member or an immediate

family member. The 2026 recipient, Aisha Chataika,

daughter of Heather Chataika, a caregiver at Edmund

Hillary Village, was recognised for her dedication,

resilience and determination as she commences a

Bachelor of Science.

The Graeme Rabbits Scholarship honours the late

Graeme Rabbits by supporting two team members

each year with $10,000 towards tertiary education.

Recipients are selected by Graeme’s parents, Selwyn

and Viv, based on shared values of kindness, care,

sustainability and innovation. In 2026, the scholarship

recipients were Katie-Jane Knight, Activities and

Lifestyle Coordinator at Shona McFarlane Village, who

will study for a Diploma in Diversional and Recreational

Therapy, and Taryn Campbell, Receptionist at John

Flynn Village, who will undertake a Certificate IV in

End-of-Life Doula Services.

Driving diversity, equity and inclusion

Fairness, transparency and accountability remain

central to how we attract, retain and support our

people. In both New Zealand and Australia, our gender

pay gaps are effectively closed, with New Zealand at

0.00% and Australia at -0.76%, reflecting equitable pay

outcomes across our team. We continue to monitor

and disclose this data as part of our commitment to

transparency and continuous improvement.

We are equally committed to inclusion, respect and

learning. Our aspiration is to build genuine, meaningful

relationships with Ngā iwi Māori in Aotearoa New

Zealand and with Aboriginal and Torres Strait Islander

peoples in Australia, while ensuring Indigenous

perspectives are increasingly understood and reflected

across our organisation.

During the year, our focus remained on strengthening

cultural awareness and education within our villages

and teams as an important foundation for long-term

progress. We continued to share resources and learning

opportunities with residents and team members to

promote reconciliation and deepen understanding

of Indigenous cultures and histories, including the

significance of NAIDOC Week and Reconciliation

Week. In Australia, a Reconciliation Week event was

held at Deborah Cheetham Retirement Village, where

residents heard directly from a representative of the

local Aboriginal community and took part in a shared

cultural activity, helping to foster connection, learning

and respect.

We continued to support initiatives that contribute

to greater opportunity and representation across our

team, including our annual Māori and Pasifika Nursing

Scholarship, which assists students to pursue careers

in healthcare and supports the development of a more

diverse and culturally responsive workforce.

In FY26, the scholarship was awarded to Billie-Jean

James, whose journey into nursing reflects both

personal motivation and a strong commitment to Māori

health. Supporting students like Billie-Jean helps reduce

financial barriers to study and enables greater focus

on building the skills, cultural capability and clinical

expertise needed to support whānau and communities.


RYMAN HEALTHCARE ANNUAL REPORT 2026

26

Achieving diversity outcomes
The People, Safety and Remuneration Committee reviews, and the Board approves, measurable

objectives in line with the NZX Corporate Governance Code and related guidance. Our

leadership gender diversity target is a minimum of 40% representation for both males and

females, with the remaining 20% open to any gender.

Looking across the Board and top two levels of leadership, gender balance improved and

on a combined basis, this target was met at the end of FY26 with 48% female and 50% male

(2% undisclosed). While Board diversity remains below the targeted level of 40% female, the

Board has considered diversity as well as required skills and capabilities in making new director

appointments and will continue to do so.

A comparison of gender composition within the Ryman Group as at 31 March 2026 and as at

31 March 2025 is set out in the table below.

FY26FY25

DirectorsFemale2 (33%)2 (29%)

Male4 (67%)5 (71%)

Director subtotal67

Senior Executive Team

1

Female5 (62%)4 (57%)

Male3 (38%)3 (43%)

Senior Executive Team subtotal87

Ryman leadersFemale19 (48%)19 (54%)

Male20 (50%)15 (43%)

Gender diverse0 (0%)0 (0%)

Undisclosed1 (2%)1 (3%)

Ryman leaders subtotal4035

Total5449

1

The Chief Executive Officer and Chief Financial Officer are included in the Senior Executive Team figures

and for FY26 are considered Ryman’s ‘Officers’ for the purposes of NZX Listing Rule 3.8.1, as that term is

defined in NZX Listing Rule 3.8.1(c).

27

That’s what’s special about Ryman –
there’s always support to grow, learn,

and take on new challenges.”


RYMAN HEALTHCARE ANNUAL REPORT 2026

28

Courtney Skene never expected to find a role that combined both her interests
in business and healthcare, until she joined Ryman in 2021.

Now Resident Services Manager at Bert Newton Village, Courtney was part of

Ryman‘s first graduate programme, joining the organisation after completing a

Bachelor of Commerce, alongside studies in Public Health and Health Promotion.

Drawn to the rare combination of business and care, she quickly found her place.

“It’s quite unusual to find a role where those two worlds collide in a space that

I’m truly passionate about,” she says.

Over the next five years, Courtney progressed through roles spanning operations,

sales, recruitment, and people and culture. This breadth of experience gave her a

strong understanding of the organisation and helped shape her leadership approach.

She says the opportunity to work across so many different parts of the business

has been a defining part of her journey, supported by a culture that encourages

growth and new challenges.

“That’s what’s special about Ryman – there’s always support to grow, learn,

and take on new challenges.”

Today, Courtney has come full circle, returning to operations in a leadership

role at Bert Newton Village.

“What motivates me every day is definitely the people,”

“Both staff and residents – there’s just something special about being in a

village environment,” she says.

Ryman’s commitment to development has played a key role in her progression,

with opportunities for further study and leadership development along the

way – support she now strives to pass on to her own team.

“I don’t like to think of myself as a manager – I’m part of the team,” Courtney says.

“I’ll always jump in and help wherever needed, whether that’s in laundry,

housekeeping or reception. By doing the doing, you earn trust.”

Working closely with residents has also reinforced the impact of Ryman’s continuum

of care model, particularly as residents transition into higher levels of support.

“It’s those moments of joy – seeing someone settled, happy, and supported –

that really stays with you,” she says.

For Courtney, it all comes back to one shared purpose: “Everyone is connected

by the idea of caring for our residents in a way that’s ‘good enough for Mum

and Dad’,” she says.

“That’s what makes this place so special.”

From Graduate to Resident Services

Manager: Courtney Skene’s path

at Ryman

Courtney and Judy, Bert Newton Village

29

Our places
Kevin Hickman Village

RYMAN HEALTHCARE ANNUAL REPORT 2026

30

Investing in high-quality villages for
the future

Our villages are purpose-built to support residents

to live well, both today and into the future. Through

disciplined development, active portfolio management

and a clear focus on sustainability, we continue to

invest in high-quality environments that respond to

resident demand, evolving market conditions and

long-term value creation.

Our portfolio remains relatively young, with an average

age of less than 12 years. We are continuing to invest in

both new developments and our existing villages, with

$222 million capex invested in FY26 across existing and

new communities, ensuring that these stay desirable

and fit for the future.

Evolving our development model and

delivery approach

During the year, our development and property

portfolio continued to evolve as we moderated our

development activity and progressed our shift toward

an outsourced development model. This approach

enhances flexibility, strengthens risk management and

improves capital efficiency across the development

pipeline, while maintaining Ryman’s high standards for

quality, design and delivery.

Development remains a core component of Ryman’s

long-term strategy and is being undertaken in a

phased and disciplined manner, aligned with demand

and return thresholds. The outsourced development

model is now in progress, with the main building and

remaining stages at Hubert Opperman set to be the

first project delivered under this approach.

Advancing sustainability and climate

resilience

Sustainability remains integral to village design and

operations. During the year, the Ryman Healthcare

Solar Farm in Northland became fully operational,

positioning Ryman as the first retirement village operator

in New Zealand to secure a dedicated, commercial-scale

renewable energy source. The solar farm is expected to

generate approximately 32 GWh annually, supplying

around 66% of village electricity needs and avoiding an

estimated 3,200 tonnes of carbon emissions each year.

This milestone reflects our commitment to residents,

communities and the environment. In parallel, we are

updating our climate strategy to align with our refreshed

business strategy, with a renewed focus on the climate

risks and opportunities most material to Ryman.

Ryman is a climate reporting entity. Ryman’s climate-related

disclosures will be published by 31 July 2026 and will be

available on our website.

Our villages are purpose-built to support

residents to live well, both today and into

the future.”


31

Progressing our pipeline and welcoming
new residents

Significant milestones were achieved across the portfolio

in FY26. At our Patrick Hogan Village in Cambridge,

construction of the main building commenced, and

the next stage of villas was approved by the Board in

response to strong sales momentum and anticipated

demand ahead of the main building opening next year.

In April 2025, James Wattie Village in Havelock North

was formally opened at a special event attended by

residents and members of the Wattie family. In honour

of Sir James Wattie’s philanthropic legacy, Ryman offers

a $15,000 annual scholarship for outstanding students

at the Eastern Institute of Technology Business School,

extending the village’s connection to its wider community.

Following the completion of the main building at

Keith Park Village in Hobsonville, an official opening

was held in July 2025, marked by a village community

celebration attended by nearly 250 residents and

guests. The event featured a flyover by three Warbirds,

honouring the legacy of the village’s namesake – one

of New Zealand’s most distinguished military leaders

and strategists.

Welcoming new residents into our villages reflects the

trust families place in us and confidence in the strength

of our integrated village model. In FY26, we welcomed

more than 3,700 new residents into their homes, living

in independent apartments and townhouses, serviced

apartments and care rooms. This was enabled by

continued investment in new villages, enhancing our

existing village facilities, and the ongoing evolution of

our offering to meet changing resident needs.

In July 2025, stage four of the Nellie Melba Village in

Melbourne was delivered, marking the final stage of its

development and completion of the village. In the same

month, the main building at Kevin Hickman Village in

Christchurch opened, welcoming the village’s first care

residents and marking the fifth village centre completed

within an 18-month period.

These moments reflect more than construction

progress. Each opening represents the collective effort

of Ryman team members and partners, and the sense

of belonging created as residents make each village

community their own.

Our villages are named after remarkable individuals

whose lives reflect values of contribution, resilience and

excellence. In February 2026, Northwood Village was

officially named Richard Hadlee Village, recognising

Sir Richard Hadlee’s extraordinary legacy, which

continues to define excellence in New Zealand cricket

and sport. This long-standing naming tradition continues

to build a strong sense of identity and pride across our

village communities.

Optimising our portfolio and unlocking

capital value

At the end of FY26, Ryman had two active construction

projects, reflecting the planned moderation in build rate

and significantly reducing exposure to construction cost

inflation and property market slowdown.

Alongside development activity, we completed a review

of our portfolio and land bank. This review confirmed

strong underlying demand for care and validated

opportunities for brownfield expansion across more

than half of Ryman’s existing villages. Five land bank

sites were retained following the review, with Australia

identified as more attractive based on current market

and aged care funding settings for future greenfield

development and New Zealand better suited to

brownfield expansion. We are now conducting a more

comprehensive review of development opportunities,

creating a prioritised list for future growth when market

conditions are supportive.

At the end of FY26, settled or contracted land bank

sales totalled $147 million, with an additional site

since identified for divestment. Ryman is targeting

circa $250 million in total cash release from land

sales, supporting balance sheet strength and capital

redeployment into higher-return opportunities.

RYMAN HEALTHCARE ANNUAL REPORT 2026

32

Ryman’s Northwood village in Christchurch was officially
named Richard Hadlee Village in February, honouring

one of New Zealand’s most respected sporting figures

and proud Cantabrians.

The naming reflects our long-standing tradition of

recognising remarkable individuals whose achievements

and values continue to inspire communities across

New Zealand and Australia.

Ryman Chief Executive Naomi James says Sir Richard’s

name was a fitting choice for the Northwood community.

“Sir Richard is a New Zealand legend whose

achievements are known by people around the world,

but he has always remained a proud Cantabrian. He

inspired a generation of budding cricketers, and his

dedication, humility and excellence reflect our Ryman

values. It is such an honour for us to have his name

associated with our Northwood community and to

continue his legacy through the village our residents

and team are building together.”

A proud new chapter for Northwood village

Sir Richard Hadlee attended the official naming

event, where he reflected on his career and

spoke about the significance of having his name

connected to the village, before spending time

with residents and team members during

the celebrations.

The naming marks an important milestone for

the village as it continues to grow and develop,

with the new village centre scheduled to open

later this year. The village centre will introduce

additional shared spaces and amenities, alongside

71 serviced apartments and 60 care rooms to

help meet growing demand for aged care services

in the Canterbury region.

Sir Richard Hadlee and Naomi James

33

Ryman marked a significant sustainability milestone with the commissioning of
its purpose-built solar farm in Maungatūroto, becoming the first retirement village

operator in New Zealand to secure a dedicated, commercial-scale renewable

energy source to power its operations.

The Ryman Healthcare Solar Farm will generate approximately 32 gigawatt-hours

(GWh) of renewable electricity each year, with 100% of its output contracted

exclusively to Ryman through the national grid. This level of generation is equivalent

to powering around 4,000 homes annually and is expected to reduce carbon

emissions by approximately 3,200 tonnes each year.

Chief Operating Officer Marsha Cadman says the project represents a significant

step forward in Ryman’s commitment to sustainability and its science-based

emissions reduction targets.

“The commissioning of this solar farm provides Ryman with a stable, renewable

and long-term energy source to help power our villages across Aotearoa

New Zealand,” she says. “It allows us to meaningfully reduce emissions, support

the resilience of the national grid, and better manage energy costs during a

period of increasing volatility in energy supply and pricing.”

The $35 million project has been enabled through a sleeved power purchase

agreement with Mercury, providing assured access to renewable energy while

ensuring continuity of supply when solar generation is reduced. For context,

electricity consumption across Ryman’s New Zealand villages totalled approximately

53 GWh in FY25, meaning the solar farm is capable of meeting around 66% of

near-term energy requirements.

Cadman notes that residents increasingly expect retirement providers to

demonstrate leadership on climate action. “Our residents want confidence that

we are contributing positively to the future. This partnership ensures we are

delivering renewable energy at scale, beyond rooftop solutions, in a way that

creates lasting impact.”

The solar farm was developed through a joint venture between Tupu Tonu,

Harbour Infrastructure and Purpose Capital, operating as Maungatūroto

Solar Farm Project Limited Partnership. A spokesperson for the partnership

acknowledged that Ryman’s long-term commitment was instrumental in bringing

the project to fruition. Cadman also recognised the support of local landowners,

hapū Te Uri O Hau Settlement Trust, engineering partners and the Maungatūroto

community, describing the project as a strong example of collaboration

delivering cleaner, more resilient energy for both Ryman villages and the wider

New Zealand grid.

The Ryman Healthcare Solar Farm

goes live

RYMAN HEALTHCARE ANNUAL REPORT 2026

34

The Ryman Healthcare Solar Farm
The commissioning of this solar

farm provides Ryman with a stable,

renewable and long-term energy

source to help power our villages

across Aotearoa New Zealand.”


35

Dean Hamilton
Chair,

Independent Director

BCA, CMINSTD

Dean joined the Board on 1 June 2023 and assumed the role of

Chair on 1 August 2023. From 22 April 2024 to 28 November 2024,

he assumed the role of Executive Chair while the search for a new

Chief Executive Officer was underway. The Board determined that

Dean was a non-independent director while he was the Executive

Chair, before confirming his position as an independent director

from 29 November 2024. He has an extensive background in

governance, large company leadership and financial markets across

New Zealand and Australia. He is currently Chair of Fulton Hogan

and holds director roles at Auckland International Airport and The

Warehouse Group.

Board of Directors

Paula Jeffs

Independent Director

BA, GRAD DIP (IR),

GAICD

Paula joined the Board in 2019. She is a Melbourne-based

executive, currently holding the position of Executive General

Manager People and Transformation at Melbourne Water. She

brings more than 25 years’ experience leading culture, capability

and safety in organisations across the healthcare and finance

sectors. Early in her working life, Paula spent several years as a

carer in the aged and disability sector.

James Miller

Independent Director

BCOM, AMP HBS,

CFINSTD

James joined the Board in June 2023. He has extensive knowledge

in both audit and risk and financial markets, and is the Chair of

Channel Infrastructure, deputy Chair of Fletcher Building and a

director of Vista Group. James was also previously Chair of NZX

and a director of the Financial Markets Authority.

Kate Munnings

Independent Director

LLB, AMP INSEAD,

BHSC (NURSING)

Kate joined the Board in November 2023. Based in Sydney, Kate

is a director of Vitrafy Life Sciences Limited, Joss Group and

Wesfarmers Limited, and is the Chair of the Digital Health

Cooperative Research Centre. Kate’s previous roles include

Managing Director and Chief Executive Officer of Virtus Health

Limited and Chief Operating Officer of Ramsay Health Care.

Kate has extensive experience across the construction, law

and healthcare sectors and she is a former partner at law firm

Baker McKenzie.

RYMAN HEALTHCARE ANNUAL REPORT 2026

36

David Pitman
Independent Director

BENG (AERO, HONS),

MBA, MAICD

David joined the Board in May 2024. Based in Sydney, he has

over 40 years’ experience in general, operational and financial

management, strategy development, and mergers and acquisitions.

As a Group Executive at Stockland for more than six years, he led

Group Strategy and was the CEO of Stockland Retirement Living.

He is a former partner with Boston Consulting Group and served

as the firm’s Global Finance Director, based in Boston.

Scott Pritchard

Independent Director

BED, DIPTCHG, PGDBA,

MMGT

Hamish Rumbold

Independent Director

BCOM, BPROP, GAICD

Scott joined the Board in 2024. Based in Auckland, Scott

has been CEO of Precinct Properties Group, New Zealand’s

largest owner, developer, and manager of premium real

estate in Auckland and Wellington, since 2010. Scott has

extensive experience in property development, property funds

management and asset management. Scott also serves as the

Independent Chair of the Auckland Council City Centre Advisory

Board and is a Trustee of the Tania Dalton Foundation.

Hamish joined the Board in 2026. Based in Auckland, Hamish

currently serves as a non-executive director for The Warehouse

Group, House of Travel Holdings, Livestock Improvement

Corporation and Perigee HoldCo Limited (trading as OrbitRemit).

Hamish brings deep local and international leadership expertise

in customer experience, business transformation and driving

value through the use of digital, data and technology. Hamish

was previously the Chief Digital and Technology Officer at

Kiwibank, the CEO of ClearPoint and the General Manager of

Customer Value at Air New Zealand.

Paula Jeffs will retire at the conclusion of the 2026 Annual Shareholders Meeting. Our thanks go to Paula for her

dedication to Ryman over the last six years.

37

Naomi James
Chief Executive

Officer

LLB (HONS), MLM,

AMP HBS

Naomi joined Ryman in November 2024. Naomi brings extensive

commercial and operational experience leading people, asset and

regulatory intensive businesses in Australia and New Zealand. She was

most recently the CEO of NZX-listed Channel Infrastructure where she

led a significant transformation of the company and the New Zealand

fuel industry. Naomi has previously held senior operational and strategy

roles at ASX-listed companies Santos and Arrium and brings healthcare

and governance experience having previously been a non-executive

Board member of Central Adelaide Health, an operator of two major

public hospitals.

Matt Prior

Chief Financial

Officer

ACMA, CMINSTD,

BA (HONS)

Matt joined Ryman in July 2025. An accomplished finance leader, Matt

brings a deep understanding of the value drivers in the healthcare

industry and has a proven track record of delivering for shareholders

by driving operational excellence. Matt was previously Chief Financial

Officer at clinical research organisation Emerald Clinical, where he

led the global finance and commercial teams. He has also held senior

finance roles at large multi-national companies, including Virtus Health,

Cochlear Limited, Evans & Partners and Bank of America Merrill Lynch.

Marsha Cadman

Chief Operating

Officer

BA (COMMS), MBA,

GAICD

Marsha was appointed Chief Operating Officer in September 2024,

following her return to Ryman in January 2024 as Chief Transformation

and Strategy Officer. She is responsible for operational performance,

execution discipline and delivery of the organisation’s transformation

programme across operations. She previously served as Chief

Sales and Marketing Officer at Ryman, leading the functions across

New Zealand and Australia. Marsha brings extensive senior leadership

experience across operations, transformation, strategy and sustainability

within complex, asset-intensive organisations. Her previous roles include

Group Manager Customer, Strategy and Marketing at South East Water in

Melbourne and General Manager Strategy, Customer and Sustainability at

Waste Management New Zealand, where she led large-scale operational

and strategic change focused on long-term value creation.

Rick Davies

Chief Customer Officer

BSC

Rick joined Ryman in 2019 and brings deep expertise across commercial,

sales and customer transformation, enabled by technology. He has held

senior leadership roles spanning customer, technology and commercial

functions, with a strong track record in platform modernisation, revenue

growth and customer performance. Rick has significant experience

in the e-commerce sector, having led large-scale digital products and

marketplaces. His previous roles include leading Trade Me’s retail

marketplace division, where he built and scaled customer platforms,

optimised commercial outcomes and strengthened trusted digital brands.

Senior Executive Team

RYMAN HEALTHCARE ANNUAL REPORT 2026

38

Di Walsh
Chief People and Safety

Officer

NZCS

Di joined Ryman in 2023 and brings extensive experience

leading workforce, culture and safety transformation in large,

operationally complex organisations. With an early career in

biochemistry and a strong operational foundation, she has

held senior people and culture leadership roles across Australia

and New Zealand. Di has led enterprise-wide workforce

transformation, aligning capability, leadership and safety with

organisational change and long-term performance. Prior to

joining Ryman, she held senior roles at Lion Nathan and most

recently was Group Executive Manager – People at Fulton Hogan.

Marie Bonnemaison

Chief Transformation and

Corporate Development

Officer

MECON

Dr Rachna Gandhi

Chief Enterprise Strategy,

Systems and Governance

Officer

PhD

Richard Stephenson

Chief Development

and Property Officer

MENG (CIVIL)

Marie joined Ryman in January 2025 as Chief Transformation

and Corporate Development Officer, overseeing the delivery of

Ryman’s transformation strategy. Previously Marie held roles at

leading global management consultancy McKinsey & Company

where she partnered with businesses to deliver sustainable

transformational change, specifically in the aged care, hospital

sectors and with ASX20 companies.

Rachna began working with Ryman at the start of 2026 to lead

the design of Ryman’s future operating model over the coming

year. She brings deep expertise in systems thinking, operating

model redesign, enterprise transformation, digital strategy and

AI enabled innovation, along with extensive experience guiding

complex change in regulated environments. Rachna most recently

served as Global Chief Transformation, Digital and Data Officer

for Ramsay Health Care, where she architected a best-in-class

digital healthcare ecosystem. In that role, she influenced

policy and regulatory settings while delivering measurable

improvements in patient experience, workforce engagement

and operational efficiency.

Richard joined Ryman in February 2026 and brings more than

30 years’ experience across civil engineering, construction,

property development and asset management. He has deep

expertise in the end-to-end design and delivery of large-scale,

complex developments in New Zealand and internationally,

including the UK’s Channel Tunnel Rail Link. Richard has spent

23 years in the retirement living and aged care sector, holding

senior development leadership roles with Vision Senior Living,

Metlifecare and most recently as Property Director for Bupa.

39

Results
RYMAN HEALTHCARE ANNUAL REPORT 2026

40

Bert Newton Village
41

RYMAN HEALTHCARE LIMITED
1


Consolidated income statement

FOR THE YEAR ENDED 31 MARCH 2026



Note 2026

2025

(restated)


$000 $000

Care and village fees 3.1 639,915 570,855

Deferred management fees (DMF) 3.1 158,570 142,942

Imputed interest income on refundable accommodation

deposits 3.1 35,624 32,499

Interest received 3.1 1,119 1,531

Other income 3.1 20,362 12,868

Total revenue


855,590 760,695




Operating expenses 3.2 (773,694) (751,093)

Depreciation and amortisation expenses 5.2 (42,553) (48,461)

Finance costs 3.3 (80,839) (140,263)

Imputed interest charge on refundable accommodation

deposits 3.1 (35,624) (32,499)

Impairment credit/(loss) 5.2 3,811 (172,941)

Total expenses (928,899) (1,145,257)




Profit/(loss) before income tax and fair value

movements (PBTF) (73,309) (384,562)




Fair value movement of investment properties 5.1,5.3 (104,304) 92,257





Profit/(loss) before income tax (177,613) (292,305)

Income-tax (expense)/credit 9.1 6,268 (221,442)

Net profit/(loss) after tax (NPAT) (171,345) (513,747)



Earnings per share (cents per share)

Basic 6.6 (16.9) (72.3)

Diluted 6.6 (16.9) (72.4)


The accompanying notes form part of these financial statements.





RYMAN HEALTHCARE LIMITED

1


Consolidated income statement

FOR THE YEAR ENDED 31 MARCH 2026



Note 2026

2025

(restated)


$000 $000

Care and village fees 3.1 639,915 570,855

Deferred management fees (DMF) 3.1 158,570 142,942

Imputed interest income on refundable accommodation

deposits 3.1 35,624 32,499

Interest received 3.1 1,119 1,531

Other income 3.1 20,362 12,868

Total revenue


855,590 760,695



Operating expenses 3.2 (773,694) (751,093)

Depreciation and amortisation expenses 5.2 (42,553) (48,461)

Finance costs 3.3 (80,839) (140,263)

Imputed interest charge on refundable accommodation

deposits 3.1 (35,624) (32,499)

Impairment credit/(loss) 5.2 3,811 (172,941)

Total expenses (928,899) (1,145,257)



Profit/(loss) before income tax and fair value

movements (PBTF) (73,309) (384,562)




Fair value movement of investment properties 5.1,5.3 (104,304) 92,257





Profit/(loss) before income tax (177,613) (292,305)

Income-tax (expense)/credit 9.1 6,268 (221,442)

Net profit/(loss) after tax (NPAT) (171,345) (513,747)



Earnings per share (cents per share)

Basic 6.6 (16.9) (72.3)

Diluted 6.6 (16.9) (72.4)


The accompanying notes form part of these financial statements.





RYMAN HEALTHCARE ANNUAL REPORT 2026

42

RYMAN HEALTHCARE LIMITED
1


Consolidated income statement

FOR THE YEAR ENDED 31 MARCH 2026



Note 2026

2025

(restated)


$000 $000

Care and village fees 3.1 639,915 570,855

Deferred management fees (DMF) 3.1 158,570 142,942

Imputed interest income on refundable accommodation

deposits 3.1 35,624 32,499

Interest received 3.1 1,119 1,531

Other income 3.1 20,362 12,868

Total revenue


855,590 760,695



Operating expenses 3.2 (773,694) (751,093)

Depreciation and amortisation expenses 5.2 (42,553) (48,461)

Finance costs 3.3 (80,839) (140,263)

Imputed interest charge on refundable accommodation

deposits 3.1 (35,624) (32,499)

Impairment credit/(loss) 5.2 3,811 (172,941)

Total expenses (928,899) (1,145,257)



Profit/(loss) before income tax and fair value

movements (PBTF) (73,309) (384,562)




Fair value movement of investment properties 5.1,5.3 (104,304) 92,257





Profit/(loss) before income tax (177,613) (292,305)

Income-tax (expense)/credit 9.1 6,268 (221,442)

Net profit/(loss) after tax (NPAT) (171,345) (513,747)



Earnings per share (cents per share)

Basic 6.6 (16.9) (72.3)

Diluted 6.6 (16.9) (72.4)


The accompanying notes form part of these financial statements.





RYMAN HEALTHCARE LIMITED

2

Consolidated statement of comprehensive income

FOR THE YEAR ENDED 31 MARCH 2026




Note 2026

2025

(restated)


$000 $000





Net profit/(loss) after tax (171,345) (513,747)


Items that will not be later reclassified to profit or loss

Revaluation of property, plant and equipment net of tax 5.2,6.7a,

9.1 38,578 (9,641)

38,578 (9,641)


Items that may be later reclassified to profit or loss

Fair value movement and reclassification of cash-flow

hedge reserve, net of tax


6.7b 7,075 (19,070)

Gain/(loss) on hedge of foreign-owned subsidiary net

assets


6.7c (6,999) (639)

Gain/(loss) on translation of foreign operations 6.7c 24,539 4,067

24,615 (15,642)


Other comprehensive income/(loss) 63,193 (25,283)

Total comprehensive income/(loss) (108,152) (539,030)


The accompanying notes form part of these financial statements.














RYMAN HEALTHCARE LIMITED

2

Consolidated statement of comprehensive income

FOR THE YEAR ENDED 31 MARCH 2026




Note 2026

2025

(restated)


$000 $000





Net profit/(loss) after tax (171,345) (513,747)


Items that will not be later reclassified to profit or loss

Revaluation of property, plant and equipment net of tax 5.2,6.7a,

9.1 38,578 (9,641)

38,578 (9,641)


Items that may be later reclassified to profit or loss

Fair value movement and reclassification of cash-flow

hedge reserve, net of tax


6.7b 7,075 (19,070)

Gain/(loss) on hedge of foreign-owned subsidiary net

assets


6.7c (6,999) (639)

Gain/(loss) on translation of foreign operations 6.7c 24,539 4,067

24,615 (15,642)


Other comprehensive income/(loss) 63,193 (25,283)

Total comprehensive income/(loss) (108,152) (539,030)


The accompanying notes form part of these financial statements.














43

RYMAN HEALTHCARE LIMITED
3

Consolidated statement of changes in equity

FOR THE YEAR ENDED 31 MARCH 2026


Issued capital

Asset

revaluation

reserve

Cash-flow

hedge

reserve

Foreign

translation

reserve

Treasury

stock

Share-

based

payments

reserve

Retained

earnings

Total

equity

$000 $000 $000 $000 $000 $000 $000 $000

2026


As at 1 April 2025

reported

1,923,044 116,649 1,704 6,979 (16,280) 348 2,228,679 4,261,123

Adjustment for prior

period (note 1.0) - - - - - - (76,916) (76,916)

As at 1 April 2025

restated 1,923,044 116,649 1,704 6,979 (16,280) 348 2,151,763 4,184,207

Net profit/(loss) after

tax - - - - - - (171,345) (171,345)

Other comprehensive

income/(loss) - 38,578 7,075 17,540 - - - 63,193

Total comprehensive

income/(loss) - 38,578 7,075 17,540 - - (171,345) (108,152)

Issue of ordinary

shares – share option 58 - - - (58) - -

Sale of treasury stock

and loss on sale - - - - 4,170 - (3,323) 847

Equity-settled

share-based payment

- - - - - 762 - 762

As at 31 March 2026 1,923,102 155,227 8,779 24,519 (12,110) 1,052 1, 977,095 4, 077,664



Issued capital

Asset

revaluation

reserve

Cash-flow

hedge


reserve

Foreign

translation

reserve

Treasury

stock

Share-

based

payments

reserve

Retained

earnings

Total

equity


$000 $000 $000 $000 $000 $000 $000 $000

2025



As at 1 April 2024 952,887 126,290 20,774 3,551 (34,730) - 2,677,601 3,746,373

Net profit/(loss)

after tax restated

(note 1.0)

- - - - - - (513,747) (513,747)

Other comprehensive

income/(loss) - (9,641) (19,070) 3,428 - - - (25,283)

Total comprehensive

income (restated) - (9,641) (19,070) 3,428 - - (513,747) (539,030)

Issue of ordinary shares

– equity raise 970,157 - - - - - - 970,157

Sale of treasury stock

and loss on sale - - - - 18,450 - (12,091) 6,359

Equity-settled

share-based payment - - - - - 348 - 348

As at 31 March 2025

restated 1,923,044 116,649 1,704 6,979 (16,280) 348 2, 151,763 4, 184,207


The accompanying notes form part of these financial statements.


RYMAN HEALTHCARE LIMITED

3

Consolidated statement of changes in equity

FOR THE YEAR ENDED 31 MARCH 2026


Issued capital

Asset

revaluation

reserve

Cash-flow

hedge

reserve

Foreign

translation

reserve

Treasury

stock

Share-

based

payments

reserve

Retained

earnings

Total

equity

$000 $000 $000 $000 $000 $000 $000 $000

2026


As at 1 April 2025

reported

1,923,044 116,649 1,704 6,979 (16,280) 348 2,228,679 4,261,123

Adjustment for prior

period (note 1.0) - - - - - - (76,916) (76,916)

As at 1 April 2025

restated 1,923,044 116,649 1,704 6,979 (16,280) 348 2,151,763 4,184,207

Net profit/(loss) after

tax - - - - - - (171,345) (171,345)

Other comprehensive

income/(loss) - 38,578 7,075 17,540 - - - 63,193

Total comprehensive

income/(loss) - 38,578 7,075 17,540 - - (171,345) (108,152)

Issue of ordinary

shares – share option 58 - - - (58) - -

Sale of treasury stock

and loss on sale - - - - 4,170 - (3,323) 847

Equity-settled

share-based payment

-

- - - - 762 - 762

As at 31 March 2026 1,923,102 155,227 8,779 24,519 (12,110) 1,052 1, 977,095 4, 077,664



Issued capital

Asset

revaluation

reserve

Cash-flow

hedge


reserve

Foreign

translation

reserve

Treasury

stock

Share-

based

payments

reserve

Retained

earnings

Total

equity


$000 $000 $000 $000 $000 $000 $000 $000

2025



As at 1 April 2024 952,887 126,290 20,774 3,551 (34,730) - 2,677,601 3,746,373

Net profit/(loss)

after tax restated

(note 1.0)

- - - - - - (513,747) (513,747)

Other comprehensive

income/(loss) - (9,641) (19,070) 3,428 - - - (25,283)

Total comprehensive

income (restated) - (9,641) (19,070) 3,428 - - (513,747) (539,030)

Issue of ordinary shares

– equity raise 970,157 - - - - - - 970,157

Sale of treasury stock

and loss on sale - - - - 18,450 - (12,091) 6,359

Equity-settled

share-based payment - - - - - 348 - 348

As at 31 March 2025

restated 1,923,044 116,649 1,704 6,979 (16,280) 348 2, 151,763 4, 184,207


The accompanying notes form part of these financial statements.


RYMAN HEALTHCARE ANNUAL REPORT 2026

44

RYMAN HEALTHCARE LIMITED
4

Consolidated statement of financial position

AS AT 31 MARCH 2026



Note 2026

2025

(restated)


$000 $000

Assets

Cash and cash equivalents


9,697 17,658

Trade and other receivables 4.1 165,269 165,426

Inventory 12 13

Derivative financial instruments 6.5 10,590 1,385

Property, plant and equipment 5.2 1,098,580 1,019,595

Investment properties 5.3 10,930,038 10,735,626

Intangible assets


10,042 13,817

12,224,228 11,953,520

Assets held for sale 5.1 42,000 32,926

Total assets 12,266,228 11,986,446


Equity

Issued capital 6.6 1,923,102 1,923,044

Reserves 6.7 177,467 109,400

Retained earnings 6.7 1,977,095 2,151,763

Total equity 4,077,664 4,184,207


Liabilities

Trade and other payables 4.2 95,816 113,578

Employee entitlements


72,557 80,240

Revenue in advance 3.1 258,530 184,020

Derivative financial instruments 6.5 6,688 15,340

Resident loans – aged care 6.1 625,671 500,449

Resident loans – retirement living 6.2 5,537,404 5,213,348

Interest-bearing loans and borrowings 6.3 1,581,036 1,682,552

Lease liabilities 10,862 12,712

Deferred tax liability 9.1 - -

Total liabilities 8,188,564 7,802,239


Total equity and liabilities 12,266,228 11,986,446


The accompanying notes form part of these financial statements.


Authorised for issue on 25 May 2026 on behalf of the Board.





Dean Hamilton James Miller

Director and Chair of the Board Director and Chair of the Audit, Finance and Risk Committee


RYMAN HEALTHCARE LIMITED

4

Consolidated statement of financial position

AS AT 31 MARCH 2026



Note 2026

2025

(restated)


$000 $000

Assets

Cash and cash equivalents


9,697 17,658

Trade and other receivables 4.1 165,269 165,426

Inventory 12 13

Derivative financial instruments 6.5 10,590 1,385

Property, plant and equipment 5.2 1,098,580 1,019,595

Investment properties 5.3 10,930,038 10,735,626

Intangible assets


10,042 13,817

12,224,228 11,953,520

Assets held for sale 5.1 42,000 32,926

Total assets 12,266,228 11,986,446


Equity

Issued capital 6.6 1,923,102 1,923,044

Reserves 6.7 177,467 109,400

Retained earnings 6.7 1,977,095 2,151,763

Total equity 4,077,664 4,184,207


Liabilities

Trade and other payables 4.2 95,816 113,578

Employee entitlements


72,557 80,240

Revenue in advance 3.1 258,530 184,020

Derivative financial instruments 6.5 6,688 15,340

Resident loans – aged care 6.1 625,671 500,449

Resident loans – retirement living 6.2 5,537,404 5,213,348

Interest-bearing loans and borrowings 6.3 1,581,036 1,682,552

Lease liabilities 10,862 12,712

Deferred tax liability 9.1 - -

Total liabilities 8,188,564 7,802,239


Total equity and liabilities 12,266,228 11,986,446


The accompanying notes form part of these financial statements.


Authorised for issue on 25 May 2026 on behalf of the Board.





Dean Hamilton James Miller

Director and Chair of the Board Director and Chair of the Audit, Finance and Risk Committee


45

RYMAN HEALTHCARE LIMITED
5

Consolidated statement of cash flows

FOR THE YEAR ENDED 31 MARCH 2026



2026 2025


$000 $000

Operating activities

Receipts from residents

• Care and village fees and other income

653,262 583,061

• Care resident loans (net)

81,387 83,723

• New sale of occupation rights

310,783 399,046

• Resales of occupation rights

733,439 757,295

Interest received 1,165 1,591

Payments to suppliers and employees (788,992) (736,044)

Repayment of occupation rights (566,664) (532,284)

Interest paid (85,852) (127,095)

Institutional Term Loan fair value swap termination costs (4,560) (19,043)

Net operating cash flows 333,968 410,250


Investing activities

Additions to investment properties (159,944) (376,588)

Additions to property, plant and equipment (37,803) (86,171)

Capitalised interest paid (14,290) (51,700)

Additions to intangible assets (253) (3,109)

Purchase of land (9,500) (18,374)

Proceeds from land sales 71,584 7,128

Proceeds from sale of property, plant and equipment 2,227 654

Receipt of employee loans 364 2,581

Net investing cash flows (147,615) (525,579)


Financing activities

Proceeds/(costs) from equity raise (net) - 970,157

Sale of treasury stock (net) 847 6,359

Repayment of bank loans (net) (191,872) (606,085)

Repayment of Institutional Term Loan - (275,088)

Repayment of lease liabilities (3,479) (4,280)

Net financing cash flows (194,504) 91,063


Net increase/(decrease) in cash and cash equivalents (8,151) (24,266)

Cash and cash equivalents at the beginning of the period 17,658 41,809

Effect of exchange rate changes on cash and cash equivalents 190 115

Cash and cash equivalents at the end of the period 9,697 17,658


Cash and cash equivalents include

Restricted funds – construction contract retentions 4,698 11,075


The accompanying notes form part of these financial statements.

RYMAN HEALTHCARE LIMITED

5

Consolidated statement of cash flows

FOR THE YEAR ENDED 31 MARCH 2026



2026 2025


$000 $000

Operating activities

Receipts from residents

• Care and village fees and other income

653,262 583,061

• Care resident loans (net)

81,387 83,723

• New sale of occupation rights

310,783 399,046

• Resales of occupation rights

733,439 757,295

Interest received 1,165 1,591

Payments to suppliers and employees (788,992) (736,044)

Repayment of occupation rights (566,664) (532,284)

Interest paid (85,852) (127,095)

Institutional Term Loan fair value swap termination costs (4,560) (19,043)

Net operating cash flows 333,968 410,250


Investing activities

Additions to investment properties (159,944) (376,588)

Additions to property, plant and equipment (37,803) (86,171)

Capitalised interest paid (14,290) (51,700)

Additions to intangible assets (253) (3,109)

Purchase of land (9,500) (18,374)

Proceeds from land sales 71,584 7,128

Proceeds from sale of property, plant and equipment 2,227 654

Receipt of employee loans 364 2,581

Net investing cash flows (147,615) (525,579)


Financing activities

Proceeds/(costs) from equity raise (net) - 970,157

Sale of treasury stock (net) 847 6,359

Repayment of bank loans (net) (191,872) (606,085)

Repayment of Institutional Term Loan - (275,088)

Repayment of lease liabilities (3,479) (4,280)

Net financing cash flows (194,504) 91,063


Net increase/(decrease) in cash and cash equivalents (8,151) (24,266)

Cash and cash equivalents at the beginning of the period 17,658 41,809

Effect of exchange rate changes on cash and cash equivalents 190 115

Cash and cash equivalents at the end of the period 9,697 17,658


Cash and cash equivalents include

Restricted funds – construction contract retentions 4,698 11,075


The accompanying notes form part of these financial statements.

RYMAN HEALTHCARE ANNUAL REPORT 2026

46

RYMAN HEALTHCARE LIMITED
6

Reconciliation of net profit/(loss) after tax with net cash flow from operating activities



2026

2025

(restated)


$000 $000

Net profit/(loss) after tax (171,345) (513,747)

Adjusted for:

Movements in statement of financial position items

Resident loans – retirement living

319,034

481,153

Resident loans – aged care 81,387 83,723

Trade and other payables (11,155) 7,679

Trade and other receivables (74) (5,601)

Inventory - 2,373

Employee entitlements (8,821) 3,863


Non-cash or non-operating items

Fair value movement of investment properties 104,304 (92,257)

Depreciation and amortisation 42,553 48,461

Impairment (credit)/loss (3,811) 172,941

Deferred tax (6,268) 221,442

Share-based payment reserve and share scheme closure 737 2,431

Finance costs (7,332) (7,401)

Asset write-off or loss on sale 166 5,190

Ravenstonedale land development surplus (5,407) -

Net operating cash flows 333,968 410,250



The 2025 numbers have been reclassified to align with 2026 presentational categories.




2026 2025


$000 $000

Net operating cash flows include the following:


Deferred management fees collected 84,589 78,773

ca c cd

The accompanying notes form part of these financial statements.


47

RYMAN HEALTHCARE LIMITED
7

Notes to the consolidated

financial statements

FOR THE YEAR ENDED 31 MARCH 2026

1.0 General information

Reporting entity

The consolidated financial statements presented are those of Ryman Healthcare Limited (the Company) and its

subsidiaries (the Group). The Company is the ultimate reporting entity of the Group.

The Company is a for-profit entity incorporated and registered in New Zealand under the Companies Act 1993. The

Company’s registered office is at 92d Russley Road, Christchurch, New Zealand. The Company is listed on the New

Zealand Stock Exchange (NZX), being the Company’s primary exchange. It is also registered as a foreign company in

Australia under the Corporations Act 2001 and is listed on the Australian Securities Exchange (ASX) as a foreign

exempt listing.

Founded in Christchurch in 1984, Ryman Healthcare is New Zealand’s largest retirement living and aged care

provider, and the leading integrated retirement living and aged care operator in Victoria. Ryman owns and operates

integrated retirement villages across New Zealand and Australia. All trading subsidiaries operate in the aged care

and retirement living sector in New Zealand and Australia, are 100% owned and have balance dates of 31 March.

The operating subsidiaries are listed in note 8.4.

The Company is a Financial Markets Conduct reporting entity under the Financial Reporting Act 2013 and the

Financial Markets Conduct Act 2013. Its consolidated financial statements comply with these Acts.

Basis of preparation

The consolidated financial statements have been prepared in accordance with Generally Accepted Accounting

Practice in New Zealand (NZ GAAP), International Financial Reporting Standards Accounting Standards (IFRS

Accounting Standards), the New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and

other applicable financial reporting standards, as appropriate for a tier 1 for-profit entity.

These consolidated financial statements have been prepared on a going concern basis, which requires the Board to

have reasonable grounds to believe that the Group will be able to pay its debts as and when they become due.

The consolidated financial statements have been prepared on a historical cost basis, except when:

• Certain property, plant and equipment is subject to revaluation (note 5.2)

• Assets held for sale and investment property are measured at fair value (notes 5.1 and 5.3)

• Certain financial assets and liabilities are measured at fair value (note 6.4).

The information is presented in thousands of New Zealand Dollars ($ or NZD), except when otherwise indicated. The

functional currency of the Company and its New Zealand subsidiaries is New Zealand Dollars. The functional

currency for its Australian subsidiaries is Australian Dollars (A$ or AUD).

Key estimates and judgements

In applying the Group’s accounting policies, management has made judgements, estimates, and assumptions about

the carrying values of assets and liabilities and the reported amounts of income and expenses.

The estimates and associated assumptions are based on historical experience and various other factors that are reasonable

under the circumstances. Actual results may differ from these estimates. The estimates and underlying assumptions are

reviewed on an ongoing basis, with the effect of any change in an accounting estimate recognised prospectively.

RYMAN HEALTHCARE ANNUAL REPORT 2026

48

RYMAN HEALTHCARE LIMITED
8

The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are

significant to the consolidated financial statements are separately disclosed in the following notes:

• Revenue recognition, specifically relating to deferred management fees (note 3.1)

• Valuation of assets held for sale (note 5.1)

• Valuation of certain property, plant and equipment (note 5.2)

• Valuation of investment property (note 5.3)

• Classification of property assets (note 5.4)

• Valuation of derivative financial instruments (note 6.4)

• Deferred tax, specifically related to recognition of tax losses (note 9.1).

Non-GAAP measures

The consolidated statement of comprehensive income includes a non-GAAP measure referred to as profit/(loss)

before income tax and fair value movements (PBTF).

The segment note includes non-GAAP measures referred to as operating earnings before interest expense, tax,

depreciation, amortisation and fair value movements (EBITDAF) and non-operating revenue and expenses.

These non-GAAP measures have been presented as they are used internally by chief operating decision makers to

understand the Group’s performance and to assist investors in understanding the Group’s performance. They do

not have a standard meaning prescribed by GAAP and therefore may not be comparable to information presented

by other entities.

Investment property gross-up rectification

Subsequent to 31 March 2025, the Group identified the determination of the gross-up adjustment relating to

investment property valuations did not adjust for suspended contributions, which reduced the occupancy advance

liability. As a result, investment property and fair value gains were overstated in the financial statements for the

year ended 31 March 2025. This matter was identified and reported in the Group’s consolidated interim financial

statements for the period ended 30 September 2025.

This matter has been corrected by restating each of the affected financial statement line items for the prior period,

as shown below. Comparative information has been amended accordingly. The correction had no effect on cash

flows, or profit before income tax and fair value movements.

Comparative period impact


2025

(reported) Adjustment

2025

(restated)


$000 $000 $000

Consolidated income statement

Fair value movement of investment properties 169,173 (76,916) 92,257

Consolidated statement of financial position

Assets

Investment property 10,812,542 (76,916) 10,735,626

Equity

Retained earnings 2,228,679 (76,916) 2,151,763



49

RYMAN HEALTHCARE LIMITED
9


2025

(reported) Adjustment

2025

(restated)


$000 $000 $000

Earnings per share

Basic earnings per share (61.5) (10.8) (72.3)

Diluted earnings per share (61.5) (10.9) (72.4)

Net tangible assets (NTA) per share

NTA per share 418.2 (7.6) 410.6

New and amended standards and interpretations

NZ IFRS 18 – Presentation and Disclosure in Financial Statements (issued May 2024)

This standard will apply to reporting periods beginning on or after 1 January 2027. NZ IFRS 18 introduces new

requirements on presentation within the statement of comprehensive income, including specified totals and

subtotals. It also requires disclosure of management-defined performance measures and includes new

requirements for the aggregation and disaggregation of financial information based on the identified ‘roles’ of the

primary financial statements and the notes. The Group has not assessed the impact of initial application of the

standard on our 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.

Significant events and transactions

Land divestment programme

During the year ended 31 March 2026 a total of three sites were divested for proceeds totalling $67.4 million. The

sites divested were Karori (Wellington, New Zealand), surplus land at Nellie Melba (Melbourne, Australia) and Mt

Eliza (Melbourne, Australia). In addition, the Group received $4.2 million deposit for the sale of the Park Terrace

properties which is shown as a land sale deposit in note 4.2. The Group continues to operate a divestment

programme and sites which meet the accounting definition of held for sale are disclosed in note 5.1.

Main building openings

During the period, construction of the Kevin Hickman main building (including care centre) was completed and

opened to residents.

Care centre and village closures

The decision was made to close the care centre operations and relocate retirement village residents at two

Christchurch, New Zealand villages (Woodcote and Margaret Stoddart), and the Group is progressing options for

divestment of these sites.

Capital structure

In November 2025, the Group successfully completed a full refinancing of its bank loans, extending the average

tenor of its bank loan facilities to five years and introducing a new structure designed to enhance funding flexibility.

This refinancing marked the completion of the Group’s balance sheet reset. The key terms of the refinancing were

as follows:

• Total committed facilities of NZD $845 million and AUD $1,055 million

• Facility maturities ranging from 4.5 to 7.0 years, with a pro forma weighted average term to maturity of 5.0

years at 30 September 2025

• Improved pricing, including reductions in loan margins and line fees

• An interest cover ratio (ICR) covenant of 1.50x, first tested at September 2026

• The ICR covenant excludes interest attributable to designated development debt

• Development debt subject to agreed development-specific controls.

Refer to note 6.3 for details of interest-bearing loans and borrowings at 31 March 2026.

RYMAN HEALTHCARE ANNUAL REPORT 2026

50

RYMAN HEALTHCARE LIMITED
9


2025

(reported) Adjustment

2025

(restated)


$000 $000 $000

Earnings per share

Basic earnings per share (61.5) (10.8) (72.3)

Diluted earnings per share (61.5) (10.9) (72.4)

Net tangible assets (NTA) per share

NTA per share 418.2 (7.6) 410.6

New and amended standards and interpretations

NZ IFRS 18 – Presentation and Disclosure in Financial Statements (issued May 2024)

This standard will apply to reporting periods beginning on or after 1 January 2027. NZ IFRS 18 introduces new

requirements on presentation within the statement of comprehensive income, including specified totals and

subtotals. It also requires disclosure of management-defined performance measures and includes new

requirements for the aggregation and disaggregation of financial information based on the identified ‘roles’ of the

primary financial statements and the notes. The Group has not assessed the impact of initial application of the

standard on our 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.

Significant events and transactions

Land divestment programme

During the year ended 31 March 2026 a total of three sites were divested for proceeds totalling $67.4 million. The

sites divested were Karori (Wellington, New Zealand), surplus land at Nellie Melba (Melbourne, Australia) and Mt

Eliza (Melbourne, Australia). In addition, the Group received $4.2 million deposit for the sale of the Park Terrace

properties which is shown as a land sale deposit in note 4.2. The Group continues to operate a divestment

programme and sites which meet the accounting definition of held for sale are disclosed in note 5.1.

Main building openings

During the period, construction of the Kevin Hickman main building (including care centre) was completed and

opened to residents.

Care centre and village closures

The decision was made to close the care centre operations and relocate retirement village residents at two

Christchurch, New Zealand villages (Woodcote and Margaret Stoddart), and the Group is progressing options for

divestment of these sites.

Capital structure

In November 2025, the Group successfully completed a full refinancing of its bank loans, extending the average

tenor of its bank loan facilities to five years and introducing a new structure designed to enhance funding flexibility.

This refinancing marked the completion of the Group’s balance sheet reset. The key terms of the refinancing were

as follows:

• Total committed facilities of NZD $845 million and AUD $1,055 million

• Facility maturities ranging from 4.5 to 7.0 years, with a pro forma weighted average term to maturity of 5.0

years at 30 September 2025

• Improved pricing, including reductions in loan margins and line fees

• An interest cover ratio (ICR) covenant of 1.50x, first tested at September 2026

• The ICR covenant excludes interest attributable to designated development debt

• Development debt subject to agreed development-specific controls.

Refer to note 6.3 for details of interest-bearing loans and borrowings at 31 March 2026.

RYMAN HEALTHCARE LIMITED

10

Ryman listed on the ASX under the ticker ASX: RYM. Ryman retains its primary listing on the NZX and foreign exempt

listing status on the ASX, ensuring streamlined compliance while enabling investors to directly trade Ryman shares.

The dual listing was a pivotal step in expanding Ryman’s investor base while reinforcing its commitment to the

Australian market.

Australian aged care reform

The new Aged Care Act, effective 1 November 2025, revises funding and pricing arrangements in Australia. The

Government continues to fund clinical care, while residents with financial capacity contribute more toward

non‑clinical care and everyday living costs.

Accommodation reforms include higher permitted room pricing thresholds, retention by providers of 2% per annum

of new refundable accommodation deposits (capped at 10%), and twice‑yearly indexation of daily accommodation

payments.

The introduction of the Support at Home programme replaces multiple home care funding programmes with a

single funding model, with pricing informed by the Independent Health and Aged Care Pricing Authority and

increased means‑tested participant contributions.

Mandatory minimum care minutes of resident care have been formalised, strengthening consistency of care

delivery and aligning funding with demonstrated staffing levels.

Summary of material accounting policies

Material accounting policies applied throughout the consolidated financial statements are set out below. Policies

specific to particular balances or transactions are disclosed in the relevant notes.

Basis of consolidation

The consolidated financial statements are prepared by combining the financial statements of all the entities that

comprise the Group, being the Company (the parent entity) and its subsidiaries as defined in NZ IFRS 10 –

Consolidated Financial Statements. The financial statements of subsidiaries are prepared for the same reporting

period as the parent company, using consistent accounting policies. All significant inter-company transactions and

balances are eliminated in full on consolidation.

Income and expenses for each subsidiary whose functional currency is not NZD are translated at exchange rates that

approximate the rates at the actual dates of the transactions. Assets and liabilities of such subsidiaries are

translated at exchange rates at balance date. All resulting exchange differences are recognised in the foreign-

currency translation reserve.

Foreign currency translation

Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange rates

that approximate the rates at the actual dates of the transactions.

Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate at the

reporting date. Non-monetary items that are measured at historical cost in a foreign currency are translated using

the exchange rates at the dates of the initial transactions. Non-monetary items carried at fair value that are

denominated in foreign currencies are retranslated using the exchange rates at the date when the fair values were

determined.

Foreign exchange differences are generally recognised in profit or loss. However, exchange differences relating to

the translation of a foreign operation and the effective portion of a hedge of a net investment in foreign operations

are recognised in other comprehensive income.


51

RYMAN HEALTHCARE LIMITED
11

Goods and Services Tax (GST)

Amounts in the financial statements are recognised net of GST except when:

• The GST incurred is not recoverable from the taxation authority, in which case the GST is recognised as part of

the cost of the asset or expense, as applicable

• Receivables and payables are stated with the amounts of GST included.


The net amount of GST recoverable from, or payable to, the taxation authority is included as part of the receivables

or payables in the statement of financial position.

Statement of cash flows

The statement of cash flows is prepared exclusive of GST. This is consistent with the method used in the income

statement.

• Operating activities are the principal revenue-producing activities of the Group and other activities that are not

investing or financing activities. Cash flows from operating activities include receipts and repayments of

occupancy advances and care resident loans.

• Investing activities are the acquisition and disposal of property, plant and equipment, investment properties,

intangible assets, and other investments.

• Financing activities are activities relating to changes in the equity and debt structure of the Group.


2.0 Operating segments

The Group operates in a single industry: the provision of integrated retirement living and aged care for older people

in New Zealand and Australia. The service delivery process is consistent across all villages, with similar customer

classes, distribution methods, and regulatory environments.

The Group’s chief operating decision makers are the Board of Directors and Chief Executive Officer.

The Board of Directors and Chief Executive Officer primarily review Group-level financials. Segmentation is relevant

in respect of the integrated village operating earnings before interest expense, tax, depreciation, amortisation and

fair value movements (EBITDAF) performance of each country and the non-village EBITDAF (mainly centralised

support services) across New Zealand and Australia combined.

Non-current assets are based on the geographical locations of the assets. Interest-bearing loans and borrowings are

based on the geographical location of the borrower, with an adjustment between regions to account for start-up

funding borrowed in New Zealand which was used as equity in the Australian operation. The accounting policies of

the reportable segments are the same as the Group’s accounting policies.


RYMAN HEALTHCARE ANNUAL REPORT 2026

52

RYMAN HEALTHCARE LIMITED
11

Goods and Services Tax (GST)

Amounts in the financial statements are recognised net of GST except when:

• The GST incurred is not recoverable from the taxation authority, in which case the GST is recognised as part of

the cost of the asset or expense, as applicable

• Receivables and payables are stated with the amounts of GST included.


The net amount of GST recoverable from, or payable to, the taxation authority is included as part of the receivables

or payables in the statement of financial position.

Statement of cash flows

The statement of cash flows is prepared exclusive of GST. This is consistent with the method used in the income

statement.

• Operating activities are the principal revenue-producing activities of the Group and other activities that are not

investing or financing activities. Cash flows from operating activities include receipts and repayments of

occupancy advances and care resident loans.

• Investing activities are the acquisition and disposal of property, plant and equipment, investment properties,

intangible assets, and other investments.

• Financing activities are activities relating to changes in the equity and debt structure of the Group.


2.0 Operating segments

The Group operates in a single industry: the provision of integrated retirement living and aged care for older people

in New Zealand and Australia. The service delivery process is consistent across all villages, with similar customer

classes, distribution methods, and regulatory environments.

The Group’s chief operating decision makers are the Board of Directors and Chief Executive Officer.

The Board of Directors and Chief Executive Officer primarily review Group-level financials. Segmentation is relevant

in respect of the integrated village operating earnings before interest expense, tax, depreciation, amortisation and

fair value movements (EBITDAF) performance of each country and the non-village EBITDAF (mainly centralised

support services) across New Zealand and Australia combined.

Non-current assets are based on the geographical locations of the assets. Interest-bearing loans and borrowings are

based on the geographical location of the borrower, with an adjustment between regions to account for start-up

funding borrowed in New Zealand which was used as equity in the Australian operation. The accounting policies of

the reportable segments are the same as the Group’s accounting policies.


RYMAN HEALTHCARE LIMITED

12




New Zealand

villages

Australia

villages Non-village Group


$000 $000 $000 $000

2026

Care and village fees 498,752 141,163 - 639,915

Deferred management fees 119,490 39,080 - 158,570

Imputed interest income on refundable

accommodation deposits 9, 945 25,679 - 35,624

Other income 10,594 2,510 1,851 14,955

Total operating revenue (adjusted) 638,781 208,432 1,851 849,064


Employee expenses (333,651) (119,340) (63,442) (516,433)

Operations (65,596) (15,115) (1,532) (82,243)

Building and grounds (83,479) (15,852) (2,575) (101,906)

Direct selling expenses (3,183) (1,029) - (4,212)

Marketing (9,750) (5,064) (5,710) (20,524)

Software and technology (834) (270) (18,009) (19,113)

Administration (4,305) (1,258) (17,287) (22,850)

Gross operating expenses (adjusted) (500,798) (157,928) (108,555) (767,281)

Capitalised to qualifying assets - - 6,516 6,516

Total operating expenses (adjusted) (500,798) (157,928) (102,039) (760,765)

Operating earnings before interest, tax,

depreciation, amortisation, and fair value

movements (EBITDAF)

137,983 50,504 (100,188) 88,299


New Zealand

villages

Australia

villages

Non-village Group


$000 $000 $000 $000

2025

Care and village fees 458,695 112,160 - 570,855

Deferred management fees 118,201 36,708 - 154,909

Imputed interest income on refundable

accommodation deposits

9,637 22,862 - 32,499

Other income 7,440 2,831 2,597 12,868

Total operating revenue (adjusted) 593,973 174,561 2,597 771,131


Employee expenses (316,693) (99,431) (81,170) (497,294)

Operations (65,546) (13,868) (3,342) (82,756)

Building and grounds (76,785) (13,522) (2,828) (93,135)

Direct selling expenses (8,361) (2,230) - (10,591)

Marketing (8,142) (1,312) (11,833) (21,287)

Software and technology (1,025) (79) (20,724) (21,828)

Administration (3,992) (1,187) (16,097) (21,276)

Gross operating expenses (adjusted) (480,544) (131,629) (135,994) (748,167)

Capitalised to qualifying assets - - 22,560 22,560

Total operating expenses (adjusted) (480,544) (131,629) (113,434) (725,607)

Operating earnings before interest, tax,

depreciation, amortisation, and fair value

movements (EBITDAF) 113,429 42,932 (110,837) 45,524

53

RYMAN HEALTHCARE LIMITED
13


Reconciliation to the net profit/(loss) after tax:


1

Non-operating revenue and expenses have been presented in the table below.


Non-operating revenue and expenses

Non‑operating revenue and expenses are one‑off, material items of income or expense arising from events or

transactions outside the Group’s ordinary activities and are not expected to recur.


1

Relates to the wind-up of Ravenstonedale historical property development activities, which occurred surrounding a New Zealand village.


2

Relates to payroll remediation activities in New Zealand and Australia. Payments related to the Holidays Act 2003 remediation have been made

to current employees, with remediation for former employees expected to commence post balance date. All payroll remediation activities are

provisioned based on best estimates of expected cost to settle.

3

Organisational transformation costs relate to initiatives aimed at delivering targeted improvements in business performance. These costs

include items such as redundancies, consultants, and contractor expenses.



2026

2025

(restated)


$000 $000

Operating earnings before interest, tax, depreciation,

amortisation, and fair value movements (EBITDAF) 88,299 45,524

Non-operating revenue

1

5,407 (11,967)

Non-operating expenses

1

(12,929) (25,486)

Depreciation and amortisation expense (42,553) (48,461)

Interest received 1,119 1,531

Finance costs (80,839) (140,263)

Imputed interest charge on refundable accommodation deposits (35,624) (32,499)

Impairment credit/(loss) 3,811 (172,941)




Profit/(loss) before income tax and fair value movements (PBTF) (73,309) (384,562)

Fair value movement of investment properties (104,304) 92,257

Income-tax (expense)/credit 6,268 (221,442)

Net profit/(loss) after tax (NPAT) (171,345) (513,747)


2026 2025


$000 $000

Reduction to DMF for GST and uncapped transfers - (11,967)

Ravenstonedale land development surplus

1

5,407 -

Total non-operating revenue 5,407 (11,967)


Close-out of employee share schemes (698) (3,828)

Payroll remediation

2

(549) (2,448)

ASX listing related costs (1,329) -

Organisational transformation costs

3

(9,982) (10,189)

Loss on sale of construction assets - (3,831)

Inventory write-downs - (5,190)

Village decommissioning expenses (371) -

Total non-operating expenses (12,929) (25,486)


Total non-operating revenue and expenses (7,522) (37,453)

RYMAN HEALTHCARE ANNUAL REPORT 2026

54

RYMAN HEALTHCARE LIMITED
13


Reconciliation to the net profit/(loss) after tax:


1

Non-operating revenue and expenses have been presented in the table below.


Non-operating revenue and expenses

Non‑operating revenue and expenses are one‑off, material items of income or expense arising from events or

transactions outside the Group’s ordinary activities and are not expected to recur.


1

Relates to the wind-up of Ravenstonedale historical property development activities, which occurred surrounding a New Zealand village.


2

Relates to payroll remediation activities in New Zealand and Australia. Payments related to the Holidays Act 2003 remediation have been made

to current employees, with remediation for former employees expected to commence post balance date. All payroll remediation activities are

provisioned based on best estimates of expected cost to settle.

3

Organisational transformation costs relate to initiatives aimed at delivering targeted improvements in business performance. These costs

include items such as redundancies, consultants, and contractor expenses.



2026

2025

(restated)


$000 $000

Operating earnings before interest, tax, depreciation,

amortisation, and fair value movements (EBITDAF) 88,299 45,524

Non-operating revenue

1

5,407 (11,967)

Non-operating expenses

1

(12,929) (25,486)

Depreciation and amortisation expense (42,553) (48,461)

Interest received 1,119 1,531

Finance costs (80,839) (140,263)

Imputed interest charge on refundable accommodation deposits (35,624) (32,499)

Impairment credit/(loss) 3,811 (172,941)




Profit/(loss) before income tax and fair value movements (PBTF) (73,309) (384,562)

Fair value movement of investment properties (104,304) 92,257

Income-tax (expense)/credit 6,268 (221,442)

Net profit/(loss) after tax (NPAT) (171,345) (513,747)


2026 2025


$000 $000

Reduction to DMF for GST and uncapped transfers - (11,967)

Ravenstonedale land development surplus

1

5,407 -

Total non-operating revenue 5,407 (11,967)


Close-out of employee share schemes (698) (3,828)

Payroll remediation

2

(549) (2,448)

ASX listing related costs (1,329) -

Organisational transformation costs

3

(9,982) (10,189)

Loss on sale of construction assets - (3,831)

Inventory write-downs - (5,190)

Village decommissioning expenses (371) -

Total non-operating expenses (12,929) (25,486)


Total non-operating revenue and expenses (7,522) (37,453)

RYMAN HEALTHCARE LIMITED

14

Non-current assets


Non-current assets include property, plant and equipment, investment properties and intangible assets.

Interest-bearing loans and borrowings



2026 2025


$000 $000

New Zealand 623,646 674,232

Australia 957,390 1,008,320

Total 1,581,036 1,682,552

Information about major customers

Included in total revenue is revenue that arose from sales to the Group’s largest customers.

The Group derives care-fee revenue for eligible government-subsidised residents who receive aged residential care,

and in Australia, Support at Home services. In New Zealand, the government aged care subsidies received from

Health New Zealand – Te Whatu Ora amounted to $182.1 million (2025: $171.5 million). In Australia, subsidies

received from Australian Government Services Australia amounted to A$77.5 million (2025: A$63.3 million). There

are no other significant customers.


3.0 Financial performance

3.1 Revenue

Accounting policy: Revenue

The Group recognises revenue from the following major sources:

• Care and village fees

• Deferred management fees

• Imputed interest income on refundable accommodation deposits.

Care and village fees

Care fees relate to the provision of accommodation, care and related services to aged care residents. Village fees

relate to the provision of accommodation and related services to the Group’s retirement living residents.

Care and village service fees are linked to providing services on specific days (service dates) and revenue is

recognised on completion of the service dates.



2026

2025

(restated)


$000 $000

New Zealand 9,144,154 9,163,021

Australia 2,894,506 2,606,017

Total 12,038,660 11,769,038

55

RYMAN HEALTHCARE LIMITED
15

Deferred management fees

Residents of the Group’s independent-living units, serviced apartments and care suites pay a deferred management fee

for lifetime occupation (or a shorter period at the residents’ discretion) and the right to share in the use of the community

facilities. The deferred management fee is calculated as a percentage of the occupation right agreement amount. The fee

accrues monthly, for a set period, based on the terms of individual contracts. Deferred management fees are payable

when residents exit their unit and are netted off the gross occupation advance which is returned to residents.

Revenue from deferred management fees is recognised on a straight-line basis over the period of service, which is

determined as the greater of the expected period of tenure or the contractual right to receive deferred management fees.

The current expected period of tenure for incoming residents is 9 years for independent residents, 4.5 years for

serviced apartment residents and 2 years for care suites. This is unchanged from the prior year. The timing of

revenue recognition is an accounting estimate, with expected tenure based a range of factors including historical

experience across Ryman villages, actuarial tables for life expectancy and factors related to resident mix. The

underlying models were subject to independent expert review at the time of their development, and both the

methodology and assumptions applied remain unchanged. Expected tenure assumptions are reviewed periodically

and may be revised as circumstances change.

Imputed interest income on refundable accommodation deposits

For residents who pay for accommodation using a refundable accommodation deposit, the Group has determined

that these arrangements qualify as leases under NZ IFRS 16 – Leases, with the Group acting as the lessor. In

accordance with NZ IFRS 16, the fair value of the non-cash consideration, represented by an interest-free loan from

the resident, must be recognised as income, with a corresponding interest expense. This is calculated daily where

the unit is occupied. There is no net impact on profit or loss. This only applies to refundable accommodation

deposits and not where there is another form of payment for accommodation such as daily accommodation

payments, premium accommodation charges or deferred management fees.

The Group has determined the use of the Maximum Permissible Interest Rate (MPIR) as the interest rate to be used

in the calculation of the imputed interest income on Australian refundable accommodation deposits and bonds. The

MPIR is a rate set by the Australian Government and is used to calculate the Daily Accommodation Payment to

applicable residents. This ranged between 7.61%–8.17% (2025: 8.34%–8.42%).

In New Zealand, the implicit interest rate used to convert a room premium to a refundable accommodation deposit is

used to calculate the imputed interest income. This currently ra nges between 4.90%–6.06% (2025: 6.06%).

Interest income

Interest income is recognised using the effective interest method and typically relates to interest derived from the

settlement of occupancy advances.

Other income

Other income comprises income earned from activities that are not part of the Group’s core operations. It is

recognised when or as the Group satisfies the relevant performance obligation and control of the goods or services

is transferred to the customer. Other income includes, but is not limited to, hospitality income generated outside of

care operations, rental income, insurance proceeds, government subsidies, research and development tax credits,

and other sundry income-generating activities.

Accounting policy: Revenue in advance

Revenue in advance represents those amounts by which the deferred management fees over the contractual period

exceed recognition of the deferred management fees based on expected tenure.



RYMAN HEALTHCARE ANNUAL REPORT 2026

56

RYMAN HEALTHCARE LIMITED
15

Deferred management fees

Residents of the Group’s independent-living units, serviced apartments and care suites pay a deferred management fee

for lifetime occupation (or a shorter period at the residents’ discretion) and the right to share in the use of the community

facilities. The deferred management fee is calculated as a percentage of the occupation right agreement amount. The fee

accrues monthly, for a set period, based on the terms of individual contracts. Deferred management fees are payable

when residents exit their unit and are netted off the gross occupation advance which is returned to residents.

Revenue from deferred management fees is recognised on a straight-line basis over the period of service, which is

determined as the greater of the expected period of tenure or the contractual right to receive deferred management fees.

The current expected period of tenure for incoming residents is 9 years for independent residents, 4.5 years for

serviced apartment residents and 2 years for care suites. This is unchanged from the prior year. The timing of

revenue recognition is an accounting estimate, with expected tenure based a range of factors including historical

experience across Ryman villages, actuarial tables for life expectancy and factors related to resident mix. The

underlying models were subject to independent expert review at the time of their development, and both the

methodology and assumptions applied remain unchanged. Expected tenure assumptions are reviewed periodically

and may be revised as circumstances change.

Imputed interest income on refundable accommodation deposits

For residents who pay for accommodation using a refundable accommodation deposit, the Group has determined

that these arrangements qualify as leases under NZ IFRS 16 – Leases, with the Group acting as the lessor. In

accordance with NZ IFRS 16, the fair value of the non-cash consideration, represented by an interest-free loan from

the resident, must be recognised as income, with a corresponding interest expense. This is calculated daily where

the unit is occupied. There is no net impact on profit or loss. This only applies to refundable accommodation

deposits and not where there is another form of payment for accommodation such as daily accommodation

payments, premium accommodation charges or deferred management fees.

The Group has determined the use of the Maximum Permissible Interest Rate (MPIR) as the interest rate to be used

in the calculation of the imputed interest income on Australian refundable accommodation deposits and bonds. The

MPIR is a rate set by the Australian Government and is used to calculate the Daily Accommodation Payment to

applicable residents. This ranged between 7.61%–8.17% (2025: 8.34%–8.42%).

In New Zealand, the implicit interest rate used to convert a room premium to a refundable accommodation deposit is

used to calculate the imputed interest income. This currently ra nges between 4.90%–6.06% (2025: 6.06%).

Interest income

Interest income is recognised using the effective interest method and typically relates to interest derived from the

settlement of occupancy advances.

Other income

Other income comprises income earned from activities that are not part of the Group’s core operations. It is

recognised when or as the Group satisfies the relevant performance obligation and control of the goods or services

is transferred to the customer. Other income includes, but is not limited to, hospitality income generated outside of

care operations, rental income, insurance proceeds, government subsidies, research and development tax credits,

and other sundry income-generating activities.

Accounting policy: Revenue in advance

Revenue in advance represents those amounts by which the deferred management fees over the contractual period

exceed recognition of the deferred management fees based on expected tenure.



RYMAN HEALTHCARE LIMITED

16

3.2 Operating expenses



2026 2025


$000 $000


Employee expenses 521,568 507,774

Operations 82,512 87,946

Building and grounds

1

102,000 96,966

Direct selling expenses 4,213 10,591

Marketing 20,531 21,287

Software and technology 19,113 21,828

Administration 30,273 27,261

Gross operating expenses 780,210 773,653

Capitalised to qualifying assets

2

(6,516) (22,560)

Reported operating expenses 773,694 751,093


1

During the year, the Group enhanced its internal reporting and classification of retirement living unit refurbishment activities. As a result, a proportion of

retirement living unit refurbishments have been classified as repairs and maintenance (expensed) rather than asset enhancements (capitalised). In the

current year $4.0 million of retirement living unit refurbishment costs have been recognised in building and grounds operating expenses (2025: nil).

2

Capitalised costs decreased in the current year following changes in the composition of shared services and a reduction in development activity. Cost

capitalisation is applied only to costs that are directly attributable.




2026 2025


$000 $000

Employee expenses include:

Post-employment benefits (KiwiSaver/Superannuation) 21,225 16,840


Administration expenses include fees for audit firms’ services:

Audit and review

1

of financial statements, including subsidiaries 774 613

FY25 additional financial statement audit fees 175 -

Total audit or review of financial statements 949 613


Australia Aged Care Financial Report assurance 13 12

Total audit or review related services 13 12


Climate-related disclosure assurance 80 58

Climate-related disclosure assurance (Australia) 78 -

Total other assurance services and other agreed-upon procedures 158 58


Other services – whistleblower services 22 23

Total other services 22 23


Total fees incurred by audit firm 1,142 706


Marketing includes:

Donations

2

275 414


1

First interim review engagement performed for 30 September 2025.

2

No donations have been made to any political party (2025: $Nil).



57

RYMAN HEALTHCARE LIMITED
17

3.3 Finance costs

Accounting policy: Loan and borrowing costs

Loan and borrowing costs directly attributable to the acquisition, construction or production of qualifying assets

(assets that take a substantial period of time to get ready for their intended use) are added to the costs of those

assets until the assets are substantially ready for their intended use.

Capitalisation of interest commences when expenditure and borrowing costs are incurred and the activities

necessary to prepare the asset for its intended use are in progress. The activities necessary to prepare the asset for

its intended use encompass more than the physical construction of the asset and therefore the capitalisation of

interest costs may commence before the physical construction of the properties.

If development activities are suspended for an extended period, capitalisation of the borrowing costs should also

cease until such time as the activities are resumed. This does not apply where substantial technical and

administrative work continues during a suspension in physical construction, or if it is a temporary delay that is a

necessary part of the process of getting an asset ready for its intended use or sale. Capitalisation of interest costs

continues until the assets are substantially ready for their intended use. For retirement living units, this occurs when

occupation is permitted, and for main buildings, when the aged care centre is certified for use.

All other borrowing costs are recognised in profit or loss in the periods in which they are incurred and are calculated

using the effective interest rate method.



Note 2026 2025


$000 $000





Interest expense – loans and borrowings 92,455 174,563

Interest expense – resident loans 1,489 770

Amortisation of transaction costs – loans and borrowings 6.3 2,199 3,787

Net interest rate hedging 6.7b 4,835 (17,630)

Less capitalised interest (14,290) (51,700)

Interest expense on loans and borrowings 86,688 109,790

Interest on lease liabilities 1,407 490

Interest rate hedging amendments and terminations 6.7b (7,256) 4,331

Institutional Term Loan termination costs - 19,043

Release of capitalised Institutional Term Loan costs 6.3 - 1,956

Institutional Term Loan fair value swap termination costs - 4,653

Total finance costs 80,839 140,263

The weighted‑average interest rate on borrowings capitalised to qualifying assets was 6.02% per annum (2025:

6.24% per annum).



RYMAN HEALTHCARE ANNUAL REPORT 2026

58

RYMAN HEALTHCARE LIMITED
18

4.0 Working capital

4.1 Trade and other receivables

Accounting policy: Trade and other receivables

Trade receivables are measured at amortised cost, less any impairment. The allowance recognised is the lifetime

expected credit losses based on an assessment of each individual debtor. It is estimated based on the Group’s

historical credit loss experience and general economic conditions. Trade receivables are written off when there is no

realistic chance of recovery.

These debtors are non-interest bearing, although the Group has the right to charge interest on overdue settlements

of occupancy advances or overdue care and village fees.

Care and village fees receivable represent amounts due from residents and various government agencies in the

ordinary course of business.

Occupancy advance receivables and the corresponding liabilities are recognised when the resident takes possession

of the unit, which is typically the point at which the occupancy advance is paid in full.



2026 2025


$000 $000


Care and village fees receivable 25,767 22,902

Allowance for expected credit losses (803) (800)

Net trade receivables 24,964 22,102

New sale occupancy advance receivable 24,933 20,625

Resale occupancy advance receivable 74,205 91,677

Refundable accommodation deposit receivable 3,175 5,505

Resident Fund occupancy advance receivable 14,789 -

Prepayments and other receivable 23,203 25,517

Total trade and other receivables 165,269 165,426


Care and village fees are typically invoiced on a monthly basis and collected within 30 days.

The new sale and resale occupancy advance receivables relate to residents who have transferred within the village

and whose units have not been cash-settled, as their equity is retained in their previous unit, or to residents who

have been granted possession of a unit prior to cash receipt, primarily for health-related reasons. Receivables

related to the Resident Fund reflect a structural feature of the product, whereby residents can utilise their existing

equity when transitioning into the care centre. There is limited credit risk for occupancy advance or Resident Fund

receivables as the resident’s previous equity balance or a deposit is retained by Ryman, which will be used to satisfy

any amounts owing to Ryman.



59

RYMAN HEALTHCARE LIMITED
19

4.2 Trade and other payables

Accounting policy: Trade and other payables

Trade and other payables are measured at amortised cost.

Land purchase accruals represent land purchases where the title has been obtained, with settlement deferred.


2026 2025


$000 $000

Trade payables 72,199 85,089

Land purchase accruals - 9,500

Land sale deposits 4,200 500

Other payables 19,417 18,489

Total trade and other payables 95,816 113,578


Trade payables are typically paid within 30 days of the invoice date or on the 20

th

of the month following the invoice

date.

5.0 Property assets

5.1 Assets held for sale

Accounting policy: Assets held for sale

Non-current assets are classified as assets held for sale if it is highly probable that their carrying amount will be

recovered primarily through sale rather than through continuing use.

Investment property held for sale is measured at fair value, with any valuation adjustment recognised through fair

value movements in the profit or loss.

Property, plant and equipment held for sale is measured at the lower of the carrying amount and fair value less

costs to sell. Any impairment losses on their initial classification as assets held for sale and any subsequent gains and

losses on remeasurement are recognised in profit or loss.

Where a contracted sale price is available, this is considered the best indicator for fair value. Where no contracted

price is available, the fair value is determined by independent valuers.


2026 2025


$000 $000

Opening balance 32,926 86,424

Net additions/(disposals) (32,921) (6,613)

Transfers from/(to) investment property (note 5.3) 42,000 (20,984)

Fair value movement (5) (25,901)

Closing balance 42,000 32,926


Karori land (Wellington, New Zealand) and Nellie Melba excess land (Melbourne, Australia), which were previously

classified as held for sale, have been settled.

The held for sale asset relates to the sites at Park Terrace (Christchurch, New Zealand) which are subject to

unconditional sale and purchase agreements for total consideration of $42.0 million. Settlement is expected within

12 months of reporting date.

RYMAN HEALTHCARE ANNUAL REPORT 2026

60

RYMAN HEALTHCARE LIMITED
19

4.2 Trade and other payables

Accounting policy: Trade and other payables

Trade and other payables are measured at amortised cost.

Land purchase accruals represent land purchases where the title has been obtained, with settlement deferred.


2026 2025


$000 $000

Trade payables 72,199 85,089

Land purchase accruals - 9,500

Land sale deposits 4,200 500

Other payables 19,417 18,489

Total trade and other payables 95,816 113,578


Trade payables are typically paid within 30 days of the invoice date or on the 20

th

of the month following the invoice

date.

5.0 Property assets

5.1 Assets held for sale

Accounting policy: Assets held for sale

Non-current assets are classified as assets held for sale if it is highly probable that their carrying amount will be

recovered primarily through sale rather than through continuing use.

Investment property held for sale is measured at fair value, with any valuation adjustment recognised through fair

value movements in the profit or loss.

Property, plant and equipment held for sale is measured at the lower of the carrying amount and fair value less

costs to sell. Any impairment losses on their initial classification as assets held for sale and any subsequent gains and

losses on remeasurement are recognised in profit or loss.

Where a contracted sale price is available, this is considered the best indicator for fair value. Where no contracted

price is available, the fair value is determined by independent valuers.


2026 2025


$000 $000

Opening balance 32,926 86,424

Net additions/(disposals) (32,921) (6,613)

Transfers from/(to) investment property (note 5.3) 42,000 (20,984)

Fair value movement (5) (25,901)

Closing balance 42,000 32,926


Karori land (Wellington, New Zealand) and Nellie Melba excess land (Melbourne, Australia), which were previously

classified as held for sale, have been settled.

The held for sale asset relates to the sites at Park Terrace (Christchurch, New Zealand) which are subject to

unconditional sale and purchase agreements for total consideration of $42.0 million. Settlement is expected within

12 months of reporting date.

RYMAN HEALTHCARE LIMITED

20

5.2 Property, plant and equipment

Accounting policy: Property, plant and equipment

Property, plant and equipment includes completed aged care centres (land, buildings, plant and equipment, fixtures

and fittings), aged care centres under development, corporate assets and right-of-use assets.

Initial recognition

All property, plant and equipment is initially recorded at cost. Cost includes cost of land, materials, wages and

interest incurred during the period required to complete and prepare an asset for its intended use. It also includes

centralised support services costs directly attributable to the construction of the aged care centres.

Measurement after recognition

• Aged care centres: Once an aged care centre reaches practical completion and is ready for use, land and

buildings are carried at fair value less any subsequent accumulated depreciation and accumulated impairment

losses, if any, since the date of revaluation. Independent valuations are performed with sufficient regularity to

ensure that carrying amounts do not differ materially from fair value at the reporting date.

• Aged care centres under development: Fair value measurement is only applied if the fair value is reliably

measurable. Where the fair value of property under construction cannot be reliably determined the value is the

fair value of the land plus the cost of work undertaken. This is subject to impairment testing and is monitored

for indicators of impairment.

• Other property, plant and equipment: Furniture and fittings, and other property, plant and equipment, are

measured at cost less accumulated depreciation and impairment.

Fair value basis

Fair value represents the price that would be received to sell an asset in an orderly transaction between

knowledgeable, willing market participants at the valuation date.

The valuation of aged care centres represents the fair value of land and buildings only. No value is attributed to

internally generated goodwill.

Revaluation

Revaluations are accounted for as follows:

• Revaluation increases are recognised in other comprehensive income and accumulated in the asset revaluation

reserve, unless they reverse a previous revaluation decrease recognised in profit or loss.

• Revaluation decreases are recognised in profit or loss unless they offset a previous revaluation surplus for the

same asset, in which case they are recognised in other comprehensive income.

At the date of revaluation any accumulated depreciation is eliminated against the gross carrying amount of the

asset.

Depreciation

Depreciation is charged on all property, plant and equipment, except freehold land, on a straight-line basis from the

date the asset is ready for use.

• Buildings 2% SL

• Plant and equipment 4–25% SL

• Furniture and fittings 10–20% SL

• Motor vehicles 20% SL

• Right of use assets Term of lease SL.


61

RYMAN HEALTHCARE LIMITED
21

Leasehold land

Where the Group enters into a long‑term lease of land and obtains control over the land with minimal restrictions, and

where the present value of lease payments substantially represents the fair value of the land, the arrangement is

accounted for as a purchase of land under NZ IAS 16 rather than as a right‑of‑use asset under NZ IFRS 16.

This treatment reflects the substance of the transaction and the transfer of control and economic benefits to the Group.

Leasehold land is included in the fair value of aged care centres as determined by the independent valuer.

Derecognition

An item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected

to arise from the continued use of the asset. On disposal, any resulting gain or loss is included in the income statement

and any revaluation reserve relating to a particular asset being disposed of is transferred to retained earnings.



Freehold

land Buildings

Property

under

development

Plant and

equipment

Furniture

and fittings

Motor

vehicles


Right-of -use

assets Total


$000

$000

$000 $000 $000 $000 $000 $000

2026

Gross carrying amount

Balance at 1 April 2025 157,168 748,459 30,761 133,288 102,735 18,079 20,534 1,211,024

Additions 80 4,259 23,889 11,195 39 209 718 40,389

Net foreign-currency

exchange difference 6,044 27,781 - 830 933 18 120 35,726

Transfer from property

under development 1,250 13,549 (18,142) 990 2, 353 - - -

Transfer (to)/from

investment property - - (772) - - - - (772)

Disposals - - - (8,627) (2,436) (3,035) (618) (14,716)

Impairment credit/(loss) 541 40,084 (35,471) - - - (1,343) 3,811

Revaluation

1

(3,735) 31,407 - - - - - 27,672

Balance at 31 March 2026 161,348 865,539 265 137,676 103,624 15,271 19,411 1,303,134


Accumulated depreciation

Balance at 1 April 2025 - - - (95,688) (71,909) (15,329) (8,503) (191,429)

Depreciation - (15,339) - (10,554) (8,711) (944) (2,857) (38,405)

Depreciation capitalised to

property under

development - - - (993) - - - (993)

Disposals - - - 6,968 1,579 2,387 - 10,934

Revaluation

1

- 15,339 - - - - - 15,339

Balance at 31 March 2026 - - - (100,267) (79,041) (13,886) (11,360) (204,554)


Total book value 161,348 865,539 265 37,409 24,583 1,385 8,051 1,098,580


1

The revaluation noted in the statement of comprehensive income differs from the above due to deferred tax, refer note 9.1.


RYMAN HEALTHCARE ANNUAL REPORT 2026

62

RYMAN HEALTHCARE LIMITED
21

Leasehold land

Where the Group enters into a long‑term lease of land and obtains control over the land with minimal restrictions, and

where the present value of lease payments substantially represents the fair value of the land, the arrangement is

accounted for as a purchase of land under NZ IAS 16 rather than as a right‑of‑use asset under NZ IFRS 16.

This treatment reflects the substance of the transaction and the transfer of control and economic benefits to the Group.

Leasehold land is included in the fair value of aged care centres as determined by the independent valuer.

Derecognition

An item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected

to arise from the continued use of the asset. On disposal, any resulting gain or loss is included in the income statement

and any revaluation reserve relating to a particular asset being disposed of is transferred to retained earnings.



Freehold

land Buildings

Property

under

development

Plant and

equipment

Furniture

and fittings

Motor

vehicles


Right-of -use

assets Total


$000

$000

$000 $000 $000 $000 $000 $000

2026

Gross carrying amount

Balance at 1 April 2025 157,168 748,459 30,761 133,288 102,735 18,079 20,534 1,211,024

Additions 80 4,259 23,889 11,195 39 209 718 40,389

Net foreign-currency

exchange difference 6,044 27,781 - 830 933 18 120 35,726

Transfer from property

under development 1,250 13,549 (18,142) 990 2, 353 - - -

Transfer (to)/from

investment property - - (772) - - - - (772)

Disposals - - - (8,627) (2,436) (3,035) (618) (14,716)

Impairment credit/(loss) 541 40,084 (35,471) - - - (1,343) 3,811

Revaluation

1

(3,735) 31,407 - - - - - 27,672

Balance at 31 March 2026 161,348 865,539 265 137,676 103,624 15,271 19,411 1,303,134


Accumulated depreciation

Balance at 1 April 2025 - - - (95,688) (71,909) (15,329) (8,503) (191,429)

Depreciation - (15,339) - (10,554) (8,711) (944) (2,857) (38,405)

Depreciation capitalised to

property under

development - - - (993) - - - (993)

Disposals - - - 6,968 1,579 2,387 - 10,934

Revaluation

1

- 15,339 - - - - - 15,339

Balance at 31 March 2026 - - - (100,267) (79,041) (13,886) (11,360) (204,554)


Total book value 161,348 865,539 265 37,409 24,583 1,385 8,051 1,098,580


1

The revaluation noted in the statement of comprehensive income differs from the above due to deferred tax, refer note 9.1.


RYMAN HEALTHCARE LIMITED

22


Freehold

land

Buildings

Property

under

development

Plant and

equipment

Furniture

and fittings

Motor

vehicles


Right-of -use

assets

Total

$000 $000 $000 $000 $000 $000 $000 $000

2025

Gross carrying amount

Balance at 1 April 2024 262,950 552,906 212,818 137,837 89,118 18,060 35,916 1,309,605

Additions 154 9,071 67,868 2,627 1,245 14 4,485 85,464

Net foreign-currency

exchange difference 1,207 1, 561 383 93 91 5 31 3,371

Transfer from property

under development 28,072 156,861 (201,061) 3,847 12,281 - - -

Transfer (to)/from

investment property

- - (26,138) (7,499) - - - (33,637)

Disposals - - - (3,617) - - (19,418) (23,035)

Impairment credit/(loss) (26,634) (102,171) (23,109) - - - (480) (152,394)

Revaluation

1

(108,581) 130,231 - - - - - 21,650

Balance at

31 March 2025 157,168 748,459 30,761 133,288 102,735 18,079 20,534 1,211,024



Accumulated depreciation

Balance at 1 April 2024 - (752) - (81,911) (64,041) (14,159) (13,925) (174,788)

Depreciation - (13,918) - (12,037) (7,868) (1,170) (3,878) (38,871)

Depreciation capitalised to

property under

development - - - (1,740) - - (1,244) (2,984)

Disposals - - - - - - 10,544 10,544

Revaluation

1

- 14,670 - - - - - 14,670

Balance at

31 March 2025 - - - (95,688) (71,909) (15,329) (8,503) (191,429)

Total book value 157,168 748,459 30,761 37,600 30,826 2,750 12,031 1,019,595


1

The revaluation noted in the statement of comprehensive income differs from the above due to deferred tax, refer note 9.1.

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Valuation methodology for aged care centres

Revaluations to fair value are based on a valuation report prepared by independent valuers at the reporting date in

line with NZ IFRS 13 – Fair Value Measurement. Valuations are currently performed annually by CBRE Limited (New

Zealand care centres) and CBRE Valuations Pty Limited (Australian care centres). All valuers are registered valuers and

industry specialists in valuing the aged care sector.

The independent valuers determine the fair value of land and buildings using a capitalisation of market rental income

of a notional lease. In this context, ‘rent’ refers to the estimated amount a third-party operator would pay to lease the

facility, assuming the Group were the landlord only. This market rental does not reflect the accommodation charges

paid by current residents.

The predominant method used by the independent valuer to determine a market rental for land and buildings is the

direct comparison approach on a dollars per bed basis, with some consideration given to the rental as a percentage of

gross revenue or earnings before interest, tax, depreciation, amortisation and rent (EBITDAR) for an efficient operator.

A value is then established for the land using market-based evidence reflecting highest and best use. The residual

amount is attributed to buildings.

As the fair value of land and buildings is determined using inputs that are unobservable (such as capitalisation rates

and market rental), the Group has categorised property, plant and equipment as Level 3 under the fair value hierarchy

in line with NZ IFRS 13.

Care suites in New Zealand, which are subject to occupancy advances with a DMF, represent an immaterial proportion

of the Group’s asset base and are currently valued using methodology consistent with that applied to the Group’s

other care beds. No gross‑up has been applied in the valuation of land and buildings for occupancy advances relating

to care suites or refundable accommodation deposits or resident funds relating to care beds.

The fair value of land associated with aged care facilities undergoing active construction has been transferred from

investment property to property, plant and equipment for the first time at 31 March 2026. This amount was

subsequently impaired. Refer to the care centres under development section for further detail.

Property, plant and equipment


2026 2025


$000 $000

Aged care centres

Land and buildings

1

1,026,887 905,627

Property under development (land only)

1

- -

Property under development

2

265 30,761

Furniture and fittings

2

19,055 21,687

Plant and equipment

2

34,493 32,511

1,080,700 990,586

Other

Furniture and fittings

2

5,528 9,139

Plant and equipment

2

2,916 5,089

Motor vehicles

2

1,385 2,750

Right of use assets

2

8,051 12,031

17,880 29,009


Total property, plant and equipment 1,098,580 1,019,595


1

Measured at fair value.


2

Measured at historical cost less accumulated depreciation and any accumulated impairment losses.

RYMAN HEALTHCARE ANNUAL REPORT 2026

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The independent valuers used a range of significant assumptions to value the care facilities as follows. All assumption

ranges and sensitivities below exclude closed facilities.



2026 2025

Range by village / portfolio weighted average

% %


Capitalisation rates – New Zealand 5.8–8.5 / 6.7 6.0–8.8 / 7.1

Capitalisation rates – Australia 6.8–7.5 / 7.0 6.8–7.5 / 7.0


A significant increase (decrease) in the capitalisation rate applied to a market rental value may result in a lower

(higher) fair value measurement.



Adopted value

Capitalisation rate

-50 bp

Capitalisation rate

+50 bp


$000 $000 $000

2026

Valuation 1,022,312

Difference

82,931 (71,403)

2025

Valuation 905,627

Difference 75,461 (66,097)



The fair value measurement of the care facilities also uses assumptions regarding the market rental, expressed on a

value per bed per week. A significant increase (decrease) in the market rental rate may result in a higher (lower) fair

value measurement.



2026 2025

Range by village / portfolio weighted average

$ per bed per week $ per bed per week

Market rental value – New Zealand 129–242 / 189 118–225 / 180

Market rental value – Australia – AUD 446–840 / 639 448–836 / 603


The market rental variability between countries reflects significant differences including due to the relative

profitability of villages, driven primarily by the more favourable aged care funding model in Australia. This increases

the rent a market participant may be willing to pay.


Cost model

If freehold land and buildings were measured at historical cost less accumulated depreciation (before any

impairment), the carrying amounts would be as follows.



Freehold land Buildings Total


$000 $000 $000

Carrying amount under historical cost model – 31 March 2026 241,540 763,964 1,005,504

Carrying amount under historical cost model – 31 March 2025 234,167 733,714 967,881


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Classification of property interests

The Group holds a freehold interest in all land and improvements other than the following properties which Ryman

holds a leasehold interest in the land: Princess Alexandra (Napier – part of site), Bob Scott (Wellington), William

Sanders (Auckland), and Miriam Corban (Auckland). In the majority of these instances the ground rental has been

either fully or partially prepaid. The interest in the right-of-use asset is held at fair value, as determined by the

independent valuer.

Security

Some residents make interest-free advances to the Group in exchange for the right to occupy a care room (note 6.1).

Under the terms of the New Zealand occupancy agreements, the resident loan is secured by a registered first

mortgage in favour of the Statutory Supervisor over the assets of the aged care centre. Residents in Victoria, Australia

have the benefit of a government guarantee under the Aged Care (Accommodation Payment Security) Act 2006 and

there is no security against the Group’s assets.

Impairment losses and reversals


Completed care centres

Property devaluations through the profit or loss were recognised in the prior year for several facilities following

changes to financial reporting practices, whereby only the value of land and buildings is recognised (previously

recognised on a freehold going concern basis). These devaluations related to James Wattie Retirement Village Limited,

Keith Park Retirement Village Limited, Miriam Corban Retirement Village Limited, Rita Angus Retirement Village

Limited, Deborah Cheetham Retirement Village Pty Ltd, and Bert Newton Retirement Village Pty Ltd.

As a result of uplifts in the assessed fair value of the care centres, driven by increases in assumed market rents, some

of the devaluation losses recognised in prior periods have been reversed through the profit or loss.

Care centres under development

Care centres under development are carried at cost and are therefore tested for impairment once they reach an

advanced stage of construction. Impairment testing is performed using a market rental value and capitalisation rate of

comparable villages. The Group has recognised an impairment of $23.1 million in respect of Ryman Northwood

Retirement Village Limited (Richard Hadlee Retirement Village) care centre, which is expected to open and be valued

for the first time in FY27. An impairment of $12.2 million has also been recognised in relation to the care centre at

Patrick Hogan Retirement Village Limited, which is expected to open and be valued for the first time in FY28.

In the comparative period, a similar impairment assessment was performed in respect of Kevin Hickman Retirement

Village. The village subsequently opened and was subject to valuation in the current period. There was no material

difference between the valuation amount and the carrying amount adopted at that time.

Closed care centres

The Group announced the closure of Woodcote and Margaret Stoddart aged care centres in August 2025. The fair

value for these care centres has been assessed on a vacant possession basis by CBRE Limited in 2026.



2026 2025


$000 $000

Impairment loss/(credit)

Care centre impairment/devaluations through profit or loss 37,362 151,914

Reversal of care centre impairment/devaluations through profit or loss (42,516) -

Right-of-use assets 1,343 480

Intangible assets - 20,544

Other - 3

Total impairment (credit)/loss (3,811) 172,941

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5.3 Investment properties

Accounting policy: Investment properties

Investment properties are intended to be held for the long term to earn rental income and for capital appreciation.

They include land and buildings (including long-term leases of land), equipment and furnishings relating to retirement

village units and community facilities, including units and facilities under development.

Initial recognition

Investment property is initially measured at cost. Cost includes cost of land, materials, wages and interest incurred

during the period required to complete and prepare an asset for its intended use. It also includes centralised support

and services costs directly attributable to the construction of the investment property.

Land acquisitions

Land purchases are recognised as assets when the Group obtains control of the land and it is probable that future

economic benefits will flow to the Group, and the cost can be measured reliably. Control is typically evidenced by the

transfer of legal title or an equivalent contractual right. Prior to settlement and transfer of title, deposits paid are

recognised as other receivables. The remaining commitment is disclosed in the commitments note to the financial

statements. The Group will often negotiate terms whereby the title is transferred with settlement deferred. In such

instances, the land is recognised as an asset at the full purchase price upon transfer of title. A corresponding liability is

recognised for the deferred settlement amount, measured at its present value, and the associated cash outflow is

recognised accordingly.

Measurement after recognition

• Completed retirement village units and community facilities: Once retirement village units and community

facilities reach practical completion and are ready for use they are measured at fair value.

• Development land: Development land is measured at fair value. This relates to land pending physical

construction, whether full site or remaining stages to develop, and land relating to stages under development.

• Work in progress: Capitalised work in progress is carried at cost until the earlier of the point at which its fair value

becomes reliably measurable or the completion of the development. This is subject to impairment testing and is

monitored for indicators of impairment, including circumstances where the likelihood of development

commencement is no longer sufficiently certain.

Fair value basis and revaluation

Fair value represents the price that would be received to sell an asset in an orderly transaction between

knowledgeable, willing market participants at the valuation date.

Any change in fair value is recognised in the income statement. Investment properties are not depreciated.

Leasehold land

Where the Group enters into a long‑term lease of land and obtains control over the land with minimal restrictions,

and where the present value of lease payments substantially represents the fair value of the land, the arrangement is

accounted for as a purchase of land under NZ IAS 40 rather than as a right‑of‑use asset under NZ IFRS 16.

This treatment reflects the substance of the transaction and the transfer of control and economic benefits to the

Group. Leasehold land is included in the fair value of investment property as determined by the independent valuer.

Lessor arrangements

The Group acts as a lessor under occupation right agreements with residents. These arrangements are classified as

operating leases, and the assets leased by the Group are investment properties.

Revenue derived from investment properties, comprising management fees (lease income) and retirement village

service fees, is recognised in accordance with the accounting policies set out in note 3.1.

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2026

2025

(restated)


$000 $000

At fair value

Opening balance 10,735,626 10,142,199

Additions 173,116 403,884

Transfers to/from property, plant and equipment 772 33,637

Fair value movement (104,299) 118,158

Transfers (to)/from assets held for sale (note 5.1) (42,000) 20,984

Disposals (33,561) -

Net foreign-currency exchange differences 200,384 16,764

Closing balance 10,930,038 10,735,626


The 31 March 2025 balance has been restated to adjust for the portion of suspended contributions which were

reflected in the valuation performed by the independent valuer. Further detail is included in note 1.0.

Disposals relate to the sale of Mt Eliza land (Melbourne, Australia) in December 2025. This was sold for A$30.5 million.

Valuation methodology for investment property

Fair value is determined by independent valuers, CBRE Limited (New Zealand retirement villages), and Jones Lang

LaSalle Advisory Services Pty Ltd (Australian retirement villages), in line with NZ IFRS 13. Fair value is assessed twice a

year, with a desktop review at interim reporting periods and a full valuation at year-end reporting periods. All valuers

are registered valuers and industry specialists in valuing the retirement living sector. These valuations consider the

requirements of NZ IFRS 13 to assume that market participants act in their economic best interests.

For retirement village assets, the predominant form of cash flow is ‘roll-over’ cash flow which typically occurs on the

departure of village residents who have owned an occupation licence. The independent valuer uses a discounted cash

flow methodology, which estimates the present value of future cash flows from occupation right agreements,

deferred management fees, and village earnings.

Development land is valued by comparing it with recent sales of similar land, taking into account characteristics such

as size and development potential. The valuer then adjusts for property‑specific factors, including planning and

consent status. Some undeveloped land sits within an existing retirement village. When valuing this land, the valuer

may also consider the benefit of existing village infrastructure such as the main building.

As the fair value of investment property is determined using inputs that are unobservable, the Group has categorised

investment property as Level 3 under the fair value hierarchy, in line with NZ IFRS 13.


RYMAN HEALTHCARE ANNUAL REPORT 2026

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Independent valuation

A reconciliation between the valuation and the amount recognised as investment property is as follows:



2026

2025

(restated)


$000 $000

Subject to valuation

Operator’s interest 4,068,800 3,972,918

Completed new units not occupied, repaid resale units and closed

facilities 612,456 616,556

Development land 351,079 432,888

Commercial property 16,600 16,400


Held at cost

Work in progress 106,671 283,499


Adjustments

Revenue in advance 258,530 184,020

Gross occupancy advance 6,664,374 6,162,672

Accrued DMF (988,135) (829,959)

Suspended contributions (138,835) (76,916)

Occupancy advance adjustments (21,502) (26,452)

Total investment property 10,930,038 10,735,626


As required by NZ IAS 40 – Investment Property, the fair value as determined by the independent registered valuer is

adjusted for assets and liabilities already recognised on the balance sheet which are also reflected in the discounted

cash flow analysis.

Occupancy advance adjustments relate to differences between the value of net occupancy advances included for

future repayment within the independent valuation and the net occupancy advances recognised on the balance sheet.

These differences arise when a unit has two occupancy advances recognised on the balance sheet but only one

occupancy advance is included within the valuation cash flows. The adjustment ensures that the total adjustment to

the independent valuation of completed units is consistent with the liabilities included within that independent

valuation.

In the prior period, occupancy advances and accrued DMF included amounts related to care suites which were then

removed through adjustment lines. These have now been removed from the comparatives following the updated

presentation of resident loans for retirement living (excluding those related to care suites) in note 6.2. This change is

presentational only and has no impact on investment property balances.

The units included in valuation, all assumption ranges and sensitivities below exclude closed facilities.



2026 2025

Units included in the valuation

Currently occupied, and vacant not repaid units 9,097 8,898

Completed new units not occupied, and repaid resale units 862 881

Total units included in the valuation 9,959 9,779



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The independent valuers used a range of significant assumptions to value the retirement villages as follows:


2026 2025

Portfolio range / portfolio

weighted average

New Zealand Australia New Zealand Australia


% % % %

Growth rate (nominal) – year 1–4 0.0–3.0 / 2.3 1.0–3.0 / 2.0 0.0–3.0 / 1.9 0.0–2.5 / 1.9

Growth rate (nominal) – year 5+ 2.5–3.5 / 3.4 1.8–3.5 / 2.6 2.5–3.5 / 3.4 1.8–3.5 / 2.6

Discount rate 13.0–16.0 / 13.8 13.0–14.0 / 13.2 13.0–16.5 / 13.8 13.0–14.0 / 13.2


A change in the independent valuers’ assumptions would impact the fair value measurement of investment property

as follows:


Adopted value

Discount rate

-50 bp

Discount rate

+50 bp

Growth rate

-50 bp

Growth rate

+50 bp


$000 $000 $000 $000 $000

2026

Operators interest 4,068,800

Difference 178,470 (165,894) (255,413) 280,060

2025

Operators interest 3,972,918

Difference 146,921 (183,673) (270,004) 244,880


Other inputs used in the fair value measurement of the Group’s investment property portfolio include the average age

of residents and the stabilised departing occupancy periods. An increase in the average age of residents or decrease in

the occupancy periods would result in a higher fair value measurement. Conversely, a decrease in the average age of

residents or increase in the occupancy periods would result in a lower fair value measurement.



2026 2025

Portfolio range / portfolio

weighted average

New Zealand Australia New Zealand Australia

Independent current average age 76–88 / 83.4 78–87 / 83.6 75–88 / 82.8 78–87 / 82.9

Serviced current average age 81–92 / 87.7 83–91 / 87.2 80–92 / 87.6 84–91 / 87.7

Independent stabilised departing

occupancy period 6.7–8.5 / 8.0 7.5–8.8 / 8.0 6.6–8.6 / 8.0 7.5–8.9 / 8.0

Serviced stabilised departing

occupancy period

3.8–4.7 / 4.3 4.3–5.0 / 4.6 3.9–4.7 / 4.2 3.9–5.0 / 4.6


Market risk identified by the independent valuers

The valuers state that their conclusions are based on data and market sentiment as at the date of valuation and

acknowledge global events and uncertainty. For the avoidance of doubt, this does not constitute a ‘material valuation

uncertainty’.


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Classification of property interests

The Group holds a freehold interest in all land and improvements other than the following properties which Ryman

holds a leasehold interest in the land: Princess Alexandra (Napier – part of site), Bob Scott (Wellington), William

Sanders (Auckland), Miriam Corban (Auckland) and Kohimarama (Auckland – development land). In the majority of the

instances the ground rental has been either fully or partially prepaid. The interest in the right-of-use asset related to

these sites is held at fair value, as determined by the independent valuer.

Capitalised WIP


No costs have been capitalised to land bank sites in the current period.

Operating expenses

Direct operating expenses arising from investment property amounted to $74.8 million (31 March 2025: $73.8

million). Operating expenses include building and grounds costs, repairs and maintenance and sales expenses. All

investment property generated income for the Group, except for assets under development, land bank sites, those

held for sale and those which have been closed in anticipation of disposal.

Security

Residents make interest-free advances (occupancy advances) to the Group in exchange for the right to occupy

retirement village units. Under the terms of the majority of New Zealand occupancy agreements, the occupancy

advance is secured by a registered first mortgage in favour of the Statutory Supervisor over the assets of the

retirement village. There are a relatively small number of older occupancy agreements where the residents instead

received a life interest in their unit, with the Group holding the reversionary interest. These residents’ occupancy

advances are secured by a registered first mortgage over that residual interest. Residents in Victoria, Australia have

the benefit of a charge over the title for the land under the Retirement Villages Act 1986.


5.4 Classification of property assets

The Group provides integrated retirement living and aged care within retirement villages. The classification of the

property assets determines which accounting treatment and judgement is required. NZ IAS 40 – Investment Property

requires an entity to develop criteria so that it can exercise that judgement consistently and to disclose the criteria

when classification is difficult.

Business model

or intention

• Property held for use in the production or supply of goods and services would be property,

plant and equipment. Therefore, if the business model is the provision of aged care, the

property should be classified as property, plant and equipment.

• Property held to earn rentals and/or for capital appreciation would be investment property.

Therefore, if the business model is the provision of retirement accommodation, the property

should be classified as investment property.

Level of ancillary

services provided

• For a property to be classified as investment property, the services provided to the residents

must be insignificant to the arrangement.


Guideline of 20% of total revenue to determine whether the services provided are significant.




2026 2025


$000 $000

Sites which have commenced construction 106,671 287,530

Sites which are classified as land bank - -

Total capitalised WIP 106,671 287,530

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RYMAN HEALTHCARE LIMITED
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Property type and service description

Business model

or intention

Level of ancillary

services provided Classification

Independent unit: Private accommodation with

access to shared community facilities. No care or

assistance is included beyond standard weekly

fee services, but additional support can be

arranged if required.

Held to earn

rentals and/or

for capital

appreciation

Optional and

below 20%

guideline

Investment

property

(note 5.3)

Serviced apartment: Private accommodation

offering additional services for assisted living,

such as regular housekeeping, meals, and

personal care support.

Held to earn

rentals and/or

for capital

appreciation

Compulsory and

below 20%

guideline

Investment

property

(note 5.3)

Care bed: A room within a care facility where

residents receive full-time care at rest home,

hospital, or dementia care levels.

Provision of care Compulsory Property, plant

and equipment

(note 5.2)

Care suite: As per care bed, but subject to an

occupation right agreement with a deferred

management fee.

Typically, larger than standard care rooms, care

suites may include higher-quality furnishings, a

kitchenette, and other enhanced amenities.

Provision of care Compulsory Property, plant

and equipment

(note 5.2)


5.5 Property related risks

Climate change risk

Property values may be impacted by climate-related risks in the future. These include physical risks, including increased

frequency and severity of extreme weather events and longer-term changes in climate conditions, and transition risks,

including customer expectations for increased thermal comfort control and energy transition risks. These factors may also

require additional or accelerated future capital investment, which could impact on property values.

The Group continues to assess the impact of climate change on its assets and operations. There is currently no

significant impact identified for property valuations. To date, the independent valuers have made no explicit

adjustments to the valuation of property, plant and equipment (note 5.2) and the valuation of investment property

(note 5.3) in respect of climate change.

Seismic risk

The Group operates several villages in geographies that have a higher earthquake risk, particularly the villages located

along the Hikurangi fault line in New Zealand. None of the Group’s properties have been notified by a territorial

authority in New Zealand as being potentially "earthquake prone" (being a New Building Standard (NBS) rating of less

than 34%).

The Group has been undertaking seismic assessments across a number of buildings located in higher-risk seismic

zones with the assistance of independent experts.

In September 2025, the New Zealand Government announced proposed legislative changes to the earthquake-prone

building regime and is currently progressing major reforms through the Building (Earthquake-prone Building System

Reform) Amendment Bill, which removes low-risk regions and buildings from the regime and replaces the %NBS

metric with a more proportionate, risk-based framework.

Given the potential significant legislative changes, the Group is awaiting the outcome of the Government process

before formally progressing seismic assessments. Independent experts have confirmed that there are no life safety

concerns and no need to vacate any buildings. Prior to the announcement of the proposed legislative changes,

preliminary internal estimates for known issues are in the range of $30.0–35.0 million (2025: $30.0–35.0 million).

These estimates have been provided to the Group’s independent valuer to inform their valuation of property, plant

and equipment (note 5.2) and investment property (note 5.3). The valuer has made an allowance for major capital

expenditure of the estimated value provided by management.


RYMAN HEALTHCARE ANNUAL REPORT 2026

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6.0 Capital structure and funding

6.1 Resident loans – aged care

Accounting policy: Refundable accommodation deposits

Refundable accommodation deposits relate to deposits held on behalf of residents who reside in rooms in care

centres in Australia and New Zealand. Refundable accommodation deposits confer to residents the right of occupancy

of the rooms for life, or until the residents terminate the agreements. The deposit is repayable following the

termination of the right to occupy.

Amounts payable under refundable accommodation deposits are non-interest bearing while the Group provides

accommodation services and are recognised as a liability in the statement of financial position.

As a resident may terminate their occupancy with limited notice, and the refundable accommodation deposit is non-

interest bearing and has demand features, it is carried at face value, which is the original deposit received.

In New Zealand, a refundable accommodation deposit is repayable within 30 working days of a resident vacating their

care room. The Group is liable to pay interest if it does not repay the deposit within that period.

In Australia, the repayment obligation is within 14 days of a resident vacating their care room, or of sighting the

probate or letters of administration. The Group is liable to pay interest at a base interest rate within the 14-day

period, and at the higher maximum permissible interest rate after that. These rates are published by the Department

of Health and Aged Care on a quarterly basis.

Under the Aged Care Act 2024 in Australia, the Group is required to regularly deduct a retention amount from the

refundable accommodation deposit paid by residents who have entered into care on or after 1 November 2025. The

amount to be deducted is calculated daily at a rate of 2% per annum and capped at five years. All deducted amounts

reduce the total balance, and therefore further reduce any future retention deductions. There is no restriction on the

use of the retention funds.

Refundable accommodation deposits in Australia must only be used for permitted uses in accordance with the Aged

Care Act 2024. Permitted uses of refundable deposits include:

• Capital expenditure to invest in new residential aged care infrastructure

• To repay debt accrued for capital expenditure

• Investments in certain financial products and/or Religious Charitable Development Funds (RCDFs)

• To make a loan under specific conditions

• To refund refundable deposit balances

• To cover reasonable business losses incurred during the first 12 months in which the approved provider receives

the residential care subsidy.

Refundable accommodation deposits in Australia must not be used to pay for the day-to-day costs of operating a

service such as staff wages or the purchase of consumables.

There are no such restrictions in respect of the New Zealand refundable accommodation deposits, which are

structured as an occupation right agreement.


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Accounting policy: Care occupancy advances

Care occupancy advances are only offered in New Zealand and represent a capital payment option for care

accommodation costs. Care occupancy advances are accounted for in the same manner as retirement living occupancy

advances, as the economic substance of the arrangements is consistent. Refer to note 6.2.

Care occupancy advances are repayable within 90 days of a resident vacating their care room.

Accounting policy: Resident Fund occupancy advances

Resident Fund occupancy advances are a flexible capital payment option used to meet costs for care residents. This

product is offered only in New Zealand and legally structured as an occupancy advance. The flexible capital amount

transferred from the resident’s previous retirement living unit provides a discount on ongoing fees, with remaining

fees deducted from the capital balance over time.

Resident Fund occupancy advances are generally repayable within 90 days of a resident vacating their care room or

terminating their agreement (although this can vary where the repayment obligation for the previous retirement living

unit has not arisen).



2026 2025


$000 $000

Gross care occupancy advances 5,740 4,300

Less deferred management fees (955) (490)

Net care occupancy advances 4,785 3,810

Refundable accommodation deposits – New Zealand 172,284 162,069

Refundable accommodation deposits – Australia 431,638 334,570

Resident Fund occupancy advances 16,964 -

Total resident loans – aged care 625,671 500,449



Occupancy advances relating to care accommodation were previously included within total occupancy advances.

These balances are now presented separately as care occupancy advances with retirement living occupancy advances

detailed in note 6.2. In 2025, this resulted in the reclassification of $4.3 million of occupancy advances and $0.5 million

of deferred management fees, with a corresponding reduction to retirement living occupancy advances.


RYMAN HEALTHCARE ANNUAL REPORT 2026

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34

6.2 Resident loans – retirement living

Accounting policy: Retirement living occupancy advances

An occupation right agreement confers on a resident a right to occupy a retirement village unit for life, or until the

resident terminates the agreement. The Group recognises the occupancy advance asset and liability at the point when

the resident takes possession of the unit.

The occupancy advance liability, net of deferred management fee, is repayable following both the termination of the

occupation right agreement and the settlement of a new occupancy advance for the same retirement village unit. In

New Zealand, the Group is liable to pay interest if the occupancy advance has not been repaid within six months from

the date residents vacate their unit. In Australia, the Group is contractually required to repay occupancy advances no

later than six months after the resident vacates the unit. In alignment with the revised Retirement Villages Act 1986,

the repayment period for new Australian residents entering into agreements was extended to 12 months from May

2026.

Occupancy advances are non-interest bearing and recorded as a liability in the statement of financial position, net of

deferred management fees and suspended contributions receivable. The occupancy advance is initially recognised at

fair value and later at amortised cost. As a resident may terminate their occupancy with limited notice, and the

occupancy advance is non-interest bearing and has demand features, it is carried at face value, which is the original

advance received.



2026 2025


$000 $000

Gross occupancy advances

Opening balance 6,162,672 5,596,912

Gross receipts – occupation right agreements for new units 314,876 403,929

Net receipts – occupation right agreements for resale units 78,483 153,167

Net foreign-currency exchange differences 108,343 8,664

Closing balance 6,664,374 6,162,672


Net occupancy advances

Less deferred management fees (988,135) (829,959)

Less suspended contributions (138,835) (119,365)

Total Resident loans – retirement living 5,537,404 5,213,348


Occupancy advances related to care accommodation were previously included within total occupancy advances. These

have now been reclassified to care occupancy advances (refer note 6.1), with the above amounts now reflecting only

retirement living occupancy advances. This amounted to $4.3 million in occupancy advances and $0.5 million in

deferred management fees in 2025.


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6.3 Interest-bearing loans and borrowings

Accounting policy: Interest-bearing loans and borrowings

Bank loans and borrowings are initially recorded at fair value, less directly attributable transaction costs. After initial

recognition, loans and borrowings are measured at amortised cost. Any differences between the initial amounts

recognised and the redemption values are recognised in profit or loss using the effective interest rate method.


2026 2025


$000 $000

Bank loans (secured) – NZD 476,000 527,200

Bank loans (secured) – AUD in NZD equivalent 960,269 1,009,236

Retail bond – RYM010 150,000 150,000

Total interest-bearing loans and borrowings at face value 1,586,269 1,686,436

Transaction costs capitalised

Opening balance (3,884) (7,079)

Capitalised during the year (3,548) (2,548)

Amortised during the year 2,199 3,787

Repayment of Institutional Term Loan – expense of transaction

costs - 1,956

Total transaction costs (5,233) (3,884)

Total interest-bearing loans and borrowings at amortised cost 1,581,036 1,682,552


Current 149,623 -

Non-current 1,431,413 1,682,552

Total interest-bearing loans and borrowings at amortised cost 1,581,036 1,682,552


In November 2025, the Group refinanced its syndicated loan facilities, delivering improved pricing on loan margins and

line fees (refer note 1.0).

The nominal interest rates for bank loans includes the BKBM rate for NZD facilities and BBSW for AUD facilities, plus

margin and line fees. It excludes the impact of transaction costs or interest rate swap agreements described in note

6.5.


2026 2025


$000 $000

Nominal interest rates for bank loans – NZD 5.02% 7.29%

Nominal interest rates for bank loans – AUD 6.05% 6.07%

Coupon rate for retail bond – RYM010 2.55% 2.55%



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A breakdown of movements in total interest-bearing loans and borrowings is presented in the following table:


2026 2025


$000 $000

Opening balance 1,682,552 2,546,947

Drawdown/(repayment) of bank loans (net) (191,872) (606,105)

Drawdown/(repayment) of Institutional Term Loan - (275,088)

Fair value adjustment on hedged borrowings movements - 5,909

Foreign exchange movements 91,705 7,694

Movements in prepaid transaction costs (1,349) 3,195

Closing balance 1,581,036 1,682,552


Covenants

The Group has the following financial covenants which are tested six monthly at 30 September and 31 March:

• Interest Cover Ratio (ICR) of 1.50x with the first testing date of 30 September 2026, calculated on a rolling 12-

month Adjusted EBITDA to adjusted interest (excluding development debt interest). Adjusted EBITDA is defined

as reported net profit after tax, adjusted by excluding income tax, interest income, finance costs, depreciation,

amortisation, impairment losses, fair value movements, deferred management fees, and one-off revenue and

expenses, and including non-GAAP items: cash deferred management fees, and gross resale gains on occupation

right agreements.

• Adjusted total liabilities-to-net tangible assets ratio of 1.0x. Adjusted total liabilities is defined as liabilities of the

Group (after deducting resident occupancy advances, Australian resident loans and accommodation bonds owing

or held by the Group).

The Group has complied with tested covenants during the period.

Designated development debt is based on forecast net cash proceeds for committed developments and the cost of

New Zealand care centres under development or opened in the past 24 months. Development debt for new projects is

included once lenders approve feasibility and substantive steps towards the development have commenced.

Security

The bank loans and retail bonds are secured by a General Security Deed over the parent and subsidiary companies and

supported by mortgages over the freehold land and buildings and a General Security Agreement (GSA). The GSA and

mortgages are first ranking, other than when subordinated to the Statutory Supervisor who holds registered

mortgages for the benefit of residents over:

• The aged care centres, as security for residents’ refundable accommodation deposits and occupancy advances

related to the care centre (see note 5.2 and 6.1); and

• The retirement village (excluding aged care centres), as security for residents’ retirement living occupancy

advances (see note 5.3 and 6.2).

The subsidiaries listed in note 8.4 have guaranteed the Group’s secured loans under the GSA.


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Interest-bearing loans and borrowings facility limits

The facility limits of all interest-bearing loans and borrowings, by maturity and type, are detailed below:


2026 Maturity Currency FCY NZD


$000 $000

NZD bank loan 31-May-30 NZD 374,000 374,000

NZD bank loan 31-May-31 NZD 246,000 246,000

NZD bank loan 30-Nov-32 NZD 75,000 75,000

Dual currency (NZD and AUD) bank loan 31-May-30 NZD 150,000 150,000

AUD bank loan 31-May-30 AUD 700,000 840,235

AUD bank loan 31-May-31 AUD 310,000 372,104

AUD bank loan 31-May-32 AUD 45,000 54,015

Retail bond 18-Dec-26 NZD 150,000 150,000

Total 2,261,354

Less: loans and borrowings at face value (1,586,269)

Facility headroom 675,085


In addition to the above, the Group has an Institutional Credit Agreement that provides a $2,850,000 overdraft facility.


6.4 Financial instruments – categorisation and fair value

The Group has the following categories of financial assets and financial liabilities:


Note

2026 2025



$000 $000

Financial assets



Financial assets at amortised cost:



• Cash and cash equivalents

9,697 17,658

• Trade and other receivables

4.1 143,206 141,414

Financial assets at fair value through profit or loss:

• Derivative financial instruments

6.5 10,590 1,385

163,493 160,457




Financial liabilities



Financial liabilities at amortised cost:



• Trade and other payables

4.2 95,816 113,578

• Resident loans – aged care

6.1 625,671 500,449

• Resident loans – retirement living

6.2 5,537,404 5,213,348

• Interest-bearing loans and borrowings

6.3 1,581,036 1,682,552

• Lease liabilities

10,862 12,712

Financial liabilities at fair value through profit or loss:


• Derivative financial instruments

6.5 6,688 15,340

7,857,477 7,537,979


Apart from the financial instruments noted below, the carrying amounts of financial instruments in the Group’s

statement of financial position are the same as their fair value in all material aspects, due to the demand features of

these instruments and/or their interest rate profiles. The face (or nominal) value less estimated credit adjustments of

trade receivables and payables is assumed to approximate their fair values.

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Carrying amount

2026


Fair value

2026

Carrying amount

2025


Fair value

2025


$000 $000 $000 $000

Retail bond 149,623 147,870 149,001 143,370


The fair value of the retail bond is based on the price traded on the NZX market at 31 March 2026. The fair value of

the retail bond is categorised as Level 1 under the fair value hierarchy in accordance with NZ IFRS 13.

The fair value of interest rate derivatives is derived using inputs supplied by third parties that are observable, either

directly (prices) or indirectly (derived from prices). The fair value of these derivatives is categorised as Level 2 under

the fair value hierarchy contained within NZ IFRS 13 (note 6.5).


6.5 Derivative financial instruments

Accounting policy: Derivative financial instruments

Derivative financial instruments are initially recognised at fair value on the date a contract is entered into and

remeasured to their fair value at each reporting date.

Hedge accounting

The Group designates most of its derivatives as hedging instruments. At inception, each hedge relationship is

formalised in hedge documentation. The Group determines the existence of an economic relationship between the

hedging instrument and the hedged item based on the currency, amount and timing of respective cash flows, interest

rates, tenors, repricing dates, maturities and notional amounts at inception. The Group assesses whether the

derivative designated in each hedging relationship is expected to be, and has been, effective in offsetting the changes

in cash flows of the hedged item.

When the derivatives meet the requirements of cash-flow hedge accounting, the effective portion of the change in the

fair value of the derivatives is recognised in other comprehensive income and accumulated as a separate component

of equity. Amounts deferred in equity are recycled to the income statement in the periods when the hedged item is

recognised in the income statement. The ineffective portion is recognised in the income statement.

When the derivatives meet the requirements of fair value hedge accounting, changes in the fair value of the

derivatives are taken directly to the income statement for the year, to offset the change in fair value of the hedged

item also recorded in the income statement.

Hedge accounting is discontinued when the hedge instrument expires, is terminated or no longer qualifies for hedge

accounting. When hedge accounting for cash-flow hedges is discontinued, the amount accumulated in the hedging

reserve remains in equity until it is reclassified to the income statement in the same periods as the hedged expected

future cash flows affect the income statement. If the hedged future cash flows are no longer expected to occur, the

amounts accumulated in the hedging reserve are immediately reclassified to the income statement.


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The Group’s derivative financial instruments, comprising interest rate swaps and collars, are used to manage exposure

to cash flow variability and interest rate risk. The majority are designated as hedging instruments and are recognised

as derivative financial instruments in the statement of financial position. The details of the Group’s hedging

instruments are as follows.


Currency

Interest

rates Maturity

Notional

amount of

hedging

instrument

Carrying

amount of the

hedging

instrument:

asset

Carrying

amount of

the hedging

instrument:

liability

Change in value

used for

calculating

hedge

effectiveness




Years NZ$000 NZ$000 NZ$000

2026

Cash-flow hedges

Interest rate

derivatives NZD

2.440%–

4.613% 0–5

NZ$530

million 1,131 (6,060) 3,821

Interest rate

derivatives AUD

3.561%–

4.836% 0–5

A$600

million 9,459 (628) 14,036

10,590 (6,688) 17,857



Currency

Interest

rates Maturity

Notional

amount of

hedging

instrument

Carrying

amount of the

hedging

instrument:

asset

Carrying

amount of

the hedging

instrument:

liability

Change in value

used for

calculating

hedge

effectiveness




Years NZ$000 NZ$000 NZ$000

2025

Cash-flow hedges

Interest rate

derivatives NZD

2.440%–

4.815% 0–5

NZ$645

million 1,132 (9,882) (21,438)

Interest rate

derivatives AUD

3.561%–

4.378% 2–6

A$475

million 253 (5,458) (2,848)

1,385 (15,340) (24,286)


The fair values of these derivatives are categorised as Level 2 under the fair value hierarchy in NZ IFRS 13. The fair

values of these derivatives are derived using inputs that are observable, either directly (prices) or indirectly (derived

from prices). The fair value of interest rate instruments is determined by discounting the future cash flows using the

yield curves at the end of the reporting period and the credit risk inherent in the contract.



Cash-flow hedges

The Group holds various interest rate derivatives to provide an effective cash-flow hedge against floating interest rate

variability on a defined portion of core debt. The hedge ratio is 1:1 as the notional amount of the interest rate

derivatives matches the face value of the hedged bank loans. As the critical terms of the interest rate derivative

contracts and the hedged item are the same, significant hedge ineffectiveness is not expected.

At 31 March 2026, the Group had a number of interest rate derivatives that were designated as cash-flow hedges.

These derivatives have a total notional principal amount of approximately NZ$1,250.2 million, which is made up of

NZ$530.0 million and A$600.0 million (2025: NZ$1,167.7 million). These derivatives cover terms of up to five years

(2025: six years) and are effective for various periods. Some of these derivatives will become effective at a future date.


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2026 2025


$000 $000


Notional principal amount

Already effective at balance date 1,065,160 987,667

Forward starting 185,042 180,000

1,250,202 1,167,667


These interest rate derivatives effectively change the Group’s interest rate exposure on the principal covered from a

floating rate to an average fixed rate ranging from 4.046% to 4.222% (2025: 3.997% to 4.264%). The notional principal

amounts covered by these derivatives and the average contracted fixed interest rates for their remaining maturities

are shown below.



Average contracted

fixed interest rate

Notional principal

amount covered


2026 2025 2026 2025


% % $000 $000

Within 1 year 4.046% 3.997% 1,250,202 1,082,667

1–2 years 4.062% 3.969% 1,174,192 1,052,667

2–3 years 4.216% 3.989% 898,181 899,657

3–4 years 4.167% 4.189% 592,113 651,629

4–5 years 4.222% 4.264% 287,071 421,074

5–6 years - 4.022% - 55,018



6.6 Share capital

Accounting policy: Ordinary shares

Incremental costs directly attributable to the issue of ordinary shares are recognised as deductions from equity.

Although the shares purchased for the leadership share scheme are treated as treasury stock under financial reporting

standards, they are not of the type contemplated by section 67A of the Companies Act 1993. They carry the usual

rights attached to shares such as the right to receive dividends (albeit subject to contractual requirements under the

share scheme to apply dividend payments to repay loans) and the right to participate in corporate actions. On this

basis, the treasury stock has been included in the calculation of basic and diluted earnings per share.

Issued and paid-up capital consists of 1,015,729,081 fully paid ordinary shares (2025: 1,015,712,784 shares) less

treasury stock of 873,784 shares (2025: 1,170,990 shares). All shares rank equally in all respects.

Shares historically purchased on market under the leadership share scheme are treated as treasury stock (note 6.7)

until they are vested to the employees.


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2026 2025 2026 2025


Shares

’000

Shares

’000


$000


$000

Total ordinary shares (including treasury

stock) opening balance

1,015,713 687,642 1,923,044 952,887

Ordinary shares issued:

• Long-term incentive plan

16 - 58 -

• Equity raise

- 328,071 - 970,157

Total ordinary shares (including treasury

stock) closing balance

1,015,729 1,015,713 1,923,102 1,923,044


Basic and diluted earnings per share (EPS)


2026

2025

(restated)

Net profit/(loss) after tax ($000) (171,345) (513,747)

Weighted average number of shares (in ’000) 1,015,722 710,192

Basic EPS (cents per share) (16.9) (72.3)


Net profit/(loss) after tax ($000) (171,345) (513,747)

Fair value of shares to settle share rights ($000) - (179)

Adjusted net profit/(loss) after tax ($000) (171,345) (513,926)

Weighted average number of shares (in ’000) 1,015,722 710,192

Diluted EPS (cents per share) (16.9) (72.4)


Diluted earnings per share in 2025 were calculated with the assumption that shares were purchased from market to

settle the share rights, rather than issuing new shares, as at that time the Board had not determined their preferred

approach. The purchase of shares from the market to settle share rights does not affect the number of outstanding

ordinary shares or the income statement. However, it does impact equity and is considered dilutive when share rights

are out of the money.

The Board has since confirmed its intention to issue shares rather than purchasing on market and did so during the

period. There is no dilutive impact on earnings per share for 2026, as the Group is in a loss-making position.


Net tangible asset (NTA) per share


2026

2025

(restated)


NTA ($000) 4,067,622 4,170,389

Ordinary shares at 31 March (in ’000) 1,015,729 1,015,713

NTA per share (cents per share) 400.5 410.6


NTA is calculated as total assets less intangible assets and deferred tax assets, and less total liabilities.


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6.7 Reserves and retained earnings


Note 2026

2025

(restated)


$000 $000

Reserves

Asset revaluation reserve 6.7a 155,227 116,649

Cash-flow hedge reserve 6.7b 8,779 1,704

Foreign-currency translation reserve 6.7c 24,519 6,979

Treasury stock 6.7d (12,110) (16,280)

Share-based payments reserve 6.7e 1,052 348

Closing balance 177,467 109,400

a. Asset revaluation reserve

Opening balance


116,649 126,290

Asset revaluation


42,929 36,320

Deferred tax movement

9.1

(4,351) (45,961)

Closing balance


155,227 116,649

b. Cash-flow hedge reserve

Opening balance 1,704 20,774

Change in fair value of interest rate derivatives 6.5 14,777 (903)

Reclassifications to profit or loss

• As hedged transactions occurred

4,835 (17,630)

• Terminated derivatives released over the original

term of the instrument

(7,256) (6,454)

Deferred tax movement 9.1 (5,281) 5,917

Closing balance 8,779 1,704

c. Foreign-currency translation reserve

Opening balance 6,979 3,551

(Loss)/gain on hedge of foreign-owned subsidiary net

assets (6,999) (639)

Gain/(loss) on translation of foreign operations 22,579 4,100

Deferred tax movement 9.1 1,960 (33)

Closing balance 24,519 6,979

d. Treasury stock

Opening balance (16,280) (34,730)

Acquisitions - -

Sale of treasury stock 4,170 18,450

Closing balance (12,110) (16,280)

e. Share-based payments reserve

Opening balance 348 -

Equity-settled share-based payment 8.2 802 338

(Vesting)/forfeiture of share rights 8.2 (122) -

Deferred tax movement 9.1 24 10

Closing balance 1,052 348



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2026

2025

(restated)


$000 $000

Retained earnings

Opening balance 2,151,763 2,677,601

Net profit/(loss) attributable to shareholders (171,345) (513,747)

Loss on disposal of treasury stock (3,323) (12,091)

Dividends paid - -

Closing balance 1,977,095 2,151,763

Nature of reserves

• Asset revaluation reserve reflects unrealised gains from the revaluation of aged care centres.

• Cash-flow hedge reserve reflects the cumulative effective gains or losses on cash-flow hedges.

• Foreign-currency translation reserve captures exchange differences from translating the financial statements of

foreign operations into the Group’s reporting currency.

• Treasury stock represents shares purchased on market under the previous leadership share scheme where they

have not vested to the employee.

• Share-based payments reserve represents the accumulated value of equity-based compensation that has been

recognised as an expense but not yet exercised.

Dividends paid

No dividends have been declared or paid in the 12 months to March 2026 (2025: nil).


7.0 Financial risk management

7.1 Financial risk management

The Group’s activities expose it to a variety of financial risks being credit risk, market risk (including interest rate and

foreign exchange risk) and liquidity risk. The Group’s overall risk management programme focuses on the

unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial

performance. The Group uses derivative financial instruments to hedge certain risk exposures.


7.2 Credit risk

Credit risk is the risk of a failure of a debtor or counterparty to honour its contractual obligations, resulting in financial

loss for the Group. The Group’s exposure to credit risk relates to cash and cash equivalents, derivative financial

instruments, trade and other receivables, and advances to employees. The maximum credit risk at 31 March 2026 is

the carrying amount of these financial assets.

In the normal course of business, the Group does not have significant concentrations of credit risk. The most

significant individual debtor group comprises government organisations, with no other material concentrations

identified. The Group typically requires settlement of the occupancy advance (either through payment, equity from a

previous unit, or a deposit) before occupation of a unit, which significantly reduces credit exposure relating to

residents. Credit risk associated with cash and cash equivalents and derivative financial instruments is managed by

placing funds only with creditworthy financial institutions and by limiting exposure to any single institution.

The Group does not take security over the assets of its debtors but may require a guarantor. The Group has the right

to set off any unpaid fees against an occupancy advance or refundable accommodation deposit. There were no

material overdue debtors at 31 March 2026 (2025: $Nil).

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7.3 Market risk

Market risk is the risk that changes in market prices such as interest rates and exchange rates will affect the Group’s

assets, liabilities and financial performance.

a. Interest rate risk

Interest rate risk is the risk that fluctuations in interest rates affect the Group’s financial performance or future cash

flows or the fair value of its financial instruments.

The Group’s interest rate risk arises mainly from loans and borrowings. Fixed rate borrowings expose the Group to

changes in the fair value of the borrowings, while variable-rate borrowings expose the Group to variability in cash

flows due to changes in interest rates.

The Group manages its exposure through a mix of fixed and variable-rate debt, and by using interest rate derivatives

designated as hedging instruments for these borrowings (note 6.5).

The Group also has interest rate exposure under the terms of its occupancy agreements in New Zealand, and in

respect of its refundable accommodation deposits in both New Zealand and Australia. Refer to notes 6.1 and 6.2.

• Although the occupancy agreements in New Zealand provide that the occupancy advance is repayable at the

earlier of the receipt of the new occupancy advance from the incoming resident or at the end of a specified

period (being either three years for contracts entered into before 1 October 2025 or 12 months for occupancy

agreements entered into after that date), the Group is liable to pay interest if it does not repay the occupancy

advance within six months from the date residents vacate their unit. The Group has the ability to manage its

interest rate exposure by repaying the occupancy advance within six months.

• In New Zealand, a refundable accommodation deposit is repayable within 30 working days of a resident vacating

their care room. The Group is liable to pay interest if it does not repay the deposit within that period. In

Australia, the repayment obligation is within 14 days of a resident vacating their care room, or of sighting the

probate or letters of administration. The Group is liable to pay interest at a base interest rate within the 14-day

period, and at the higher maximum permissible interest rate after that. The Group manages these interest rate

exposures by repaying the deposits within the prescribed refund period where possible.

Sensitivity

The following sensitivity analysis is based on the interest rate risk exposures in existence at the reporting date. The net

exposure at balance date is representative of what the Group was and is expecting to be exposed to in the 12 months

from balance date. At balance date, had the floating interest rates increased or decreased by 50 basis points, with all

other variables held constant, profit and equity would have been affected as follows:



2026 2025


$000 $000

Increase in interest rates of 50 basis points

Effect on profit after taxation – increase/(decrease) (605) (757)

Effect on equity after taxation – increase/(decrease) 9,982 11,386

Decrease in interest rates of 50 basis points

Effect on profit after taxation – increase/(decrease) 605 757

Effect on equity after taxation – increase/(decrease) (10,125) (11,837)



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b. Foreign currency risk

Foreign currency risk is the risk that the value of the Group’s assets, liabilities and financial performance will fluctuate

due to changes in foreign currency rates.

The Group is exposed to currency risk in AUD primarily due to its subsidiaries in Australia. The risk to the Group is that

the value of the Australian subsidiaries’ financial position and financial performance will fluctuate in economic terms

and as recorded in the consolidated financial statements, due to changes in the NZD/AUD exchange rate.

The Group hedges the currency risk relating to its Australian subsidiaries by holding a portion of its borrowings (bank

debt) in AUD. Any foreign currency movement in the net assets of the Australian subsidiaries is partially offset by an

opposite movement in the AUD debt.

Sensitivity

The following sensitivity analysis is based on the foreign currency risk exposures in existence at the reporting date.

The net exposure at balance date is representative of what the Group was and is expecting to be exposed to in the 12

months from balance date. At balance date, had the NZD moved either up or down by 10%, with all other variables

held constant, profit and equity would have been affected as follows:


2026 2025


$000 $000

Increase in value of NZ dollar of 10%

Effect on profit after taxation – increase/(decrease) 2,384 10,296

Effect on equity after taxation – increase/(decrease) (18,198) (15,530)

Decrease in value of NZ dollar of 10%

Effect on profit after taxation – increase/(decrease) (2,914) (12,584)

Effect on equity after taxation – increase/(decrease) 22,242 18,982


7.4 Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due.

The Group evaluates its liquidity requirements on an ongoing basis and manages liquidity risk by maintaining

undrawn banking facilities and sufficient cash. It regularly monitors both forecast and actual cash flows, as well as the

maturity profiles of its financial assets and liabilities.

The Group manages the liquidity risk on occupancy advances through the contractual requirements in the occupation

right agreement. The terms of these are discussed in note 7.3.

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Nature and exposure of risk

The following table sets out the Group’s liquidity profile for financial instruments, based on contractual

undiscounted cash flows.


Less than 1

year

1–5

years

Greater than

5 years

Total


$000 $000 $000 $000

2026

Financial liabilities


Trade and other payables 95,816 - - 95,816

Resident loans – aged care

1

625,671 - - 625,671

Resident loans – retirement living

1

5,537,404 - - 5,537,404

Bank loans 66,312 1,171,520 497,939 1,735,771

Retail bond 152,734 - - 152,734

Lease liabilities 2,998 7,762 102 10,862

Total

6,480,935 1,179,282 498,041 8,158,258


2025

Financial liabilities


Trade and other payables 113,578 - - 113,578

Resident loans – aged care

1

500,449 - - 500,449

Resident loans – retirement living

1

5,213,348 - - 5,213,348

Bank loans 78,641 1,651,043 - 1,729,684

Retail bond 3,690 152,869 - 156,559

Lease liabilities 3,620 10,426 1,051 15,097

Total 5,913,326 1,814,338 1,051 7,728,715

1

These liabilities have demand features and therefore have contractual maturity dates that could occur in less than one year. They are unlikely

to be called on demand due to the Group’s long history of gradual resident turnover, the highly diverse and geographically spread resident base,

and the absence of alternative accommodation models at scale. In the current year the Group repaid $566.7 million relating to retirement living

occupancy advances (2025: $532.3 million).


7.5 Capital management

The Group’s capital includes share capital, reserves and retained earnings. The objective of the Group’s capital

management is to ensure that long-term business plans can be achieved in a profitable and financially sustainable

manner that enhances shareholder returns and benefits all stakeholders.

The Group’s capital is managed at the parent company level, with oversight from the Board of Directors.

Adjustments are made to the structure with Board approval, considering economic conditions at the time.

The Group is also subject to capital requirements imposed by its banks and lenders.


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8.0 Related party transactions

8.1 Key management personnel compensation

Key management personnel are those who have authority and responsibility for planning, directing and controlling the

activities of the Group. The Group considers that this is the directors and the Senior Executive Team.

The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related

to key management personnel.


2026 2025


$000 $000

Short-term employee benefits 5,711 7,179

Employer contributions to post-employment benefits

– KiwiSaver/Superannuation

227 239

Termination benefits 1,161 2,799

Share-based payment transactions (long-term incentive plan)

(note 8.2) 737 338

Directors’ fees 1,064 1,038

Total key management personnel and directors’ compensation 8,900 11,593


8.2 Equity-settled share-based payments

The Group operates a long‑term incentive plan (LTIP) under which performance share rights are granted to eligible

members of the Senior Executive Team, as approved by the Board. These rights entitle participants to receive

ordinary shares in Ryman Healthcare Limited upon vesting. The awards have no exercise price and no contractual

term, and there are no cash‑settlement alternatives. The Group has no past practice of cash settlement, and

accordingly, the LTIP is accounted for as an equity‑settled share‑based payment.

The number of share rights allocated is determined by applying the 10‑day volume‑weighted average price (VWAP)

of the Company’s shares to a specified percentage of base salary. Share rights vest over a three‑year period, subject

to market‑based performance conditions.

The grant‑date fair value of the share rights is expensed on a straight‑line basis over the three‑year vesting period,

based on the number of awards expected to vest, with a corresponding increase in equity. At each reporting date,

the Group reviews its estimate of the number of share rights expected to vest and adjusts the cumulative expense

recognised to date accordingly. If the service requirement is not met and the share rights are forfeited, the Group

reverses the cumulative expense previously recognised in the period of forfeiture. If market‑based vesting

conditions (such as total shareholder return hurdles) are not met, the share rights do not vest, and no adjustment is

made to the grant‑date fair value or to the cumulative expense already recognised.

The cumulative expense recognised for performance share rights is credited to the share-based payment reserve

within equity over the vesting period. Upon vesting, the balance relating to vested awards is transferred from the

share-based payment reserve to share capital.


RYMAN HEALTHCARE ANNUAL REPORT 2026

88

RYMAN HEALTHCARE LIMITED
48


2026 2025


Number outstanding Number outstanding

Opening balance 525,361 -

Granted during the year 1,161,276 525,361

Forfeited during the year (122,129) -

Vested during the year (16,296) -

Closing balance 1,548,212 525,361


Share rights granted during the year are subject to the following three-year performance hurdles:

• Up to 50% vest based on absolute annual compounded total shareholder return relative to the Group’s

cost of equity

• Up to 50% vest based on relative total shareholder return performance compared with the NZX50 Index.

Valuation methodology

The fair value of the performance share rights is measured at the grant date using a Monte Carlo simulation model.

The valuation incorporates all market‑based performance conditions and the specific terms of the awards.

Non‑market conditions, such as the three‑year service requirement, are excluded from the grant‑date fair value.

The Monte Carlo model simulates the 10‑day VWAP at the vesting date for the Company and the closing share

prices (and corresponding 10‑day VWAPs) of NZX50 Index companies (including Ryman Healthcare Limited). The

model compares the simulated relative total shareholder return performance and incorporates the correlation

between the Company’s share price and the NZX50 Index constituents.

Key assumptions

The table below outlines the model inputs used to value the share rights granted under the long‑term incentive

plan in the current year.


Valuation inputs

Weighted average fair values at the measurement date $1.23

Commencement date 1 July 2025

Valuation date 14 July 2025

VWAP at valuation date $2.36

VWAP at commencement date $2.23

VWAP volatility 31%

Dividend reinvestment factor 100%

Dividend yield 0%


The volatility assumption is representative of the level of uncertainty expected in the movements of the Group’s

share price over the life of the options. VWAP volatilities are based on the Group’s VWAP returns over a historical

period from the valuation date that matches the remaining duration of the respective tranches.


89

RYMAN HEALTHCARE LIMITED
49

8.3 Related-party transactions

The Group enters into transactions with other entities that some of the directors may have interest in or sit on the

Board of. Any transactions undertaken with these entities have been entered into on standard commercial terms

and in the ordinary course of business. No director is involved in the quoting for or provision of services by these

entities to the Group.


Transactions

Amounts owing at

year-end


2026 2025 2026 2025


$000 $000 $000 $000

Construction and infrastructure services –

Fulton Hogan Limited

715 1,371 18 89


Dean Hamilton is a director/shareholder of Fulton Hogan Limited, which provided construction and infrastructure

services to the Group.

Utilities

James Miller was a director of Mercury NZ Limited until 19 September 2025. Transactions related to utilities are not

quoted in the table above as they occur under standard commercial terms and the director had no involvement in

the day-to-day operations.


8.4 Trading subsidiaries

The operating subsidiaries are listed below:

• Anthony Wilding Retirement Village Limited

• Bert Newton Retirement Village Pty Ltd

• Bert Sutcliffe Retirement Village Limited

• Bob Owens Retirement Village Limited

• Bob Scott Retirement Village Limited

• Bruce McLaren Retirement Village Limited

• Café Ryman Russley Road Limited

• Charles Brownlow Retirement Village Pty Ltd

• Charles Fleming Retirement Village Limited

• Charles Upham Retirement Village Limited

• Deborah Cheetham Retirement Village Pty Ltd

• Diana Isaac Retirement Village Limited

• Edmund Hillary Retirement Village Limited

• Ernest Rutherford Retirement Village Limited

• Essie Summers Retirement Village Limited

• Evelyn Page Retirement Village Limited

• Frances Hodgkins Retirement Village Limited

• Grace Joel Retirement Village Limited

• Hilda Ross Retirement Village Limited

• Hubert Opperman Retirement Village Pty Ltd

• James Wattie Retirement Village Limited

• Jane Mander Retirement Village Limited

• Jane Winstone Retirement Village Limited

• Jean Sandel Retirement Village Limited

• John Flynn Retirement Village Pty Ltd

• Julia Wallace Retirement Village Limited

• Keith Park Retirement Village Limited


• Kevin Hickman Retirement Village Limited

• Kiri Te Kanawa Retirement Village Limited

• Linda Jones Retirement Village Limited

• Logan Campbell Retirement Village Limited

• Malvina Major Retirement Village Limited

• Margaret Stoddart Retirement Village Limited

• Miriam Corban Retirement Village Limited

• Murray Halberg Retirement Village Limited

• Nellie Melba Retirement Village Pty Ltd

• Ngaio Marsh Retirement Village Limited

• Patrick Hogan Retirement Village Limited

• Possum Bourne Retirement Village Limited

• Raelene Boyle Retirement Village Pty Ltd

• Rita Angus Retirement Village Limited

• Rowena Jackson Retirement Village Limited

• Ryman Aged Care (Australia) Pty Ltd

• Ryman Construction Pty Ltd

• Ryman Healthcare (Australia) No. 11 Pty Ltd

(Essendon Terrace)

• Ryman Healthcare (Australia) Pty Ltd

• Ryman Napier Limited

• Ryman Northwood Retirement Village Limited

(Richard Hadlee Retirement Village)

• Shona McFarlane Retirement Village Limited

• Weary Dunlop Retirement Village Pty Ltd

• William Sanders Retirement Village Limited

• Yvette Williams Retirement Village Limited

RYMAN HEALTHCARE ANNUAL REPORT 2026

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RYMAN HEALTHCARE LIMITED
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9.0 Other

9.1 Income tax

Accounting policy: Income tax

Tax expense comprises current and deferred tax. Tax expense is recognised in the income statement except when it

relates to items recognised in other comprehensive income or directly in equity. In this case, tax expense is

recognised in other comprehensive income or in equity.

Deferred tax is provided for temporary differences between the carrying amount of assets and liabilities for

financial reporting and the amounts used for taxation purposes. Deferred tax is not provided for on land and on

temporary differences arising from the initial recognition of assets or liabilities that affect neither accounting profit

nor taxable profit, and do not give rise to equal taxable and deductible temporary differences.

The amount of deferred tax provided is based on the way the carrying amount of assets and liabilities are expected

to be realised and settled. The Group assesses deferred tax on investment properties on the basis that the asset

value will be realised through use. The carrying value of the Group’s investment properties is determined on a

discounted cash flow basis and includes cash flows that are both taxable and non-taxable in the future. The Group

recognises deferred tax on cash flows with a future tax consequence.

A deferred tax asset is recognised to the extent that the entity has sufficient taxable temporary differences or it is

probable that future taxable profits will be available against which the asset can be used in the case of recognising

tax losses.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority

and the Group intends to settle current tax assets and liabilities on a net basis.

Income tax recognised in income statement


2026 2025


$000 $000

Tax expense comprises:

Current tax expense - -

Deferred tax expense/(credit) (6,268) 221,442

Total income-tax expense/(credit) (6,268) 221,442


The tax rate used in the below reconciliation is the corporate tax rate in New Zealand of 28% (2025: 28%). The

corporate tax rate in Australia is 30% (2025: 30%).


91

RYMAN HEALTHCARE LIMITED
51


Reconciliation between prima facie taxation and tax expense


2026 2025


$000 $000

(Loss)/profit before income tax (177,613) (292,305)

Income tax expense calculated at 28% (49,732) (81,845)

Tax effects of:

• Non-taxable fair value movement of investment property

26,915 (26,009)

• Property movements

(1,955) 6,434

• Capitalised interest

(4,104) (14,949)

• Non-deductible impairment (credit)/loss

(1,510) 43,234

• Tax losses not recognised

8,085 269,190

• Interest deductions not recognised

17,512 25,308

• Other

(1,479) 79

Total income-tax expense/(credit) (6,268) 221,442

Effective tax rate 3.5% (75.8%)


Amounts charged or credited to other comprehensive income or equity


2026 2025


$000 $000

Tax effect of:

• Revaluation of property, plant and equipment

4,351 45,961

• Fair value movement in cash-flow hedge reserve

5,281 (5,917)

• Other

(3,364) (1,903)

Total income-tax expense/(credit) 6,268 38,141




RYMAN HEALTHCARE ANNUAL REPORT 2026

92

RYMAN HEALTHCARE LIMITED
52

Deferred tax asset/(liability)


Opening

balance

Recognised

in income

Recognised

in equity

Closing

balance


$000 $000 $000 $000

2026

Property, plant and equipment (109,536) (30,547) (6,124) (146,207)

Investment properties (21,827) (8,480) 3,750 (26,557)

Deferred management fee (148,485) (23,528) (2,441) (174,454)

Derivative financial instruments 3,978 (1,647) (1,674) 657

Other 21,836 (1,177) 340 20,999

Tax losses recognised 254,034 71,648 (119) 325,562

Total deferred tax asset/(liability) - 6,268 (6,268) -



Opening

balance

Recognised

in income

Recognised

in equity

Closing

balance


$000 $000 $000 $000

2025

Property, plant and equipment (80,582) 17,026 (45,980) (109,536)

Investment properties 20,503 (42,342) 12 (21,827)

Deferred management fee (137,690) (10,596) (199) (148,485)

Derivative financial instruments (2,897) 23 6,852 3,978

Other 18,635 3,180 21 21,836

Tax losses recognised 441,614 (188,733) 1,153 254,034

Total deferred tax asset/(liability) 259,583 (221,442) (38,141) -

Tax losses

The Group has the following amounts of gross tax losses available to offset future taxable income in New Zealand

and Australia.

2026 2026 2025 2025

NZ AU NZ AU

NZ$000 A$000 NZ$000 A$000

Tax losses – revenue 1,566,685 488,729 1,378,782 415,521

Tax losses – capital - 54,097 - 25,619

Total gross tax losses available 1,566,685 542,826 1,378,782 441,140


Recognised tax losses 1,002,528 124,560 873,118 28,964

Unrecognised tax losses 564,157 418,266 505,664 412,176

Total gross tax losses 1,566,685 542,826 1,378,782 441,140



93

RYMAN HEALTHCARE LIMITED
53

Unrecognised tax losses

The unrecognised tax losses remain available to the Group for future use, provided the relevant requirements

under applicable tax legislation are met. This includes satisfying the shareholding continuity requirements, or

where applicable, the New Zealand and Australian business continuity tests.

Unrecognised tax losses can be carried forward indefinitely and continue to represent a potential future tax benefit

to the Group; however, no deferred tax asset has been recognised as the Group does not consider it probable that

sufficient taxable profits will be available.

Unrecognised tax deductions – interest

Thin capitalisation interest limitation rules in Australia limit net interest deductions to 30% of an entity’s tax EBITDA

(which is broadly based on the concept of taxable income before interest and depreciation). The Australian

subsidiaries’ current tax profile means they are denied a deduction for their net interest costs in the current period

but are permitted to carry forward the denied interest deductions for up to 15 years, subject to satisfying certain

integrity rules at the time the denied interest deductions are sought to be recouped. Denied interest deductions

relate to interest incurred on Australian borrowings secured over New Zealand assets. The disclosed balance has

been determined on the assumption that the amount and interest rate on these borrowings is consistent with

arm’s length terms. Should the Group pursue the use of these deductions, it intends to undertake an analysis to

validate this assumption, and the outcome may result in an adjustment to the disclosed balance. The Group has not

recognised a deferred tax asset in respect of denied net interest deductions.


2026 2026 2025 2025

NZ AU NZ AU

NZ$000 A$000 NZ$000 A$000

Denied interest deductions - 123,939 - 76,666

Imputation credit memorandum account


2026 2025


$000 $000

Imputation credits available to shareholders of the parent company 642 1,024




9.2 Commitments

The Group had commitments relating to construction contracts amounting to $47.0 million at 31 March 2026

(2025: $88.0 million).


9.3 Contingent liabilities

There are no material contingent liabilities at 31 March 2026 (2025: none).


9.4 Subsequent events

In May 2026, the Group entered a sale and purchase agreement to sell the Kealba site (Melbourne, Australia) for

A$30.9 million, broadly in line with the carrying value. Settlement is expected in FY28.

There have been no other events subsequent to 31 March 2026 that materially impact on the results reported.


RYMAN HEALTHCARE ANNUAL REPORT 2026

94

RYMAN HEALTHCARE LIMITED
53

Unrecognised tax losses

The unrecognised tax losses remain available to the Group for future use, provided the relevant requirements

under applicable tax legislation are met. This includes satisfying the shareholding continuity requirements, or

where applicable, the New Zealand and Australian business continuity tests.

Unrecognised tax losses can be carried forward indefinitely and continue to represent a potential future tax benefit

to the Group; however, no deferred tax asset has been recognised as the Group does not consider it probable that

sufficient taxable profits will be available.

Unrecognised tax deductions – interest

Thin capitalisation interest limitation rules in Australia limit net interest deductions to 30% of an entity’s tax EBITDA

(which is broadly based on the concept of taxable income before interest and depreciation). The Australian

subsidiaries’ current tax profile means they are denied a deduction for their net interest costs in the current period

but are permitted to carry forward the denied interest deductions for up to 15 years, subject to satisfying certain

integrity rules at the time the denied interest deductions are sought to be recouped. Denied interest deductions

relate to interest incurred on Australian borrowings secured over New Zealand assets. The disclosed balance has

been determined on the assumption that the amount and interest rate on these borrowings is consistent with

arm’s length terms. Should the Group pursue the use of these deductions, it intends to undertake an analysis to

validate this assumption, and the outcome may result in an adjustment to the disclosed balance. The Group has not

recognised a deferred tax asset in respect of denied net interest deductions.


2026 2026 2025 2025

NZ AU NZ AU

NZ$000 A$000 NZ$000 A$000

Denied interest deductions - 123,939 - 76,666

Imputation credit memorandum account


2026 2025


$000 $000

Imputation credits available to shareholders of the parent company 642 1,024




9.2 Commitments

The Group had commitments relating to construction contracts amounting to $47.0 million at 31 March 2026

(2025: $88.0 million).


9.3 Contingent liabilities

There are no material contingent liabilities at 31 March 2026 (2025: none).


9.4 Subsequent events

In May 2026, the Group entered a sale and purchase agreement to sell the Kealba site (Melbourne, Australia) for

A$30.9 million, broadly in line with the carrying value. Settlement is expected in FY28.

There have been no other events subsequent to 31 March 2026 that materially impact on the results reported.


95


PricewaterhouseCoopers, PwC Tower, 15 Customs Street West,

Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000

pwc.co.nz

Independent auditor’s report

To the shareholders of Ryman Healthcare Limited

Our opinion

In our opinion, the accompanying consolidated financial statements (the financial statements) of Ryman

Healthcare Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects,

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

then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS)

and International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).

What we have audited

The Group's financial statements comprise:

• the consolidated statement of financial position as at 31 March 2026;

• the consolidated income statement for the year then ended;

• the consolidated statement of comprehensive income for the year then ended;

• the consolidated statement of changes in equity for the year then ended;

• the consolidated statement of cash flows for the year then ended; and

• the notes to the financial statements, comprising material accounting policy information and other explanatory

information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and

International Standards on Auditing (ISAs). 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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

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 (PES 1) and the International Code of Ethics for

Professional Accountants (including International Independence Standards) issued by the International Ethics

Standards Board for Accountants (IESBA Code), as applicable to audits of financial statements of public interest

entities. We have also fulfilled our other ethical responsibilities in accordance with PES 1 and the IESBA Code.

Independent auditor’s report

RYMAN HEALTHCARE ANNUAL REPORT 2026

96

55 PwC - Independent auditor’s report
In our capacity as auditor and assurance practitioner, our firm also provides other assurance services. Our firm also

carries out other services relating to the provision of whistleblower services to the Group. In addition, certain

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

activities of the business. The firm has no other relationship with, or interests in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the financial statements of the current year. This matter was addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this

matter.

Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment properties and aged care

centres

The Group’s property assets include investment properties

(including development land) and aged care centres

(encompassing freehold land, buildings and property under

development) with carrying values of $10,930.0 million and

$1,027.2 million, respectively and represent the majority of

the assets held by the Group as at 31 March 2026.

Investment properties and aged care centres are disclosed in

notes 5.3 and 5.2 of the financial statements.

Investment properties and aged care centres are generally

carried at fair value. Construction work in progress for

investment properties and aged care centres under

development are carried at cost less any impairment until fair

value becomes reliably measurable.

The valuation of the Group’s investment properties and aged

care centres is inherently subjective due to, amongst other

factors, inputs into the valuations that are unobservable

through available market information, and also the need to

consider individual characteristics of each village including its

location, its resident profile and the expected future cash

flows for that particular village.

Given the existence of significant estimation uncertainty,

coupled with the fact that only a small percentage difference

in individual valuation assumptions, when aggregated, could

result in a material misstatement, and considering the

significance of investment properties and aged care centres

to the Group, we determined this to be a key audit matter.

The valuations were performed by independent registered

valuers (the Valuers). The Valuers engaged by the Group are

experienced in the markets in which the Group operates.

In preparing their valuations, the Valuers took into account

property specific information such as unit prices, anticipated

price growth rates, and discount rates for investment

properties and capitalisation rates and market value per care

bed for aged care centres. The Valuers also considered the

qualities of each property as a whole, including estimates for

any forecast remediation works.

The Valuers then applied these assumptions in conjunction

with available market data and transactions, to arrive at a

point estimate.

The valuation of investment properties and aged care centres

is inherently subjective given that there are assumptions,

estimates and methodologies that may result in a range of

values.

We held discussions with management to understand the

movements in the Group’s investment properties and aged

care centres, changes in the condition of the properties, and

the controls in place over the valuation process.

In assessing the valuations, we read the valuation reports and

held separate discussions with the Valuers to gain an

understanding of the assumptions and estimates used and

the valuation methodology applied.

We carried out procedures, on a sample basis, to test

whether the key inputs in the valuations that were supplied to

the Valuers by the Group reflected the underlying records

held by the Group. We considered the estimated cost of

remediation works and agreed the forecast remediation costs

to supporting evidence.

We engaged our own in-house valuation expert to critique

and independently assess the work performed and key

assumptions used by the Valuers. In particular, we compared

the key assumptions used by the Valuers to our in-house

valuation expert’s knowledge gained from reviewing

valuations of similar properties, known transactions and

market data.

We also considered whether or not there was bias in

determining significant assumptions in individual valuations

and found no evidence of bias.

We also assessed the Valuers’ qualifications, expertise, and

objectivity, and we found no evidence to suggest that the

objectivity of any Valuer, in their performance of the

valuations, was compromised.

We concluded that the valuation approach for each

investment property and aged care centre was in accordance

with relevant accounting standards and suitable for use in

determining the fair value of investment properties and aged

care centres as at 31 March 2026. We also considered the

appropriateness of the related disclosures made in the

financial statements.

55 PwC - Independent auditor’s report

In our capacity as auditor and assurance practitioner, our firm also provides other assurance services. Our firm also

carries out other services relating to the provision of whistleblower services to the Group. In addition, certain

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

activities of the business. The firm has no other relationship with, or interests in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the financial statements of the current year. This matter was addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this

matter.

Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment properties and aged care

centres

The Group’s property assets include investment properties

(including development land) and aged care centres

(encompassing freehold land, buildings and property under

development) with carrying values of $10,930.0 million and

$1,027.2 million, respectively and represent the majority of

the assets held by the Group as at 31 March 2026.

Investment properties and aged care centres are disclosed in

notes 5.3 and 5.2 of the financial statements.

Investment properties and aged care centres are generally

carried at fair value. Construction work in progress for

investment properties and aged care centres under

development are carried at cost less any impairment until fair

value becomes reliably measurable.

The valuation of the Group’s investment properties and aged

care centres is inherently subjective due to, amongst other

factors, inputs into the valuations that are unobservable

through available market information, and also the need to

consider individual characteristics of each village including its

location, its resident profile and the expected future cash

flows for that particular village.

Given the existence of significant estimation uncertainty,

coupled with the fact that only a small percentage difference

in individual valuation assumptions, when aggregated, could

result in a material misstatement, and considering the

significance of investment properties and aged care centres

to the Group, we determined this to be a key audit matter.

The valuations were performed by independent registered

valuers (the Valuers). The Valuers engaged by the Group are

experienced in the markets in which the Group operates.

In preparing their valuations, the Valuers took into account

property specific information such as unit prices, anticipated

price growth rates, and discount rates for investment

properties and capitalisation rates and market value per care

bed for aged care centres. The Valuers also considered the

qualities of each property as a whole, including estimates for

any forecast remediation works.

The Valuers then applied these assumptions in conjunction

with available market data and transactions, to arrive at a

point estimate.

The valuation of investment properties and aged care centres

is inherently subjective given that there are assumptions,

estimates and methodologies that may result in a range of

values.

We held discussions with management to understand the

movements in the Group’s investment properties and aged

care centres, changes in the condition of the properties, and

the controls in place over the valuation process.

In assessing the valuations, we read the valuation reports and

held separate discussions with the Valuers to gain an

understanding of the assumptions and estimates used and

the valuation methodology applied.

We carried out procedures, on a sample basis, to test

whether the key inputs in the valuations that were supplied to

the Valuers by the Group reflected the underlying records

held by the Group. We considered the estimated cost of

remediation works and agreed the forecast remediation costs

to supporting evidence.

We engaged our own in-house valuation expert to critique

and independently assess the work performed and key

assumptions used by the Valuers. In particular, we compared

the key assumptions used by the Valuers to our in-house

valuation expert’s knowledge gained from reviewing

valuations of similar properties, known transactions and

market data.

We also considered whether or not there was bias in

determining significant assumptions in individual valuations

and found no evidence of bias.

We also assessed the Valuers’ qualifications, expertise, and

objectivity, and we found no evidence to suggest that the

objectivity of any Valuer, in their performance of the

valuations, was compromised.

We concluded that the valuation approach for each

investment property and aged care centre was in accordance

with relevant accounting standards and suitable for use in

determining the fair value of investment properties and aged

care centres as at 31 March 2026. We also considered the

appropriateness of the related disclosures made in the

financial statements.

97

56 PwC - Independent auditor’s report
Our audit approach

Overview

Overall group materiality: $30.5 million, which represents approximately 0.75% of net

assets.

We chose net assets as the benchmark because, in our view, the objective of the Group

is to provide the shareholder with a total return on the Group's net assets, taking into

account both capital and income returns.

We have performed a full scope audit over the consolidated financial information of the

Group.

As reported above, we have one key audit matter, being the valuation of investment

properties and aged care centres.

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the

financial statements. In particular, we considered where management made subjective judgements; for example, in

respect of significant accounting estimates that involved making assumptions and considering future events that are

inherently uncertain. As in all of our audits, we also addressed the risk of management override of internal controls,

including among other matters, consideration of whether there was evidence of bias that represented a risk of

material misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable

assurance about whether the financial statements are free from material misstatement. Misstatements may arise

due to fraud or error. They 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 the financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the

overall group materiality for the financial statements as a whole as set out above. These, together with qualitative

considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit

procedures, and to evaluate the effect of misstatements, both individually and in the aggregate, on the financial

statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the

financial statements as a whole, taking into account the structure of the Group, the accounting processes and

controls, and the industry in which the Group operates.

Other information

The Directors are responsible for the other information. The other information comprises the information included

in the Annual Report, but does not include the financial statements and our auditor’s report thereon and the

Climate-Related Disclosures. The Annual Report and the Climate-Related Disclosures are expected to be made

available to us after the date of this auditor’s report.

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

audit opinion or assurance conclusion thereon.

55 PwC - Independent auditor’s report

In our capacity as auditor and assurance practitioner, our firm also provides other assurance services. Our firm also

carries out other services relating to the provision of whistleblower services to the Group. In addition, certain

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

activities of the business. The firm has no other relationship with, or interests in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the financial statements of the current year. This matter was addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this

matter.

Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment properties and aged care

centres

The Group’s property assets include investment properties

(including development land) and aged care centres

(encompassing freehold land, buildings and property under

development) with carrying values of $10,930.0 million and

$1,027.2 million, respectively and represent the majority of

the assets held by the Group as at 31 March 2026.

Investment properties and aged care centres are disclosed in

notes 5.3 and 5.2 of the financial statements.

Investment properties and aged care centres are generally

carried at fair value. Construction work in progress for

investment properties and aged care centres under

development are carried at cost less any impairment until fair

value becomes reliably measurable.

The valuation of the Group’s investment properties and aged

care centres is inherently subjective due to, amongst other

factors, inputs into the valuations that are unobservable

through available market information, and also the need to

consider individual characteristics of each village including its

location, its resident profile and the expected future cash

flows for that particular village.

Given the existence of significant estimation uncertainty,

coupled with the fact that only a small percentage difference

in individual valuation assumptions, when aggregated, could

result in a material misstatement, and considering the

significance of investment properties and aged care centres

to the Group, we determined this to be a key audit matter.

The valuations were performed by independent registered

valuers (the Valuers). The Valuers engaged by the Group are

experienced in the markets in which the Group operates.

In preparing their valuations, the Valuers took into account

property specific information such as unit prices, anticipated

price growth rates, and discount rates for investment

properties and capitalisation rates and market value per care

bed for aged care centres. The Valuers also considered the

qualities of each property as a whole, including estimates for

any forecast remediation works.

The Valuers then applied these assumptions in conjunction

with available market data and transactions, to arrive at a

point estimate.

The valuation of investment properties and aged care centres

is inherently subjective given that there are assumptions,

estimates and methodologies that may result in a range of

values.

We held discussions with management to understand the

movements in the Group’s investment properties and aged

care centres, changes in the condition of the properties, and

the controls in place over the valuation process.

In assessing the valuations, we read the valuation reports and

held separate discussions with the Valuers to gain an

understanding of the assumptions and estimates used and

the valuation methodology applied.

We carried out procedures, on a sample basis, to test

whether the key inputs in the valuations that were supplied to

the Valuers by the Group reflected the underlying records

held by the Group. We considered the estimated cost of

remediation works and agreed the forecast remediation costs

to supporting evidence.

We engaged our own in-house valuation expert to critique

and independently assess the work performed and key

assumptions used by the Valuers. In particular, we compared

the key assumptions used by the Valuers to our in-house

valuation expert’s knowledge gained from reviewing

valuations of similar properties, known transactions and

market data.

We also considered whether or not there was bias in

determining significant assumptions in individual valuations

and found no evidence of bias.

We also assessed the Valuers’ qualifications, expertise, and

objectivity, and we found no evidence to suggest that the

objectivity of any Valuer, in their performance of the

valuations, was compromised.

We concluded that the valuation approach for each

investment property and aged care centre was in accordance

with relevant accounting standards and suitable for use in

determining the fair value of investment properties and aged

care centres as at 31 March 2026. We also considered the

appropriateness of the related disclosures made in the

financial statements.

RYMAN HEALTHCARE ANNUAL REPORT 2026

98

57 PwC - Independent auditor’s report
In connection with our audit of the financial statements, our responsibility is to read the other information and, in

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

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

When we read the other information not yet received, if we conclude that there is a material misstatement therein,

we are required to communicate the matter to the Directors and use our professional judgement to determine the

appropriate action to take.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial

statements in accordance with NZ IFRS and IFRS Accounting 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 financial statements, the Directors are responsible for assessing 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 to 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 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

ISAs (NZ) and ISAs 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 financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the External

Reporting Board’s website at:

https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1-1/

This description forms part of our auditor’s report.

Who we report to

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

we might state those matters which 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.

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

For and on behalf of

PricewaterhouseCoopers Auckland

25 May 2026

55 PwC - Independent auditor’s report

In our capacity as auditor and assurance practitioner, our firm also provides other assurance services. Our firm also

carries out other services relating to the provision of whistleblower services to the Group. In addition, certain

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

activities of the business. The firm has no other relationship with, or interests in, the Group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of

the financial statements of the current year. This matter was addressed in the context of our audit of the financial

statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this

matter.

Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment properties and aged care

centres

The Group’s property assets include investment properties

(including development land) and aged care centres

(encompassing freehold land, buildings and property under

development) with carrying values of $10,930.0 million and

$1,027.2 million, respectively and represent the majority of

the assets held by the Group as at 31 March 2026.

Investment properties and aged care centres are disclosed in

notes 5.3 and 5.2 of the financial statements.

Investment properties and aged care centres are generally

carried at fair value. Construction work in progress for

investment properties and aged care centres under

development are carried at cost less any impairment until fair

value becomes reliably measurable.

The valuation of the Group’s investment properties and aged

care centres is inherently subjective due to, amongst other

factors, inputs into the valuations that are unobservable

through available market information, and also the need to

consider individual characteristics of each village including its

location, its resident profile and the expected future cash

flows for that particular village.

Given the existence of significant estimation uncertainty,

coupled with the fact that only a small percentage difference

in individual valuation assumptions, when aggregated, could

result in a material misstatement, and considering the

significance of investment properties and aged care centres

to the Group, we determined this to be a key audit matter.

The valuations were performed by independent registered

valuers (the Valuers). The Valuers engaged by the Group are

experienced in the markets in which the Group operates.

In preparing their valuations, the Valuers took into account

property specific information such as unit prices, anticipated

price growth rates, and discount rates for investment

properties and capitalisation rates and market value per care

bed for aged care centres. The Valuers also considered the

qualities of each property as a whole, including estimates for

any forecast remediation works.

The Valuers then applied these assumptions in conjunction

with available market data and transactions, to arrive at a

point estimate.

The valuation of investment properties and aged care centres

is inherently subjective given that there are assumptions,

estimates and methodologies that may result in a range of

values.

We held discussions with management to understand the

movements in the Group’s investment properties and aged

care centres, changes in the condition of the properties, and

the controls in place over the valuation process.

In assessing the valuations, we read the valuation reports and

held separate discussions with the Valuers to gain an

understanding of the assumptions and estimates used and

the valuation methodology applied.

We carried out procedures, on a sample basis, to test

whether the key inputs in the valuations that were supplied to

the Valuers by the Group reflected the underlying records

held by the Group. We considered the estimated cost of

remediation works and agreed the forecast remediation costs

to supporting evidence.

We engaged our own in-house valuation expert to critique

and independently assess the work performed and key

assumptions used by the Valuers. In particular, we compared

the key assumptions used by the Valuers to our in-house

valuation expert’s knowledge gained from reviewing

valuations of similar properties, known transactions and

market data.

We also considered whether or not there was bias in

determining significant assumptions in individual valuations

and found no evidence of bias.

We also assessed the Valuers’ qualifications, expertise, and

objectivity, and we found no evidence to suggest that the

objectivity of any Valuer, in their performance of the

valuations, was compromised.

We concluded that the valuation approach for each

investment property and aged care centre was in accordance

with relevant accounting standards and suitable for use in

determining the fair value of investment properties and aged

care centres as at 31 March 2026. We also considered the

appropriateness of the related disclosures made in the

financial statements.

99

Governance
RYMAN HEALTHCARE ANNUAL REPORT 2026

100

Patrick Hogan Village
101

Governance overview
This section provides summary information on Ryman’s corporate governance framework. Further reporting on

corporate governance is set out in our Corporate Governance Statement, available on our website.

For the reporting period, Ryman considers that our corporate governance practices are consistent with the NZX

Corporate Governance Code.

Board composition

At 31 March 2026, the Board was comprised of six independent non-executive directors, being Dean Hamilton (Chair),

David Pitman, James Miller, Kate Munnings, Paula Jeffs and Scott Pritchard. Hamish Rumbold was appointed as an

independent non-executive director effective 1 May 2026. Independence is assessed according to the NZX Listing Rules

and the factors set out in the NZX Corporate Governance Code.

Director biographies can be found on page 36 of this report and the Ryman website.

Board and committee responsibilities

The Board sets the strategic direction of Ryman, oversees management’s execution of strategy and monitors Ryman’s

performance on behalf of all shareholders. The Board holds overall responsibility for the corporate governance of the

Company, and ensuring that its practices align with legal, regulatory, and ethical standards, and support long-term value

creation for shareholders.

The Board delegates authority for the day-to-day operations and administration of Ryman to the Chief Executive Officer

(CEO), who is supported by the Senior Executive Team (SET). The CEO is responsible for managing Ryman in accordance

with the strategic direction, business plans, and formal delegations approved by the Board, including those relating to

Ryman’s risk appetite. The CEO and SET report to the Board on a regular basis, ensuring transparency and accountability

in the execution of these responsibilities.

Committees play an important role in Ryman’s governance framework, allowing a subset of the Board to focus on

a particular area of importance for the Company, while still ensuring the Board as a whole remains responsible for

decision-making.

We are committed to maintaining high standards

of corporate governance. The Board regularly

reviews and assesses Ryman’s governance

structures and processes to ensure compliance

with best practice standards.”


RYMAN HEALTHCARE ANNUAL REPORT 2026

102

Attendance at Board and committee meetings
The table below shows directors’ attendance at the Board and Committee meetings during FY26.

Board

Audit,

Finance

and Risk

People,

Safety

and

Remuneration

Clinical

Governance

Governance

and

Nominations

Total number of meetings9743

3

Dean HamiltonIndependent9/97/74/4-

3/3

James MillerIndependent9/97/7--

3/3

Paula JeffsIndependent9/93

*

4/43/3

-

Anthony LeighsIndependent2/32/4--

1/1

Kate MunningsIndependent8/94

*

4/43/3

3/3

David PitmanIndependent9/97/71

*

1

*

-

Scott PritchardIndependent9/92

*

3/4-

-

1

Anthony Leighs retired from the Board on 30 July 2025.

2

As disclosed in the FY25 annual report, Kate Munnings was appointed to the Governance and Nominations Committee from

1 April 2025.

*

Director is not a member of the committee and attended as an observer.

Audit, Finance and Risk Committee

1

James Miller (Chair)

Dean Hamilton

David Pitman

People, Safety and Remuneration Committee

Paula Jeffs (Chair)

Dean Hamilton

Kate Munnings

Scott Pritchard

Clinical Governance CommitteeKate Munnings (Chair)

Paula Jeffs

Dr Bernadette Eather (external advisor)

Prof. Tim Wilkinson (external advisor)

Governance and Nominations Committee

1

Dean Hamilton (Chair)

Kate Munnings

James Miller

1

Anthony Leighs retired from the Board on 30 July 2025. At the time of his resignation, Anthony Leighs was a member of the

Audit, Finance and Risk Committee and the Governance and Nominations Committee.

The Ryman Board has four standing permanent committees. Membership at 31 March 2026 was as follows:

103

#Risk nameRisk category
1 Economic and funding environment

Ryman is exposed to economic pressures across New Zealand and Australia which

may tighten margins and increase the cost of construction, asset management and

delivering services and care. These pressures are driven by short-term and structural

conditions heightening exposure to cost inflation, funding constraints, and execution

risk. Volatility in energy and fuel markets, including potential supply disruptions,

may further increase operating and construction costs and contribute to broader

economic uncertainty affecting business performance.

Financial

2Climate volatility

Climate related physical and transition risks may adversely affect Ryman’s assets,

operations and residents through increasing frequency and severity of extreme

weather events, longer term climate shifts, and evolving customer expectations

for thermal comfort. In parallel, energy transition dynamics and policy changes

may disrupt energy availability and reliability and increase cost volatility and require

additional capital investment, affecting operating costs and asset resilience.

Climate and

sustainability

3 Competitive dynamics

Ryman is exposed to market competition requiring continued focus on sales

effectiveness, product differentiation and evolving village design to support Ryman’s

ability to maintain occupancy and revenue growth. Conditions in the residential

property market may also affect prospective residents’ ability to sell their homes, which

can delay entry into villages and impact sales volumes and cashflow. Elevated levels

of resale and new sale stock, alongside growth in resales payout balance, continue

to reflect these competitive pressures.

Strategy

4 Workforce and culture

Ryman is exposed to workforce capability, engagement and culture risks as it undertakes

organisational transformation. The delivery of organisational transformation will

require a targeted capability uplift to equip leaders and teams with the skills, processes,

and systems required to drive transformation.

People and

capability

5Regulatory change and compliance

Ryman is exposed to regulatory change which may increase compliance obligations

and cost. Operating across two jurisdictions increases the complexity of compliance

requirements, heightening exposure to potential breaches and associated legal,

financial or reputational consequences if internal processes, systems and governance

do not keep pace with changes in obligations.

Regulatory and

compliance

Risk management

Ryman is committed to managing all material risks arising from its activities, in accordance with stated policies.

The Board has overall responsibility for overseeing the management of these risks and for maintaining a sound

understanding of them.

Ryman’s Group Risk Management Framework and governance is described in the Corporate Governance Statement.

The framework establishes common definitions and assessment criteria for greater understanding of risk identification,

materiality assessment and remediation management across Ryman ensuring risk exposures within appetite set

by the Board.

Ryman has identified the following top 13 strategic residual risks/opportunities that are material to Ryman’s current

position and strategy.

RYMAN HEALTHCARE ANNUAL REPORT 2026

104

6Harm to people
Ryman is exposed to the risk of harm to residents if consistently high quality clinical and

personal care is not maintained. Health, safety and wellbeing risks across villages and

offices may also affect workers, contractors, residents and visitors. Harm to people at

Ryman sites may give rise to liability and reputational risk.

Clinical care and

residential safety

7Resident care and customer experience

As a household brand, Ryman is expected to uphold high standards and deliver a

consistent resident experience in a competitive aged care market. Failure to meet these

expectations may lead to reduced satisfaction, lower demand and reputational harm.

Financial

8 Contractor and cost management

Ryman is exposed to risks in contractor performance, procurement effectiveness

and cost control, requiring robust oversight, commercial discipline and effective

management of project execution. Procurement effectiveness and cost control are

essential to support Ryman’s operating efficiency while maintaining margin. Transitioning

from an internal delivery model to an outsourced approach will increase reliance on

contractor performance and effective oversight and will change how cost, delivery

and other project risks are managed.

Financial

9Cyber security

As an aged care provider, Ryman may be a target for cyber-attacks due to the criticality

of care delivery and sensitive data held. Ongoing cyber threats, including ransomware

and phishing, pose significant operational and reputational risk; breaches could disrupt

care delivery, compromise data and trigger regulatory penalties.

Technology

and data

10 Asset management

Effective lifecycle management of ageing assets is critical to safety, reliability, and

asset value. As assets age, maintenance cost and performance risks may increase,

requiring disciplined prioritisation and investment focus.

Financial

11 Systems transformation

Scaling systems and processes with organisational growth is essential to maintain

efficiency, consistency and control. Increasing system complexity and the demands

of transformation activities heighten the risk that technology, processes or

supporting frameworks must scale effectively.

Strategy

12 Core business disruption from transformation

Execution of the transformation programme introduces a risk of disruption to day to day

operations. If not well managed, this may impact service delivery, employee engagement

and the timely realisation of expected benefits.

Strategy

13 Corporate control

Persistent share price undervaluation increases Ryman’s vulnerability to opportunistic

corporate approaches. While Ryman engages in proactive market engagement and

transparency initiatives, the risk of unsolicited interest remains present in periods

of valuation volatility.

Strategy

105

Remuneration report
Letter from the People, Safety and Remuneration Committee Chair

Dear shareholders,

On behalf of the Board of Directors, I present the remuneration report for the financial year ended 31 March 2026.

This report outlines Ryman’s remuneration strategy and outcomes for the Chief Executive Officer (CEO), Senior

Executive Team (SET), directors and team members for FY26.

We acknowledge that total shareholder returns for Ryman’s shareholders over recent years have been disappointing,

and that this needs to improve. The Board’s view is that restoring Ryman to its full potential requires a leadership

team focused on executing against a clear multi-year plan, incentivised and rewarded for delivering against measurable

objectives that are aligned with shareholder value creation. Retaining and incentivising that team during a period of

turnaround is essential to delivering the returns shareholders expect and deserve over the medium term.

As part of Ryman’s business reset, the Board undertook a fundamental redesign of the Senior Executive and Director

remuneration framework. This was informed directly by shareholder feedback and independent expert advice, and

was guided by the principle that executive incentives must be genuinely at risk, tied to the financial metrics that

matter most, and aligned with the long-term interests of shareholders.

Changes to the framework have included:

• Increasing the at-risk component of executive remuneration;

• Aligning executive short-term incentive plan (STI) key performance measures (KPIs) with cash-based financial

metrics and removing non-cash underlying profit targets, consistent with changes in financial reporting;

• Introducing a new executive long-term incentive plan (LTI plan) with three-year vesting criteria based on total

shareholder returns (TSR); and

• Introducing a minimum shareholding policy for directors and executives and requiring the CEO and

Chief Financial Officer (CFO) to reinvest 50% of any STI in shares until minimum levels of ownership are achieved.

We believe that these changes have significantly improved alignment between executives, directors and shareholders.

Building on the framework changes introduced in FY25, this year’s remuneration report includes additional transparency

around the structure of executive remuneration, including targets and outcomes. We believe shareholders deserve

a clear line of sight between what we ask of our leaders, what they deliver, and what they are paid.

FY26 remuneration outcomes

Short-term incentives (STI)

FY26 was the first year in which a Company Scorecard was used to determine the STI for the CEO and SET. The

Scorecard was weighted 80% to financial measures and 20% to non-financial measures, reflecting the Board’s clear

priority of delivering meaningful improvement in financial performance while maintaining the operational and

reputational foundations of the business. As detailed in the remuneration report, the management team delivered

against those targets, and in a number of cases exceeded them to achieve stretch targets. The overall Company

Scorecard outcome of 131% was used to determine the pool of funding available for STI payments to eligible

participants based on individual performance (capped for individuals at 120%). We believe the progress achieved

places the business in a much stronger position than it was at the end of the last financial year. In FY25, where

financial targets were not achieved, the directors exercised judgement to only award 15% of STI to participants (being

the components that reflected achievement of safety and resident satisfaction targets) and the CEO elected not to

receive any FY25 STI payment.

The Board believes that the FY26 STI outcome is fair, and payment is in the long-term interests of shareholders.

RYMAN HEALTHCARE ANNUAL REPORT 2026

106

Long-term incentives (LTI)
Three-year LTI share rights were issued to the CEO and members of the SET in FY26, with 50% subject to an absolute

TSR vesting condition set at a premium to the Company’s independently assessed cost of equity and 50% subject

to a relative TSR condition against the NZX50. The LTI is structured to align executive remuneration outcomes with

shareholders. These LTI rights will be assessed against their vesting criteria in June 2028, to determine how many

shares, if any, will be issued to eligible participants. Further detail on the vesting conditions and targets is set out in

the body of the remuneration report.

CEO FY26 remuneration outcomes

The CEO’s total fixed remuneration for FY26 was $1,300,000 plus superannuation. The CEO did not receive a fixed

remuneration increase in FY26. The CEO’s STI outcome for FY26 was $780,000, representing a payout of 60% of base

salary. This comprised 90% on Company Scorecard performance and 10% on individual performance, specifically the

CEO’s progress in developing a Board approved strategy, growth and capital management framework, and progressing

transition to an outsourced development and construction model. The Board is satisfied that both components were

earned through the delivery of clear, pre-agreed objectives.

Director and executive shareholdings

The Board views meaningful personal shareholdings as one of the clearest signals of genuine alignment between the

interests of our directors and executives and those of our shareholders. We are pleased to report that several directors

as well as the CEO and CFO increased their shareholdings during FY26.

Since the introduction of the Non-Executive Directors Share Plan in FY24 requiring directors to purchase shares equivalent

to annual base fees within the first five years of their appointment, five of seven directors have already met their

minimum shareholding requirement and we expect directors to continue to acquire shares consistent with the policy.

The CEO has demonstrated strong personal commitment through voluntary share purchases of $750,000 since joining

Ryman in November 2024, equivalent to 58% of annual base salary. The CEO and CFO are also required to invest 50%

of their post-tax STI for FY26 in Ryman shares.

FY27 remuneration

The Board and CEO have agreed that there will be no change to the CEO’s remuneration package in FY27.

The Company Scorecard for FY27 continues to focus on improving business performance and rebuilding shareholder

value, with an emphasis on financial targets aligned with the FY29 targets for $150 million in sustainable cash flow

improvement, Care EBITDAF improvement and $500 million cash release.

Vesting conditions for three-year LTI rights granted in FY27 will continue to be subject to absolute and relative TSR

targets, with the cost of equity set at the time of grant based on independent advice.

Base director fees were unchanged in FY26 and the Board has elected that there will be no change to these in FY27.

I want to close by acknowledging the SET and all Ryman team members. FY26 was a demanding year in which the

business faced real headwinds, including a subdued housing market and the ongoing pressure of a multi-year business

reset. Against that backdrop, the team has driven meaningful operational progress, returned the business to positive

cash flow and continued to execute against the commitments Ryman has made to the market. That progress reflects

the determination of a team that is genuinely invested in Ryman’s recovery.

The Board thanks them for their commitment and recognises that the work ahead remains significant as we continue

to build on this foundation and create long-term value for our shareholders.

Yours sincerely,

Paula Jeffs 

Chair, People, Safety and Remuneration Committee

Ryman Healthcare

107

Directors
The directors of Ryman as at 31 March 2026 were

Dean Hamilton, Paula Jeffs, James Miller, Kate Munnings,

David Pitman and Scott Pritchard.

Hamish Rumbold was appointed as a director effective

1 May 2026.

Anthony Leighs retired as a director on 30 July 2025.

Senior executives

The SET as at 31 March 2026 comprised Naomi James,

Matt Prior, Rick Davies, Di Walsh, Marsha Cadman,

Marie Bonnemaison, Richard Stephenson and

Dr. Rachna Gandhi.

Rob Woodgate and Chris Evans left Ryman during the year.

Remuneration governance

The People, Safety and Remuneration Committee

(PSR Committee) is responsible for supporting the Board

in the governance oversight and strategic direction

of the Group’s people, culture and performance across

Ryman including remuneration strategy and policy.

Composition of the PSR Committee at the date of this

report is set on page 103 (Governance). All members

of the PSR Committee are non-executive independent

directors.

As further detailed in the Corporate Governance

Statement,

the PSR Committee operates under a charter

available on the Company’s website, and is tasked with

key remuneration responsibilities, including:

• Review and recommend to the Board the

remuneration arrangements for the CEO, including

fixed and variable remuneration, short- and

long-term incentive schemes, and other entitlements

and benefits.

• Annually consider and recommend to the Board

for approval, the setting of the CEO’s short and

long-term performance objectives and targets.

• Review and recommend to the Board for approval,

Ryman’s STI plans and outcomes.

• Assess and recommend to the Board the level of

any award vesting to management participants, of

any long-term incentive in accordance with the rules

and principles of the relevant LTI plan.

• Review and recommend to the Board for approval,

all components of the remuneration for the SET’s

remuneration as recommended by the CEO on an

annual basis.


Executive remuneration

CEO and SET remuneration is annually reviewed by the

Board, on the recommendation of the PSR Committee.

The senior executive remuneration framework was

refreshed as part of Ryman’s reset in 2024 and designed

to align remuneration outcomes with shareholder value

creation. It is guided by the following principles:

• Align with shareholder interests through equity

ownership.

• Link variable rewards to the achievement of

short-term goals and long-term shareholder returns.

• Provide market competitive remuneration.

• Promote and reward sustained exceptional

performance.

• Connect organisational sustainability

improvements and resident interests to rewards.

A copy of Ryman’s Senior Executive and Director

Remuneration Policy is available on the Company’s

website.

Remuneration components

At Ryman, we believe a quality, committed and motivated

workforce is critical to our company’s success in delivering

shareholder performance, providing exceptional

experiences and care to our residents.

Ryman’s executive remuneration framework is based

on a total potential on-target remuneration package

comprising fixed remuneration (base salary and

applicable KiwiSaver or superannuation), a STI paid

in cash, and a LTI issued as performance share rights

(with the potential to vest as shares in the future),

as described in the summary below.

Fixed remuneration comprises a base salary and

applicable KiwiSaver or superannuation contributions

as required under relevant legislation. The base salary

is an annualised fixed component paid in cash. It is

set based on factors including role size, performance

and external market data, referenced from relevant

comparator groups.

This report focuses on the remuneration of Ryman’s directors and SET.

RYMAN HEALTHCARE ANNUAL REPORT 2026

108

Short-term incentive
The STI is an at-risk cash incentive offered to the CEO and eligible senior leaders, that is aligned to the achievement

of Ryman’s short-term strategic goals. Expressed as a percentage of base salary, the STI is designed to incentivise

achievement of targets against measures that drive strategic priorities and performance of the business that will

lead to growth in shareholder returns. The measures and targets are reviewed and set annually against the relevant

business context and business plan as approved by the Board and are issued to participants at the commencement

of the financial year.

Group performance against the FY26 Company Scorecard determines the total STI pool available to be distributed

to the participating members of the SET and senior leaders, based on their individual performance. Financial

metrics are assessed against threshold (50% payout), target (100% payout) and stretch (150% payout) levels.

Non-financial metrics are assessed against threshold (50% payout) and target (100% payout). If financial

performance exceeds target overall, a multiplier is applied to the non-financial subtotal. Maximum individual STI

payments are capped at 120% of target irrespective of Company’s and the individual’s performance.

CEO and SET remuneration summary

1

The STI plan is also available to a selected group of senior leaders that drive strategic outcomes.

Fixed remuneration

TermsBase reward and benefits including KiwiSaver or superannuation.

Performance measures

-

OpportunityCash paid fortnightly through financial year.

Reinvestment requirements

-

STI plan

TermsAt risk cash STI, paid after the end of the financial year based on achievement of agreed

key performance indicators.

Performance measuresThe Company Scorecard determines the STI pool available to be distributed to the CEO and

participating members of the SET

1

, with STI payments based on individual KPIs.

OpportunitySET and CEO: Up to 50% of base salary (target) with a stretch target of 120% (equivalent

to 60% of base salary).

Reinvestment requirements

CEO and CFO are required to reinvest 50% of post-tax STI in shares until their minimum

shareholding is achieved.

LTI plan

TermsPerformance share rights issued under LTI plan at nil exercise price, subject to achievement

of performance measures over three years.

Performance measuresPerformance hurdles tested at end of performance period:

• 50% based on Ryman’s absolute TSR measured with reference to cost of equity plus

a premium, compounded annually.

• 50% based on Ryman’s relative TSR over the performance period, relative to the NZX50.

Vesting is subject to continuous employment by a member of the Group from the grant date

until the vesting date.

OpportunitySET (excluding CEO and CFO): Up to 40% of base salary.

CEO: Up to 100% of base salary.

CFO: Up to 75% of base salary.

Reinvestment requirementsRyman’s SET Minimum Shareholding Policy requires, through participation in the LTI:

• CEO to build over time, and maintain, a minimum holding in Ryman’s ordinary shares

equivalent to 100% of annual base salary.

• Each other senior executive to build over time, and maintain, a minimum holding in

Ryman’s ordinary shares equivalent to 50% of their annual base salary.

The Board may exercise its discretion to adjust variable remuneration outcomes, should the Board determine that

such action is in the best interests of shareholders and stakeholders.

109

FY26 Company Scorecard
Ryman’s FY26 disclosure has been enhanced to provide greater clarity on STI measures and performance. The

KPIs for FY26 were set in the context of the significant turnaround being undertaken in the business and reflect

the Company’s focus on improving cash generation and future financial performance.

KPIWeightingMeasureTargetOutcome

Weighted

outcome

Financial

Generation of cash from

operations and portfolio

to pay down debt

15%Cash flow from existing

operations

-$89.3m-$33.9m22.5%

15%Cash flow from development

activity

$119.9m$222.2m22.5%

10%Vacant stock 1477125315%

10%ORA pay-out balance

(net of DMF)

1

$245.7m$245.4m 10%

Deliver improvement in

financial performance

run-rate of existing

business

15%Revenue and cost cash

improvement achieved

in year

$27m$37.7m22.5%

15%Revenue and cost cash

improvement run rate

$68m$68.7m15%

Subtotal80%108%

Non-financial

Safe, quality and

compliant operations

and care for our

residents across all sites

5%Lost time injury frequency rate <16.0 Operations14.7 Operations6.7%

<9.5 Construction1.9 Construction

5%Resident and family NPS45476.7%

Build organisational

capability and

performance cadence

5%Performance cadence and

metrics established

organisation-wide

100%

establishment

100%

establishment,

with identified

areas for

improvement

in FY27

2.5%

5%Development plans in place for

leaders and key talent

90%100%6.7%

Subtotal20%23%

Total FY26 Scorecard performance131%*

* The maximum individual STI payments are capped at 120% per the STI terms. Some weighted outcome amounts have

been rounded in the above table.

1

ORA pay-out balance differs to figure presented in FY26 results presentation which is shown as a gross balance (inclusive

of DMF amounts).

RYMAN HEALTHCARE ANNUAL REPORT 2026

110

Long-term incentive plan
Ryman’s LTI plan was adopted by the Board in 2024 to help incentivise and retain key senior executives by offering

rights to shares of the Company that will vest if certain targets are achieved over a specified period. The Board

believes that these performance share rights align the interests of senior executives with those of shareholders and

will help drive long-term shareholder value.

Grants of performance share rights are made annually and performance is measured over a three-year period. Each

performance share right gives the participant the right to receive up to one fully paid ordinary share in the Company,

provided the performance hurdles are met at the end of the performance period. Participants must remain

continuously employed by a member of the Group from the date of the grant letter until the applicable vesting date

in order to receive the fully paid ordinary shares.

The Board has the discretion to make adjustments in measuring TSR performance in certain circumstances (including

in the event of a rights issue, placement or other offer to shareholders between the grant date and issue date),

to ensure the intent of the performance measure is maintained. The Board also has the discretion to determine

whether the performance share rights will be settled by way of the issue of shares or payment of a cash amount

equal to the value of the shares.

A summary of performance share rights granted under the LTI is as follows:

LTI Performance period

Performance

measure

Performance share

rights issue date

Performance

share rights

issued

Number of share

rights vested/

lapsed/on foot

Start

price

2,3,4


FY24Tranche 1:

23 September 2024 –

31 August 2025

N/A23 September 202416,29716,297 vestedN/A

Tranche 2:

23 September 2024 –

31 August 2026

N/A23 September 202416,295To be determined

after vesting date

N/A

Tranche 3:

13 November 2023 –

13 November 2026

50% aTSR

50% rTSR

23 September 202425,639Lapsed

5

$3.56

FY251 July 2024 –

30 June 2027

50% aTSR

50% rTSR

23 September 2024467,13096,490 lapsed

Remainder to be

determined after

vesting date

$3.56

FY261 July 2025 –

30 June 2028

50% aTSR

50% rTSR

21 July 20251,161,276To be determined

after vesting date

$2.25

2

Rights for FY24 and FY25 were determined by the allocation value divided by $3.7337, being the 10-day Volume Weighted

Average Price (VWAP) calculated to 1 July 2024. CEO rights were determined by the allocation value divided by $4.7893 being

the 10-day VWAP calculated to 13 September 2024.

3

Rights for FY26 were determined by the allocation value divided by $2.2253, being the 10-day VWAP calculated to 1 July 2025.

4

Calculation of TSR performance measures in respect of the FY25 LTI rights will be subject to adjustment for the dilutionary

impact of the February 2025 entitlement offer.

5

Service condition not met.

111

The performance vesting scale applicable to FY25 and FY26 performance share rights with aTSR and rTSR hurdles is
as follows:

Ryman’s cost of equity (COE) hurdles

Percentage of performance share rights subject to aTSR condition that

would qualify for vesting

Below COE + 1%Nil

COE + 1%50.0%

Between COE + 1% and COE + 2.5% (inclusive)Increasing on a straight-line basis

Equal to or greater than COE + 2.5%100.0%

Ryman’s TSR ranking against peer group

Percentage of performance share rights subject to rTSR condition that

would qualify for vesting

<50% percentile Nil

50% percentile 50%

From 50% to 75% percentile of peer groupIncreasing on a straight-line basis

At or above 75% 100%

Chief Executive Officer remuneration and key contract terms

Naomi James joined the Company on 4 November 2024 and commenced as CEO with effect from 29 November 2024.

The CEO’s total potential on-target remuneration is comprised of fixed remuneration, applicable KiwiSaver and

superannuation, STI and LTI, and is set by the Board on the recommendation of the PSR Committee based on

CEO remuneration from relevant comparator groups.

Item

Key terms

Fixed remunerationBase salary of NZD 1,300,000 per annum.

Other benefitsKiwiSaver was paid at 3% of base remuneration, ceasing 30 June 2025. From 1 July 2025,

Superannuation is paid at 3% of base remuneration.

STI50% of base salary (at target), with a stretch target of 120% (equivalent to 60% of base salary).

Of any STI paid, 50% of the after-tax amount must be used to acquire Ryman shares until minimum share

ownership level is achieved, being 100% of base salary.

LTI100% of base salary.

Performance share rights granted with performance assessed over a three-year period with two

discrete categories:

• 50% aTSR; and

• 50% rTSR (compared to S&P/NZX50 Index).

The CEO is required to maintain any shares that vest under the LTI until minimum share ownership

level is achieved (with an exception for tax payments related to any vesting of shares under the LTI),

being 100% of base salary.

Term and

termination

provisions

Contract ongoing until terminated by either party.

Notice period: 6 months

Restraint period: 6 months

Non-solicitation period: 12 months

Ryman may also terminate the CEO’s employment on a no-fault basis in defined circumstances or by

way of redundancy, and in each case the CEO will receive a payment equivalent to six months’ base

salary. In the event of a change of control, the CEO may resign on six months’ notice and receive

payment for any unworked portion of the notice period plus an additional six months’ base salary.

RYMAN HEALTHCARE ANNUAL REPORT 2026

112

Chief Executive Officer FY26 remuneration outcomes
The following table details the remuneration earned by the CEO.

FY26FY25 (part year)FY24

$$$

Fixed remuneration

Base salary1,300,000510,000-

Other benefits (see above)41,15415,300-

STI

STI earned780,000Nil

6

-

LTI

7

Value of shares vested---

Total (NZD)2,121,154525,300-

The CEO’s FY26 STI was determined based on performance against the Company Scorecard (90%) outlined above

and on strategy and growth (10%), with the target to develop a Board-approved growth strategy and to transition

the Company’s design, development and construction function to a predominantly outsourced model. The Board

assessed the CEO’s FY26 STI at 120% of target.

In FY26, the CEO purchased Ryman shares for consideration totalling $500,000 and as at the date of this Report

holds shares acquired at a cost equivalent to 58% of base salary. The CEO is required to purchase additional shares

equivalent to 50% of after-tax STI, until the minimum share ownership level is achieved (being 100% of base salary).

CEO’s long-term incentive

The table below summarises the performance share rights currently on issue to the CEO under the LTI plan.

Each of the CEO’s LTI awards are yet to vest and none have lapsed since the applicable grant date. Details of the

performance conditions applicable to vesting are set out above.

6

The CEO declined any STI payment in respect of FY25 given the financial performance of the Company during that period and

recognising the financial outcomes experienced by shareholders.

7

Each of the CEO’s LTI awards are yet to vest.

LTIGrant datePerformance period

Number of share

rights grantedStart price

8,9

FY251 July 20241 July 2024–30 June 2027113,108 $3.56

FY261 July 20251 July 2025–30 June 2028584,191$2.25

8

Rights for FY25 were determined by the allocation value divided by $4.7893 being the 10-day VWAP calculated to

13 September 2024.

9

Rights for FY26 were determined by the allocation value divided by $2.2253, being the 10-day VWAP calculated to

1 July 2025.

113

KPIWeightingMeasure
Financial

Generate cash from existing villages

and development portfolio

15%Cash flow from existing operations

15%Cash flow from development activity

15%Total vacant resale stock

10%Operating EBITDAF

Grow recurring earnings and optimise

the portfolio

10%Progress towards $150m CFEO improvement target

5%Additional contracted land sales

Plan for value-creating portfolio growth10%Deliver current and grow certainty of future development

pipeline

Subtotal80%

Non-financial

Safe, quality and compliant operations

and care for our residents across all sites

5%Improve lost time injury frequency rate

5%Maintain resident and family NPS

Build fit-for-purpose enterprise systems

and ways of working

5%OneRyman business cases to deliver value

5%Develop commercial insight and action

Total 20%

FY27 CEO remuneration

The Board and CEO have agreed that no fixed remuneration increase will be applied this year. The CEO’s STI

expectations will be structured consistent with FY26, to be determined by Company Scorecard Performance (90%)

and progress with strategic and growth objectives agreed with the Board (10%). A FY27 grant of performance share

rights to 100% equivalent of base salary will be awarded in accordance with the LTI plan.

FY27 performance and reward

The reward framework for FY27 remains unchanged.

FY27 Company Scorecard

The FY27 Company Scorecard that will be used to determine the CEO and senior leaders STI pool for FY27 is

comprised of the measures outlined below. Financial targets have not been disclosed on the basis they would form

guidance which would require ongoing continuous disclosure, which directors do not believe is in the Company’s

best interests. Financial targets and outcomes will be disclosed in the FY27 Remuneration Report.

RYMAN HEALTHCARE ANNUAL REPORT 2026

114

Employee remuneration
This remuneration report contains disclosure of the employees (other than employees who are directors) who

received remuneration and any other benefits in their capacity as employees, the value of which was or exceeded

$100,000 per annum in FY26, in brackets of $10,000, as required by the Companies Act.

Remuneration band ($000)Number of employees

100–110183

110–120156

120–130139

130–140179

140–150122

150–16098

160–17067

170–18061

180–19032

190–20020

200–21019

210–22016

220–2305

230–2406

240–2503

250–2609

260–2706

270–2804

Remuneration band ($000)Number of employees

280–2904

290–3002

300–3102

310–3202

320–3305

340–3502

420–4301

440–4501

450–4601

470–4802

590–6002

600–6101

610–6201

670–6801

1,080–1,0901

1,390–1,4001

1,500–1,5101

Total1,155

10


10

The total includes payment in connection with organisation change undertaken in FY26. Excluding those individuals,

the number of current employees who received remuneration and benefits in excess of $100,000 per annum was 1,057 at

31 March 2026 (98 less than the above total) and only one current employee received remuneration and benefits in

excess of $1,000,000, being the CEO.

115

Director remuneration policy
Directors are remunerated by way of fees. The director fee pool currently stands at $1.5 million, as approved by

shareholders at the 2021 Annual Shareholders Meeting.

When determining the fees for non-executive directors, the Board considers all relevant factors including market

surveys for Australian and New Zealand publicly-listed companies.

The fee pool is approved by shareholders at the Annual Shareholder Meeting as required under the NZX Listing Rules.

The Board is then responsible for setting individual directors’ fees in line with the approved pool and the Listing Rules.

In FY24 the Board adopted a new Non-Executive Directors’ Share Purchase Plan (Plan) that requires directors to

hold a minimum number of shares to better align directors’ interests with those of the shareholders. Each director

is expected to acquire shares, equivalent to their annual base director fees within the first five years of their

appointment. The expectation is that the directors hold the minimum number of shares for the remaining terms of

their appointments in accordance with the Plan. Directors’ shareholdings are shown on page 121 of this Annual Report.

The fees payable to non-executive directors during FY26 were as follows:

Director pool remuneration ($)

Governance body PositionFee for reporting period

BoardChair300,000

Director110,000

Audit, Finance and Risk CommitteeChair20,000

Member10,000

People, Safety and Remuneration CommitteeChair20,000

Member10,000

Governance and Nominations CommitteeChair20,000

Member10,000

Clinical Governance CommitteeChair20,000

Member10,000

Australian-based directors are paid in Australian dollars.

Where the Chair of the Board also sits on a committee, they will receive no additional fees.

Directors are entitled to be reimbursed for reasonable costs directly associated with carrying out their duties,

including travel costs. No retirement or termination benefits are paid to non-executive directors.

RYMAN HEALTHCARE ANNUAL REPORT 2026

116

DirectorTotalBoard fee
Audit,

Finance

and Risk

committee

People,

Safety and

Remuneration

committee

Governance

and

Nominations

committee

Clinical

Governance

committee

Dean Hamilton (Chair) 300,000 300,000 - - - -

James Miller 140,000 110,000 20,000 - 10,000 -

Scott Pritchard 120,000 110,000 - 10,000 - -

Anthony Leighs¹ 44,245 37,439 3,404 - 3,403 -

Board fees (NZD) 604,245 557,439 23,404 10,000 13,403 -

Paula Jeffs² 140,000 110,000 - 20,000 - 10,000

Kate Munnings² 150,000 110,000 - 10,000 10,000 20,000

David Pitman² 120,000 110,000 10,000 - - -

Board fees (AUD) 410,000 330,000 10,000 30,000 10,000 30,000

Total1,064,022

1

Fees represent a partial year.

2

Australian directors get paid in Australian dollars.

Director fees paid ($)

117

Disclosures
FOR THE YEAR ENDED 31 MARCH 2026

Directors’ interest register

The general disclosures of interest made by directors of the Board during the period 1 April 2025 to 31 March 2026

pursuant to section 140 of the Companies Act are shown in the table below. Directors’ shareholdings are shown on

page 121.

Dean Hamilton (Chair)

Chair/shareholderFulton Hogan Group and related entities

Director/shareholderThe Warehouse Group and related entities

Director/shareholderAuckland International Airport Limited

Director/corporate shareholder/trusteeTappenden Holdings Limited and related entities

3

CustodianRyman Healthcare Leadership Share Scheme

Paula Jeffs

Executive General ManagerMelbourne Water

James Miller

Director/shareholderMercury NZ Limited

2

Chair/shareholderChannel Infrastructure NZ Limited

Director/shareholderVista Group International Limited

Deputy ChairFletcher Building Limited

1,4

CustodianRyman Healthcare Leadership Share Scheme

1

Kate Munnings

Chief Executive OfficerVitrafy Life Sciences Limited

2

Director/shareholderVitrafy Life Sciences Limited

1

DirectorJoss Group

1

Director/shareholderWesfarmers Limited

ChairDigital Health Cooperative Research Centre

David Pitman

Managing DirectorSapphire Partners Pty Ltd

5

Managing DirectorStarbright Horizons Pty Ltd

RYMAN HEALTHCARE ANNUAL REPORT 2026

118

Scott Pritchard
Chief Executive OfficerPrecinct Properties Group

DirectorSubsidiaries & Investment Partnerships of Precinct Properties Group

ShareholderPrecinct Prop NZ Ltd & Invest Ltd Stapled Security

Board memberProperty Council New Zealand

2

TrusteeTania Dalton Foundation

1

ChairAuckland Council City Centre Advisory Board

1

Anthony Leighs – Retired as a director effective 30 July 2025

Executive Director/ shareholderLeighs Construction Group and related entities

2

Director/shareholderPortus Property Limited and associated entities

2

Director/shareholderTectonus Limited

2

CustodianRyman Healthcare Limited Leadership Share Scheme

2

1

Entries added by notices given by directors during the year ended 31 March 2026.

2

Entries removed by notices given by directors during the year ended 31 March 2026.

3

Director Dean Hamilton is a director of this entity and several related entities, which are investment vehicles for the Farmer

family’s private investments. One such trust holds a 10% equity interest in an entity called BeGroup, which is a smaller-scale

New Zealand retirement village owner. The trust does not have a director on BeGroup and Dean Hamilton manages the

conflict by excusing himself in Tappenden meetings, from any trust discussions related to the investment in BeGroup. There

are no current or intended transactions between Ryman and BeGroup and the Board of Ryman is satisfied with this approach

and management of the potential conflict of interests.

4

On 15 December 2025, Fletcher Building announced the appointment of James Miller to the newly created role of Deputy Chair.

James joined the Board on 1 June 2025.

5

This entity has previously been engaged to provide consultancy services for clients operating in the retirement living and aged

care sector in Australia. Due to Director David Pitman’s appointment as a director of Ryman Healthcare Limited, from

24 March 2024, no such consultancy services have been provided nor will be.

119

Indemnities and insurance
In accordance with section 162 of the Companies Act and the constitution of Ryman Healthcare Limited, the

Company has entered into a deed of indemnity, to indemnify its directors (and where relevant, the directors of

its subsidiaries) for liabilities or costs they may incur for acts or omissions in their capacity as a director to the

extent permitted under the Companies Act. The indemnity does not cover wilful default or fraud, criminal liability,

liability for failure to act in good faith and in the best interests of the relevant company, or liabilities that cannot

be legally indemnified.

Ryman Healthcare also has a directors’ and officers’ liability insurance policy in place. Among other things, the

directors’ and officers’ liability insurance policy excludes cover for deliberate dishonesty, insider trading, fines and

penalties (except for legally indemnifiable civil fines or civil penalties), liability arising out of a breach of professional

duty other than as a professional director, and liability for which the insured is legally indemnified. In authorising

any insurance to be effected, each director signs a certificate stating that, in their opinion, the cost of the insurance

is fair to Ryman.

Use of information

No notices have been received by the Ryman Board under section 145 of the Companies Act with regard to the

use of Ryman information received by directors in their capacities as directors of Ryman or any subsidiary company

of Ryman.

Loans to directors

There are no loans to directors.

Credit rating

As at the date of this Annual Report, Ryman does not have a credit rating.

Subsidiaries as at 31 March 2026

Matt Prior and Marsha Cadman are directors of:

• All of the Company’s New Zealand subsidiaries

• All village subsidiaries of Ryman Healthcare (Australia) Pty Ltd

• Ryman Healthcare (Australia) Pty Ltd

• Ryman Construction Pty Ltd

During the year, Rob Woodgate resigned as a director of the above subsidiaries, and David Swann and Martyn Osborn

resigned as directors of Ryman Construction Pty Ltd.

Paula Jeffs, Kate Munnings and Marsha Cadman are directors of Ryman Aged Care (Australia) Pty Ltd.

Dean Hamilton and Matt Prior are trustees of the Ryman Healthcare Charitable Trust. Rob Woodgate resigned

as a trustee during the year.

No fees are paid to directors of Ryman Healthcare Limited or the SET in their capacity as directors of the subsidiaries or

trusteeship of the charitable trust. Other employees may receive payment in their capacity as directors of subsidiaries.

RYMAN HEALTHCARE ANNUAL REPORT 2026

120

Security holdings at 31 March 2026
Security transactions during the year

Director

1

Ordinary sharesRYM010 retail bonds

Dean Hamilton69,838-

Paula Jeffs40,363-

James Miller35,000-

Kate Munnings39,172-

David Pitman

2

54,243-

Scott Pritchard35,736-

OfficerOrdinary sharesRYM010 retail bonds

Naomi James264,477-

Matt Prior70,000-

DirectorNature of interest

Number of securities

acquired/(disposed of)Consideration ($)Date

Dean HamiltonBeneficial8,39118,486.1725 June 2025

Scott PritchardBeneficial20,00044,165.6826 June 2025

James MillerBeneficial19,58048,950.004 August 2025

Dean HamiltonBeneficial7,25321,323.8215 December 2025

OfficerNature of interest

Number of securities

acquired/(disposed of)Consideration ($)Date

Matt PriorBeneficial70,000$180,866.0018 July 2025

Naomi JamesBeneficial95,500$249,533.9118 July 2025

Naomi JamesBeneficial86,977$249,997.5710 December 2025

1

The table above includes shares acquired under the non-executive directors share purchase plan.

2

13,393 shares held by David Pitman personally, and 40,850 held by Starbright Horizons Pty Ltd (of which David Pitman is

a director and shareholder), which is the registered holder as trustee of the Pitman Family Trust, of which David Pitman

is a beneficiary.

121

Top 20 shareholders at 17 April 2026
Rank Investor nameNo. of shares% issued capital

1BNP PARIBAS NOMINEES NZ LIMITED BPSS40¹106,371,41110.55

2CITIBANK NOMINEES (NZ) LTD¹100,670,1349.99

3HSBC NOMINEES (NEW ZEALAND) LIMITED¹80,218,1937.96

4 FORSYTH BARR CUSTODIANS LIMITED76,920,1117.63

5JPMORGAN CHASE BANK¹65,929,4926.54

6CUSTODIAL SERVICES LIMITED63,103,0676.26

7 KARORI CAPITAL LIMITED55,900,0005.55

8 NEW ZEALAND SUPERANNUATION FUND NOMINEES LIMITED¹37,417,1923.71

9ACCIDENT COMPENSATION CORPORATION¹37,365,9193.71

10APEX CUSTODIAN NOMINEES¹31,254,6003.10

11NEW ZEALAND DEPOSITORY NOMINEE25,791,0452.56

12HSBC NOMINEES (NEW ZEALAND) LIMITED¹23,643,4282.35

13JBWERE (NZ) NOMINEES LIMITED22,100,4592.19

14 PUBLIC TRUST¹11,515,4871.14

15FNZ CUSTODIANS LIMITED11,502,6391.14

16JBWERE (NZ) NOMINEES LIMITED10,592,4831.05

17 NZX WT NOMINEES LIMITED9,716,3360.96

18 BECKETT FAMILY & BECKETT FAMILY TRUSTEES LIMITED9,000,0000.89

19PRIVATE NOMINEES LIMITED¹8,868,9740.88

20NEW ZEALAND PERMANENT TRUSTEES LIMITED¹8,519,9740.85

1

Held by New Zealand Central Securities Depository Ltd as custodian.

RYMAN HEALTHCARE ANNUAL REPORT 2026

122

Top 20 bondholders at 17 April 2026
Rank Investor nameTotal units% issued capital

1APEX CUSTODIAN NOMINEES¹40,181,00026.79

2CUSTODIAL SERVICES LIMITED29,997,00020.00

3FORSYTH BARR CUSTODIANS LIMITED25,630,00017.09

4 THE TINDALL FOUNDATION10,000,0006.67

5PT (BOOSTER INVESTMENTS) NOMINEES LIMITED RETAIL¹8,735,0005.82

6FNZ CUSTODIANS LIMITED7,999,0005.33

7 ADMINIS CUSTODIAL NOMINEES LIMITED2,401,0001.60

8 FORSYTH BARR CUSTODIANS LIMITED2,308,0001.54

9JBWERE (NZ) NOMINEES LIMITED1,840,0001.23

10FORSYTH BARR CUSTODIANS LIMITED1,592,0001.06

11INVESTMENT CUSTODIAL SERVICES LIMITED1,077,0000.72

12WESTPAC BANKING CORPORATION¹998,0000.67

13FNZ CUSTODIANS LIMITED610,0000.41

14 NZX WT NOMINEES LIMITED572,0000.38

15PRIVATE NOMINEES LIMITED¹444,0000.30

16BNP PARIBAS NOMINEES (NZ) LIMITED¹400,0000.27

17 FORSYTH BARR CUSTODIANS LIMITED375,0000.25

18 GABRIELE LANDVOGT230,0000.15

19JOHN PHILIPPS GLYNN BEGBIE206,0000.14

20CUSTODIAL SERVICES LIMITED203,0000.14

1

Held by New Zealand Central Securities Depository Ltd as custodian.

123

Distribution of shareholders at 17 April 2026
Distribution of bondholders at 17 April 2026 (RYM010)

Substantial product holders at 31 March 2026

According to substantial holder notices as at 31 March 2026, the substantial holders in Ryman were as follows:

Size of shareholdingNumber of shareholdersShares held

1–1,0005,29134.31%2,355,4300.23%

1,001–5,0005,68436.85%14,542,4851.43%

5,001–10,0001,98612.88%14,668,4401.44%

10,001–50,0001,99012.90%42,231,1444.16%

50,001–100,0002571.67%17,719,5541.74%

Greater than 100,0002151.39%924,212,02890.99%

Total15,423100.00%1,015,729,081100.00%

Size of shareholdingNumber of bondholdersBonds held

1–1,000-0.00%-0.00%

1,001–5,000296.07%145,0000.10%

5,001–10,00010221.34%983,0000.66%

10,001–50,00028158.79%7,495,0005.00%

50,001–100,000275.65%2,175,0001.45%

Greater than 100,000398.16%139,202,00092.80%

Total478100.00%150,000,000100.00%

ShareholderDate of notice

Number of

ordinary shares

Percentage of

shares on issue

Geoffrey A. Cumming and Karori Capital Limited17 March 202555,900,0005.50%

FirstCape Group Limited28 April 202579,223,8027.80%

Forsyth Barr Investment Management Limited13 November 202444,042,4646.41%

RYMAN HEALTHCARE ANNUAL REPORT 2026

124

Stock exchange listings
Ryman’s ordinary shares are listed and quoted on the NZX Main Board and the Australian Securities Exchange (ASX)

under the ticker code ‘RYM’. Ryman is a foreign exempt issuer admitted to the ASX Official List.

Ryman has one tranche of corporate bonds listed and quoted on the NZX Debt Market under the ticker code RYM010.

Registration as a foreign company

Ryman is registered with the Australian Securities and Investments Commission as a foreign company and has been

issued with an Australian Registered Body Number of 690 969 638.

Exercise of NZX disciplinary powers

NZX did not exercise any of its powers under Listing Rule 9.9.3 in relation to Ryman during FY26.

ASX and NZX waivers

No waivers were sought from NZX during FY26 or relied upon in the 12 months before the balance date.

A waiver was granted by ASX on 1 October 2025 in relation to ASX Listing Rule 1.3.3(c), to allow the Company to

have working capital of less than $1.5 million upon admission to the ASX Official List. Further information about the

waiver is available on the ASX website.

125

Whangārei
Jane Mander

Te Kamo

Auckland

Bert Sutcliffe

Birkenhead

Bruce McLaren

Howick

Edmund Hillary

Remuera

Evelyn Page

Ōrewa

Grace Joel

St Heliers

Keith Park

Hobsonville

Logan Campbell

Greenlane

Miriam Corban

Henderson

Murray Halberg

Lynfield

Possum Bourne

Pukekohe

William Sanders

Devonport

Hamilton

Hilda Ross

Hamilton East

Linda Jones

Flagstaff

Cambridge

Patrick Hogan

Cambridge

Our villages

New Zealand

Tauranga

Bob Owens

Bethlehem

Gisborne

Kiri Te Kanawa

Lytton West

New Plymouth

Jean Sandel

Whalers Gate

Napier

Princess Alexandra

Ahuriri

Havelock North

James Wattie

Havelock North

Whanganui

Jane Winstone

St Johns Hill

Palmerston North

Julia Wallace

Milson

Waikanae

Charles Fleming

Waikanae

Lower Hutt

Bob Scott

Petone

Shona McFarlane

Avalon

Nelson

Ernest Rutherford

Stoke

Christchurch

Anthony Wilding

Halswell

Diana Isaac

Mairehau

Essie Summers

Beckenham

Kevin Hickman

Riccarton Park

Ngaio Marsh

Papanui

Richard Hadlee

Northwood

Rangiora

Charles Upham

Rangiora

Dunedin

Frances Hodgkins

St Clair

Yvette Williams

Roslyn

Invercargill

Rowena Jackson

Waikiwi

Wellington

Malvina Major

Khandallah

Rita Angus

Kilbirnie

RYMAN HEALTHCARE ANNUAL REPORT 2026

126

Directory
Melbourne

Bert Newton

Highett

Essendon Terrace

Essendon

Hubert Opperman

Mulgrave

John Flynn

Burwood East

Nellie Melba

Wheelers Hill

Raelene Boyle

Aberfeldie

Weary Dunlop

Wheelers Hill

Geelong and

Bellarine Peninsula

Charles Brownlow

Highton

Deborah Cheetham

Ocean Grove

Australia

Registered office

Airport Business Park

92D Russley Road

Christchurch 8042

PO Box 771

Christchurch 8140

New Zealand

Share registry

MUFG Corporate Markets

A division of MUFG Pension

& Market Services

PO Box 91976

Auckland 1142

New Zealand

P: +64 9 375 5998

E: ryman@cm.mpms.mufg.com

Melbourne office

Level 5, 6 Riverside Quay

Southbank, VIC 3006

PO Box 54

Collins Street West

Melbourne, VIC 8007

Australia

Auckland office

Central Park

Building 8, Level 1

666 Great South Road

Ellerslie, Auckland 1051

New Zealand

New Zealand

0800 588 222

ryman.co.nz

Australia

1800 922 988

ryman.com.au

For more information on any of Ryman Healthcare’s

retirement villages:

In the spirit of reconciliation,

Ryman Healthcare acknowledges

the Traditional Custodians of

country throughout Australia

and their connections to land,

sea and community. We pay our

respect to their Elders past and

present and extend that respect

to all Aboriginal and Torres Strait

Islander peoples today.

127

ryman.co.nz
ryman.com.au

---

FY26 Corporate Governance
Statement

5 June 2026

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT1
Contents

Corporate governance statement 2

Ethical standards 3

Board composition and performance 4

Board committees 8

Reporting and disclosure 10

Remuneration 12

Risk management 13

Auditors 15

Shareholder rights and relations 17

Glossary 19

On the cover: Patrick Hogan Village

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT2
Corporate governance

statement

Ryman is committed to good corporate governance that supports long-term value

creation, responsible decision making and trust placed in us by shareholders, residents,

employees and other stakeholders.

Ryman has undertaken key governance initiatives over the past two years, including Board renewal, the appointment

of a new Chief Executive Officer, enhancements to financial reporting, governance and disclosure processes, updates

to executive remuneration frameworks to strengthen alignment with long-term shareholder value creation, changes

to external audit arrangements and continued enhancement of the Company’s risk management, health and safety,

sustainability and operational oversight frameworks.

The Board of Directors at Ryman Healthcare Limited (Board and Ryman) is committed to maintaining high standards

of corporate governance. The Board regularly reviews and assesses Ryman’s governance structures and processes

to ensure compliance with best practice standards.

Overview of Ryman’s governance framework

Ryman is incorporated in New Zealand under the Companies Act 1993 and its ordinary shares are quoted on the

Main Board equity securities market of NZX and on the ASX as a Foreign Exempt Listing under a single ticker code ‘RYM’.

This statement provides an overview of Ryman’s corporate governance framework and includes commentary on how

Ryman complies with the corporate governance principles and recommendations of the NZX Corporate Governance

Code dated 31 January 2025 (NZX Code), together with other statutory disclosures. For the reporting period, we consider

that our corporate governance practices are consistent with the NZX Code. The Corporate Governance Statement is

annually reviewed and approved by the Board and is current as at 5 June 2026.

In support of the disclosures made within this statement of corporate governance, key governance documentation

can be accessed from the investor centre on the Company’s website.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT3
Ethical standards

“Directors should set high standards of ethical behaviour, model this behaviour

and hold management accountable for these standards being followed throughout

the organisation.”

Recommendation 1.1

The Board should document minimum standards of

ethical behaviour to which the issuer’s directors and

employees are expected to adhere (a code of ethics).

The Board recognises and sets high standards of

ethical behaviour to protect the interests of residents,

shareholders, employees and other stakeholders

supporting sustainable long-term performance.

Ryman’s Code of Conduct defines the expected standard

of conduct for everyone working for Ryman, including

directors, executives, employees, contractors or agents

who provide services on Ryman’s behalf.

Ryman is committed to building a culture where every

team member contributes to a workplace built on

respect, trust and doing the right thing, each day. The

Code of Conduct covers:

• Safe, respectful and high-quality care for residents

that uphold their rights, dignity and wellbeing.

• Ryman’s commitment to health, safety and wellbeing

for residents and the community.

• Treating everyone with dignity, respect and fairness.

• Supporting people to raise concerns and speak up,

ask questions and report potential misconduct or

inappropriate behaviour without fear of retaliation.

• Operating responsibly within the community,

engaging respectfully and working to reduce Ryman’s

environmental impact.

• Open and honest communication with shareholders,

regulators, suppliers, communities and other

stakeholders

• Rules around accepting gifts and other benefits.

• Identifying and appropriately managing conflicts

of interest and preserve privacy and confidentiality.

• Protecting Ryman’s assets, information and

equipment, including using resources responsibly

and with care.

• NZX and ASX continuous disclosure requirements

and Ryman’s Securities Trading Policy.

PRINCIPLE 1

The Code of Conduct requires directors, executives,

employees and contractors who provide services on

Ryman’s behalf to promptly report any concerns about

serious wrongdoing, such as fraud, serious health and

safety risks or unlawful or unethical behaviour.

Training on the Code of Conduct forms part of the induction

process for new directors and employees and is supported

by ongoing communication and awareness initiatives

across the business.

The Code of Conduct is reviewed every three years or

earlier as required by the People, Safety and Remuneration

Committee.

Ryman’s Whistleblower Policy sets out the process for

making protected disclosures and the details of Ryman’s

external whistleblower service.

The Board charter holds directors responsible for Ryman’s

corporate governance, ensuring that its practices align

with legal, regulatory, and ethical standards, and support

long-term value creation for shareholders. Committee

charters also reflect a commitment to embed the

principles of ethical conduct.

Recommendation 1.2

An issuer should have a financial product dealing policy

which applies to employees and directors.

Ryman supports the integrity of New Zealand’s financial

markets. Ryman’s Securities Trading Policy applies to all

directors, employees and contractors and sets out the

rules governing the trading of securities and other financial

products issued by Ryman. Directors, members of the

Senior Executive Team (SET) and other specified persons

can only enter into securities transactions within trading

windows and if prior approval has been given.

Training on the Policy is included as part of the induction

process for new directors and employees.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT4
Board composition and

performance

“To ensure an effective Board, there should be a balance of independence, skills,

knowledge, experience and perspectives.”

Recommendation 2.1

The Board of an issuer should operate under a written

charter which sets out the roles and responsibilities of

the Board. The Board charter should clearly distinguish

and disclose the respective roles and responsibilities

of the Board and management.

The Ryman Board has adopted a charter which sets

out the Board’s role and responsibilities. The charter

is reviewed at least every two years.

The Board is responsible for the overall stewardship

and long-term success of Ryman. In carrying out its

responsibilities, the Board provides strategic direction,

oversees management, monitors performance and

promotes a culture of accountability, ethical behaviour

and responsible decision-making.

The Board holds overall responsibility for the

corporate governance of the Company, ensuring that

its practices align with legal, regulatory, and ethical

standards, and support long-term value creation

for shareholders. Aligned to the charter, the Board is

committed to maintaining the highest standards of

governance, operational quality and accountability

in order to promote investor and resident confidence.

The Board delegates authority for the day-to-day

operations and administration of Ryman to the Chief

Executive Officer (CEO), who is supported by the SET.

The CEO is responsible for managing Ryman in accordance

with the strategic direction, business plans, and formal

delegations approved by the Board, including those

relating to Ryman’s risk appetite.

The CEO and SET report to the Board on a regular basis,

ensuring transparency and accountability in the execution

of these responsibilities.

The Board charter is available on the Company’s website.

PRINCIPLE 2

Recommendation 2.2

Every issuer should have a procedure for the nomination

and appointment of directors to the Board.

Board composition and succession planning

The Board recognises the importance of maintaining an

appropriate balance of skills, experience, independence

and diversity to support effective governance and

long-term business performance.

The Board considers that an optimal Board size for

Ryman is generally between six and seven directors,

allowing for effective discussion and decision-making

while maintaining an appropriate breadth of experience

and capability.

The Governance and Nominations Committee is responsible

for overseeing Board succession planning and director

nomination processes and makes recommendations to the

Board regarding director appointments and re-elections.

All members of the Governance and Nominations

Committee are assessed by the Board as independent

directors. In considering potential director candidates,

the Governance and Nominations Committee assesses

a range of factors including:

• Relevant governance, commercial and industry

experience.

• Leadership capability and strategic perspective.

• Independence and judgement.

• Diversity of background, skills and thought.

• Alignment with the Board skills matrix and identified

capability requirements.

• The evolving strategic and operational needs of

the business.

The Committee may engage external search firms and

advisers to assist in identifying and assessing potential

candidates.

Appropriate background, qualification and fit and proper

checks are undertaken prior to the appointment or

nomination of any director candidate, in accordance with

the Governance and Nominations Committee Charter.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT5
Director appointment and re-election

Under the NZX Listing Rules, every director must retire

and stand for re-election at least once every three

years or at the third annual meeting following their

appointment, whichever is later.

Any director appointed by the Board during the year

must stand for election by shareholders at the next

annual meeting following their appointment.

When considering the re-election of an existing

director, the Governance and Nominations Committee

considers factors including performance, contribution,

independence, skills, experience, tenure and ongoing

alignment with the Board’s succession and capability

requirements.

When considering the re-election of an existing director,

the Governance and Nominations Committee also

considers the length of service of the director and the

director’s performance on the Board. It is the Board’s

general expectation that a non-executive director will

hold office for a total period of approximately nine years.

Board performance evaluation

The Board and each Board Committee undertake regular

reviews of their performance, effectiveness, processes and

governance practices to support continuous improvement

and effective governance.

These reviews assess matters including Board composition

and succession planning, meeting effectiveness, oversight

processes, strategic focus, information flow, governance

practices and learning.

Directors’ and officers’ insurance and indemnity

As provided for, under its constitution, Ryman has in

place a policy of implementing directors’ and officers’

liability insurance, and a Deed of Indemnity, which is

entered into with all directors.

Independent professional advice

Each director has the right to seek independent legal and

other professional advice (at the Company’s expense) to

assist them in fulfilling their duties and responsibilities,

subject to prior approval from the Chair. That advice

can be about any aspect of the Company’s operations

and undertakings. Advice may also be sought from the

Company Secretary at any time.

Recommendation 2.3

An issuer should enter into written agreements with

each newly appointed director establishing the terms

of their appointment.

On appointment, each director signs a written agreement

that includes information about their role and duties,

conflicts of interest, time commitments, term of

appointment, remuneration and insurance, access to

information and disclosure and compliance obligations.

Recommendation 2.4

Every issuer should disclose information about each

director in its annual report or on its website, including:

(a) A profile of experience, length of service and

ownership interests;

(b) The director’s attendance at board meetings; and

(c) The Board’s assessment of the director’s independence,

including a description as to why the Board has

determined the director to be independent if one

of the factors listed in table 2.4 applies to the director,

along with a description of the interest, relationship

or position that triggers the application of the

relevant factor.

The criteria for determining whether directors are

independent are set out in the Board charter, which has

regard to the guidance provided in the NZX Code.

The Board has assessed all of the current directors as

independent for the purposes of recommendation

2.4 of the NZX Code.

Director biographies can be found on the Company’s

website and in the Annual Report. Additionally, attendance

at meetings and Committee membership and the interests

of each director in Ryman’s securities are disclosed in the

Annual Report.

Directors’ skills and experience

Over the past two years, Ryman has undertaken

significant Board renewal as part of its ongoing governance

programme. This has included the appointment of new

independent directors and the appointment of a new

independent Chair, further strengthening the Board’s

collective capability across health, finance, governance,

transformation, risk management, customer, digital and

operational leadership. Together, these changes have

supported the Board’s oversight of the Company’s

strategic and operational transformation and reinforced

its commitment to maintaining a contemporary and

effective governance framework.

The Governance and Nominations Committee maintains

a Board skills matrix which identifies skills, expertise

and capabilities considered important to the effective

governance of Ryman. The matrix is reviewed at least

once per year.

The Board considers that the current directors collectively

have the balance of independence, depth of expertise,

understanding and experience necessary to govern Ryman.

A summary of the Board’s current skills and experience is

set out below.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT6
Hamish Rumbold

David Pitman

Dean Hamilton

James Miller

Kate Munnings

Paula Jeffs

Scott Pritchard

1

Ryman’s Clinical Governance Committee supports the Board in providing governance oversight and strategic leadership of the

Company’s clinical performance and care. The Clinical Governance Committee is comprised of two directors (Kate Munnings and

Paula Jeffs) and two external advisers (Professor Tim Wilkinson (Deputy Dean at the University of Otago and consultant physician

in geriatric medicine) and Dr Bernadette Eather (a highly regarded clinical governance professional based in Australia)).

Governance

Experience of governance through Board appointments at

other organisations or through former Chief Executive Officer

experience.

•••••

Executive leadership

Former Chief Executive Officer or senior executive

with excellent track record of growing value, leading with

purpose, and developing and executing strategy.

••••••

Finance, accounting and taxation

Finance and accounting experience with large companies.

May hold a recognised accounting qualification. Skills to

chair the Audit, Finance and Risk Committee.

•••

Risk management

Risk management experience developed through either

leadership or governance roles at similar-sized organisations.

•••••••

Property and construction

Experience in successfully leading property and construction

companies or performing governance roles for companies in

the sector. Skills to support and challenge new site-investment

decisions and build programme.

••••

Health and safety

Experience in the development of health, safety and

well-being frameworks and risk-management tools at

large organisations.

•••••••

Health, clinical and aged care

1


Leadership or governance experience across the health and

aged care sector.

••

Digital and technology

Experience in the implementation of digital transformation

or new digital product development in the health and aged

care sectors.

••••

Human resources

Leadership experience in the development and

implementation of people and culture programmes

at large organisations.

••••••

Strategy

Experience of strategic oversight, including the development

and implementation of strategic plans for organisations of

similar scale and complexity.

•••••••

Climate change

Knowledge, skills and experience to support the oversight

of climate-related risks and opportunities and strategy

development.

••••

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT7
Recommendation 2.5

An issuer should have a written diversity policy which

includes requirements for the Board or a relevant

committee of the Board to set measurable objectives

for achieving diversity (which, at a minimum, should

address gender diversity) and to assess annually both

the objectives and the entity’s progress in achieving

them. An issuer within the S&P/NZX20 Index at the

commencement of its reporting period should have a

measurable objective for achieving gender diversity in

relation to the composition of its Board, that is to have

not less than 30% of its directors being male, and not

less than 30% of its directors being female, within a

specified period. An issuer should disclose its diversity

policy or a summary of it.

Ryman is committed to supporting a diverse and inclusive

environment for every member of the Ryman family

by empowering people to do work that is ‘good enough

for Mum and Dad’ and extends to all elders, kaumatua,

families, mob, and communities that Ryman serves, now

and into the future. People are Ryman’s most valuable

asset and are the foundation for the success of

Ryman’s future.

Ryman’s People, Safety and Remuneration Committee

reviews, and the Board approves, measurable objectives

in line with NZX Code and related guidance. Further

information on diversity, equity and inclusion is set out

in the Annual Report, including disclosures in relation

to progress against measurable objectives and gender

composition of the Board, SET and Ryman leaders cohort.

The Diversity, Equity and Inclusion Policy is available on

the Company’s website.

Recommendation 2.6

Directors should undertake appropriate training to

remain current on how to best perform their duties as

directors of an issuer.

Directors have the underlying necessary expertise and

skills to strategically guide the Company.

All new directors participate in an induction programme

to ensure that they have a working knowledge of

the business and the industry in which it operates.

The programme includes one-on-one meetings with

management and a tour of facilities.

Directors receive regular updates on relevant industry

developments and Company matters. The Board maintains

an ongoing programme of professional development,

including updates on legislative changes and deep-dive

briefings on key strategic and operational matters, such

as health and safety and clinical governance. Directors

also undertake regular village visits throughout the year

to strengthen their understanding of the Company’s

operating environment.

Recommendation 2.7

The Board should have a procedure to regularly assess

director, board and committee performance.

The Board has a formal process for regular performance

reviews of the Board, including evaluation of individual

directors, collective Board effectiveness, and alignment

with governance best practices. Committee charters also

include performance evaluation procedures.

The Board aims to undertake an external evaluation of

its performance every two years, with the last Board

evaluation undertaken in FY26 by Propero. Following the

review, the Chair discusses key themes and individual

performance with directors. The Board and Committees

also undertake an annual self-assessment against their

Charter purpose and responsibilities.

Recommendation 2.8

A majority of the Board should be independent directors.

All of the current Board members are independent directors

in line with the Board charter, which requires a majority

of directors be independent.

Recommendation 2.9

An issuer should have an independent chair of the Board.

Ryman’s Board charter provides that the Chair of the Board

will be appointed from among the members of the Board,

and will be an independent director. The current Chair,

Dean Hamilton, is a non-executive independent director.

Recommendation 2.10

The Chair and the CEO should be different people.

Ryman’s Chair and the CEO are different individuals, with

Dean Hamilton being the current Chair and Naomi James

being the current CEO.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT8
Board committees

“The Board should use committees where this will enhance its effectiveness in key

areas, while still retaining Board responsibility.”

Committees play an important role in Ryman’s

governance framework, allowing a subset of the Board

to focus on a particular area of importance for the

Company, while still ensuring the Board as a whole

remains responsible for decision-making.

The Ryman Board has four standing permanent

Committees:

• Audit, Finance and Risk

• People, Safety and Remuneration

• Clinical Governance

• Governance and Nominations

Each Committee operates under specific charters

approved by the Board, which is available on the

Company’s website.

Recommendations are made by a Committee to the

Board and, where appropriate, approved by the Board.

Recommendation 3.1

An issuer’s audit committee should operate under

a written charter. An audit committee should only

comprise non-executive directors of the issuer. One

member of the committee should be both independent

and have an adequate accounting or financial

background. The chair of the audit committee should

be an independent director and not the chair of

the Board.

The terms of reference require that the Audit, Finance

and Risk Committee will consist of at least three

members, a majority of whom will be independent

directors and all non-executive directors (of which all

members are independent and non-executive as at the

date of this statement).

The Chair of the Audit, Finance and Risk Committee is to

be an independent director and appointed by the Board.

The Chair of the Committee is not the Chair of the Board.

At least one member must have accounting or related

financial management expertise. The Board considers

that all members of the Audit, Finance and Risk Committee

have the appropriate level of financial acumen and risk

management experience necessary for the Committee

to fulfil its responsibilities.

PRINCIPLE 3

The Committee also meets and receives regular reports

from the external auditor, without management present,

to address any matters that arise in connection with the

performance of the auditor’s role.

The Committee makes recommendations for appointing

an external auditor to ensure that they are independent

and to ensure that the auditor provides for a five-yearly

rotation of the lead audit partner.

The Committee also provides a forum for effective

communication between the Board and Ryman’s external

auditor.

The Committee’s charter is available on the Company’s

website.

Recommendation 3.2

Employees should only attend audit committee meetings

at the invitation of the audit committee.

Employees can only attend at the invitation of the

Committee. The Committee generally invites the CEO,

Chief Financial Officer, external auditor, and other

employees as appropriate to attend Audit, Finance and

Risk Committee meetings.

Recommendation 3.3

An issuer should have a remuneration committee which

operates under a written charter (unless this is carried

out by the whole Board). At least a majority of the

remuneration committee should be independent directors.

Management should only attend remuneration committee

meetings at the invitation of the remuneration committee.

The People, Safety and Remuneration Committee is

responsible for supporting the Board in the governance

oversight and strategic leadership of the Group’s:

• Health, safety, and wellbeing risks and obligations

(excluding clinical risk, which is addressed by the

Board’s Clinical Governance Committee).

• People, culture, and performance across Ryman,

including remuneration strategy and policy.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT9
The People, Safety and Remuneration Committee charter

requires that the People, Safety and Remuneration

Committee will consist of at least three members,

a majority of whom will be independent directors (of

which all members are independent as at the date

of this statement).

The appointment and removal of members will be the

responsibility of the Board, and the Board will appoint

a Chair from among the members of the Committee,

who must be an independent director.

The Committee’s charter is available on the Company’s

website.

Employees can only attend at the invitation of the

Committee. The Committee generally invites the CEO and

the Chief People and Safety Officer to attend the meeting.

The Committee will also invite members of management

and such other persons (and this may include external

advisers), as it considers necessary to provide appropriate

information and advice to the Committee.

Recommendation 3.4

An issuer should establish a nomination committee to

recommend director appointments to the Board (unless

this is carried out by the whole Board), which should

operate under a written charter. At least a majority

of the nomination committee should be independent

directors.

The Governance and Nominations Committee is

responsible for:

• Director appointment, recruitment and

independence

• Board performance reviews

• CEO recruitment

The Governance and Nominations Committee charter

requires that the Governance and Nominations Committee

will consist of at least three members, a majority of whom

will be independent directors (of which all members are

independent as at the date of this statement).

The appointment and removal of members will be the

responsibility of the Board. The Board will appoint a

Chair from among the members of the Committee who

will be an independent director.

The Committee’s charter is available on the Company’s

website.

Recommendation 3.5

An issuer should consider whether it is appropriate to

have any other Board committees as standing committees.

All committees should operate under written charters.

An issuer should identify the members of each of its

committees, and periodically report member attendance.

The Clinical Governance Committee comprises two

directors and two external advisers with deep clinical

expertise. The Committee oversees and monitors the

effectiveness of Ryman’s clinical governance framework,

including regulatory compliance, clinical risk management,

performance and quality outcomes, and assurance

processes relating to resident safety and care.

In addition to the permanent standing Committees, the

Board may from time to time establish specific project

related committees.

All directors may attend any of the Board Committee

meetings (other than the Independent Directors’

Committee meetings).

Committee memberships and attendance are outlined

in the Annual Report.

Recommendation 3.6

The Board should establish appropriate protocols that

set out the procedure to be followed if there is a ‘control

transaction’ for the issuer including the procedure for

any communication between the issuer’s Board and

management and the bidder. The Board should disclose

the scope of independent advisory reports to shareholders.

These protocols should include the option of establishing

an independent control transaction committee, and the

likely composition and implementation of an independent

control transaction committee.

The Independent Directors’ Committee comprises all

independent directors and is convened as needed to

address significant conflicts of interest and any other matter

is referred by the Board. It is also convened if a notice of

takeover is received by the Company or if a scheme of

arrangement is considered with a potential merger party.

Consistent with the NZX Code, the Board has established

appropriate protocols that set out the procedure to be

followed if there is a takeover offer. The Board has adopted

a takeover protocol, which sets out the procedure to be

followed in the event a takeover offer for Ryman is made or

it is foreseeable that an offer may be imminent. The protocol

provides for the Independent Directors’ Committee to be

formed, comprising independent directors of Ryman, to

oversee the takeover process. The protocol also governs the

procedure for communications with the bidder, the market,

and investors.

The Committee’s charter is available on the Company’s

website.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT10
Reporting and disclosure

“The Board should demand integrity in financial and non-financial reporting, and in the

timeliness and balance of corporate disclosures.”

The Board recognises that transparent, balanced and

timely disclosure is fundamental to maintaining investor

confidence and supporting efficient capital markets. The

Board is committed to ensuring shareholders and the

market have equal access to information about Ryman’s

performance, strategy, governance and prospects. The

Board has overall responsibility for ensuring the integrity

of the Company’s reporting and disclosure.

Ryman is a publicly listed company on the NZX Main

Board and the ASX, with retail bonds quoted on the

NZX Debt Market. Ryman’s classification on the ASX

as a ‘foreign exempt’ listed entity means that it is only

required to comply with the continuous disclosure

requirements of its home exchange, being the NZX. The

continuous disclosure regulatory framework Ryman

adheres to is the Financial Markets Conduct Act 2013 and

the NZX Listing Rules. These requirements aim to provide

equal access for all investors and potential investors

and material, price-sensitive information concerning

issuers and their financial products. This in turn promotes

confidence in the market.

Recommendation 4.1

An issuer’s Board should have a written continuous

disclosure policy.

Ryman’s Market Disclosure Policy sets out the principles

to be followed by Ryman to ensure it meets all statutory

and regulatory obligations relating to continuous

disclosure.

All employees are responsible for alerting the Disclosure

Officer if they become aware of any information that

could potentially be Material Information.

If a member of the SET or director becomes aware of

information that may be Material Information, including

potential Material Information relating to a future

event, they must inform the CEO and Disclosure Officer

as soon as they become aware of that information.

The Disclosure Committee will then meet to consider

the potentially material information. If they form the

view that the information is material information then,

having regard to the obligations to promptly disclose,

the Chair of the Board will be informed of the Disclosure

Committee’s determination.

PRINCIPLE 4

Where disclosure is required, the appropriate market

release will be prepared for prompt release. Final

approval of any release will be provided by the Disclosure

Committee.

Where required, the Disclosure Officer will consult with

the Chair of the Board and/or Chair of the Audit, Finance

and Risk Committee regarding any recommendation

by the Disclosure Committee to seek a trading halt. In

addition, the Board considers at each meeting, matters

for disclosure and ensures that any material decisions

made at Board meetings are announced on a timely

basis.

Recommendation 4.2

An issuer should make its code of ethics, Board and

committee charters and the policies recommended in

the NZX Code, together with any other key governance

documents, available on its website.

Ryman publishes key governance documents on the

investor centre within the Company’s website, which

includes but is not limited to, the following:

• Code of Conduct

• Securities Trading Policy

• Board charters and Committee charters

• Diversity, Equity and Inclusion Policy

• Senior Executive and Director Remuneration Policy

• Disclosure Policy

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT11
Recommendation 4.3

Financial reporting should be balanced, clear

and objective.

Ryman is committed to promoting shareholder confidence

through open, timely and accurate market communication.

The Audit, Finance and Risk Committee has a

delegated responsibility from the Board in relation to

financial reporting. It assists the Board in discharging its

responsibilities with respect to external financial reporting,

internal controls, risk-management frameworks and the

monitoring of compliance with those frameworks, and

compliance with applicable laws, regulations and standards.

The Disclosure Policy sets out the Board’s and management’s

responsibilities for disclosure and communication, and

procedures for managing this obligation.

All announcements assessed as being material are made

to the NZX and reports issued are also posted on the

Company’s website.

Recommendation 4.4

An issuer should provide non-financial disclosure at

least annually, including considering environmental,

social sustainability and governance factors and practices.

It should explain how operational or non-financial

targets are measured. Non-financial reporting should be

informative, include forward looking assessments, and

align with key strategies and metrics monitored by

the Board.

Ryman’s Annual Report provides both financial and

non-financial information, including disclosures in relation

to operations, clinical performance, risk management,

health and safety and diversity. Alongside annual and

interim financial reporting, Ryman also prepares an

investor presentation which outlines activity and key

metrics for the period in review. This includes material

non-financial indicators such as resident experience, care

quality, employee engagement, health and safety, and

sustainability outcomes. The presentation also provides

forward-looking information on strategic initiatives.

The Annual Report is produced using the principles of

Integrated Reporting. An integrated report provides more

information than traditional reporting on the Company’s

business model and how Ryman creates value over

time. Ryman includes non-financial disclosures such as

those relating to environmental, social sustainability and

governance factors and practices, including non-financial

targets and assessments.

Ryman is a climate reporting entity, and as such has

certain legislative obligations to provide climate-related

disclosures. These are included in our Climate-Related

Disclosures Report, available on the Company’s website.

In addition to interim and full year financial statements

and the integrated annual report, Ryman publishes

quarterly trading updates and investor presentation

materials to provide the market with regular updates

on progress against Ryman’s strategy and performance

against targets.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT12
Remuneration

“The remuneration of directors and executives should be transparent, fair and

reasonable.”

Ryman recognises that shareholders have an interest in

remuneration, whether that be director or executive, and

that transparency in this area is important to support

shareholder confidence. As reflected in the Senior

Executive and Director Remuneration Policy, Ryman

believes quality, committed and motivated people are

critical to Ryman’s success, and underpin delivery on

strategic goals, the creation of shareholder value, and

importantly, ensuring exceptional experiences and care

for residents.

Comprehensive detail on Ryman’s remuneration

framework, performance measures and remuneration

outcomes is provided in the Annual Report.

The People, Safety and Remuneration Committee is

responsible for reviewing and recommending to the

Board for approval, Ryman’s remuneration policy, process

and framework.

Details in relation to the People, Safety and

Remuneration Committee are set out under Principle 3.

Recommendation 5.1

An issuer should have a remuneration policy for the

remuneration of directors. An issuer should recommend

director remuneration to shareholders for approval in

a transparent manner. Actual director remuneration

should be clearly disclosed in the issuer’s annual report.

The Senior Executive and Director Remuneration Policy

outlines Ryman’s approach to director remuneration

and is available on the Company’s website.

The current directors fee pool was approved by

shareholders at the Annual Shareholders Meeting in

July 2021 and was set based on benchmarking against

other NZX-listed and ASX-listed companies selected on

the basis of comparable market capitalisation and annual

revenue at that time. The Board determines the level

of remuneration paid to directors within the approved

fee pool.

PRINCIPLE 5

To align their interest with that of shareholders, directors

are required to hold a minimum level of shareholding

equivalent to the value of their base director fee within

the first five years of their appointment. In the interest of

good governance, directors do not receive performance

related incentives such as short-term incentive (STI) and

long-term incentive (LTI) or bonus.

Recommendation 5.2

An issuer should have a remuneration policy for

remuneration of executives which outlines the relative

weightings of remuneration components and relevant

performance criteria.

The Senior Executive and Director Remuneration Policy

outlines Ryman’s approach to executive remuneration and

is available on the Company’s website.

Ryman’s senior executive remuneration framework

is based on a total potential on-target remuneration

package of fixed remuneration comprising, base salary and

applicable KiwiSaver or superannuation, STI or LTI.

Further details on senior management remuneration are

provided in the Annual Report.

Recommendation 5.3

An issuer should disclose the remuneration arrangements

in place for the CEO in its annual report. This should

include disclosure of the base salary, short-term incentives

and long-term incentives and the performance criteria

used to determine performance-based payments.

Disclosure of CEO remuneration arrangements are provided

in the Annual Report which includes details for the last

financial year of base salary, short-term incentives and

long-term incentives and relevant performance criteria.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT13
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.”

Recommendation 6.1

An issuer should have a risk management framework

for its business and the issuer’s Board should receive

and review regular reports. An issuer should report the

material risks facing the business and how these are

being managed.

Ryman is committed to managing all material risks arising

from our activities, in accordance with stated policies.

The Board has overall responsibility for overseeing the

management of these risks and for maintaining a sound

understanding of them.

Risk Management Framework

Ryman’s Group Risk Management Framework (Risk

Framework) adopts the principles of the ISO 31000:2018

and sets out how Ryman identifies, assesses, manages,

monitors and reports risks and opportunities faced by

Ryman so that Ryman can achieve its objectives. Taking

an integrated risk-management approach ensures both

the alignment with and consistency of activities relating

to risk management.

The Risk Framework establishes common definitions

and assessment criteria for greater understanding of risk

identification, materiality assessment and remediation

management across Ryman ensuring risk exposures

within appetite set by the Board. Material risks and

opportunities are regularly reported to the Board and

relevant Committee to ensure consistent and sound

understanding of the material risks faced by Ryman.

Ryman adopts a three-lines model to ensure accountability,

monitoring, and assurance over Ryman’s operations.

Responsibility for identifying potential risks/opportunities

and managing material risks/opportunities rests with

managers in individual business units as the first line.

The Enterprise Risk Team as the second line, provides

the frameworks, guidance, monitoring, and independent

consultation that support systematic identification,

assessment, and oversight of risks/opportunities. The

Internal Auditor provides independent third-line assurance

by assessing and verifying the effectiveness in identification

and management process within Ryman. Reporting to

Committees and the Board (as required) supports the

Board in its responsibility to regularly verify that appropriate

processes are in place.

PRINCIPLE 6

Oversight of key risks

Oversight of key categories of risks and opportunities

is allocated to Board and Committees as below. Further

information about key risks is disclosed in the

Annual Report.

Audit, Finance

and Risk

Committee

• Financial

• Climate and Sustainability

• Regulatory and Compliance

• Technology and Data

People,

Safety and

Remuneration

Committee

• Health, Safety and Wellbeing

• People and Capability

• Regulatory and Compliance

Clinical

Governance

Committee

• Clinical Care and Resident Safety

• Regulatory and Compliance

Board• Design, Development and

Construction

• Technology and Data

• Regulatory and Compliance

• Strategy

• Vendors and Partners

• Climate and Sustainability

• Financial

• Health, Safety and Wellbeing

• People and Capability

• Clinical Care and Resident Safety

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT14
Recommendation 6.2

An issuer should disclose how it manages its health

and safety risks and should report on its health and

safety risks, performance and management.

Ryman is committed to maintaining an environment that

promotes the health, safety, and wellbeing of all people

who work at, live in, and visit one of Ryman’s retirement

villages, construction sites, or offices. This commitment

extends to everyone within our workplaces, including team

members, residents, contractors, and visitors.

The Board is responsible for the approval of risk

management frameworks and policies for health, safety

and wellbeing and clinical risks and obligations.

The People, Remuneration and Safety Committee supports

the Board in the governance oversight and strategic

leadership of the Group’s health, safety, and wellbeing risks

and obligations (excluding clinical risk, which is addressed

by the Board’s Clinical Governance Committee).

Ryman also operates an extensive internal accreditation

programme that addresses issues such as service delivery,

health, safety and wellbeing, and administration. Clinical

and health and safety audits are undertaken regularly. The

results of these audits and critical indicators are regularly

reported to the relevant Board Committees and elevated to

the Board where appropriate. Health, safety and wellbeing

are also discussed regularly through the Board Committees

and at Board, SET, Development and Construction and

Operational team meetings. Regular reporting of key

metrics assists teams to manage these risks.

Further information in relation to Ryman’s approach to

health and safety, including improvements undertaken

during FY26, are set out in the Annual Report.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT15
Auditors

“The Board should ensure the quality and independence of the external audit process.”

Recommendation 7.1

The Board should establish a framework for the issuer’s

relationship with its external auditors. This should

include procedures: (a) for sustaining communication

with the issuer’s external auditors; (b) to ensure that

the ability of the external auditors to carry out their

statutory audit role is not impaired, or could reasonably

be perceived to be impaired; (c) to address what, if any,

services (whether by type or level) other than their

statutory audit roles may be provided by the auditors

to the issuer; and (d) to provide for the monitoring and

approval by the issuer’s audit committee of any service

provided by the external auditors to the issuer other

than in their statutory audit role.

The Audit, Finance and Risk Committee is responsible

for recommending the appointment and removal of

the external auditor, ensuring their independence and

regularly monitoring and reviewing audit practices.

The External Auditor Independence Policy provides

guidance on the provision of external audit services to

ensure the independence of the external auditor, in both

fact and appearance, such that Ryman’s external financial

reporting is viewed as being highly reliable and credible.

The Policy sets out a framework that ensures the

independence of the external auditor, other assurance

services that may be provided, and prohibited non-

assurance services.

The Audit, Finance and Risk Committee makes

recommendations to the Board on the appointment of the

external auditor as set out in its charter and the Policy.

The Policy requires audit partner rotation at least every

five years, with a minimum cooling-off period of five years.

Other key audit team members considered to be making

key decisions or judgements on matters significant to

the audit are required to rotate every seven years with,

a minimum cooling-off period of two years. The rotation

of the audit firm will be tendered and formally assessed

by the Audit, Finance and Risk Committee at least every

10 years, with the incumbent external auditor eligible to

participate in the tender process.

The current external auditor is Samuel Shuttleworth from

PwC, who was appointed in 2024.

PRINCIPLE 7

The Audit, Finance and Risk Committee routinely meets

with Ryman’s external auditor without management

present.

The Audit, Finance and Risk Committee annually reviews

and confirms the independence of the external auditor

consistent with the External Auditor Independence

Policy, including the review and approval of any non-audit

and assurance services that may be provided by the

external auditor and any proposed fees, and monitors

any risk that may compromise the external auditor’s

independence.

All non-audit services require prior approval by the Audit,

Finance and Risk Committee.

Recommendation 7.2

The external auditor should attend the issuer’s Annual

Meeting to answer questions from shareholders in

relation to the audit.

Ryman’s external auditor attends the Company’s Annual

Meeting and is available to answer questions about the

conduct of its audit and the preparation and content of

the audit report.

Recommendation 7.3

Internal audit functions should be disclosed.

Ryman maintains an internal audit function which is

ultimately accountable to the Board through the Audit,

Finance and Risk Committee. The internal audit function

is governed by an internal audit charter, which sets out

the objectives and scope of internal audit activities.

The primary objective of internal audits is to evaluate

and improve the effectiveness of key risk-management,

control and governance processes. Ryman’s internal audit

approach is based on the principle of partnering with the

business in order to add value. The internal audit plan is

set annually by the Audit, Finance and Risk Committee.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT16
The Committee meets on a regular basis to consider

financial reporting, risk management, internal control

and corporate governance matters. The Committee

reviews the internal audit findings and opinions, and the

activities of the internal audit function.

Clinical auditors and health, safety and wellbeing

officers and the cyber security team (among others)

routinely monitor and evaluate the effectiveness of

controls across the Group. Detailed reports on these

activities and findings are regularly presented to the

Clinical Governance Committee, the People, Safety and

Remuneration Committee and the Audit, Finance and

Risk Committee as applicable.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT17
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.”

Ryman is committed to ensuring that investors receive

timely and equal access to information, enabling them

to make informed decisions, thereby supporting a

fair, orderly and transparent market. Ryman’s Market

Disclosure Policy governs the release of material

information promptly and without delay to the NZX and

ASX to comply with continuous disclosure obligations.

Recommendation 8.1

An issuer should have a website where investors

and interested stakeholders can access financial and

operational information and key corporate governance

information about the issuer.

The Company’s website serves as a central source

of information for investors and other stakeholders

and includes governance documents, market

announcements, annual reports, sustainability

disclosures, investor presentations and webcasts.

Recommendation 8.2

An issuer should allow investors the ability to easily

communicate with the issuer, including by designing

its shareholder meeting arrangements to encourage

shareholder participation and by providing shareholders

the option to receive communications from the issuer

electronically.

The Chair, CEO and CFO regularly engage with

shareholders and investors. The Board receives regular

updates on shareholder and investor feedback arising

from investor meetings, roadshows and market

engagement activities.

Ryman has a dedicated Head of Investor Relations and a

General Manager Corporate Affairs and Communications.

A key goal of these two roles is to ensure that Ryman’s

shareholders and bondholders are kept informed.

Contact details for the Head of Investor Relations can

be found in the Contact Us section of the Company’s

website.

PRINCIPLE 8

Ryman held an investor day in February 2026, outlining

its refreshed strategy and new capital management

framework. This presentation was webcast and available

on the Company’s website.

To support equitable access to information, key investor

presentations, annual meetings and results briefings are

webcast and made available on the Company’s website.

Ryman offers shareholders the option of sending and

receiving communications electronically. To encourage

shareholder engagement, Ryman facilitates participation

in shareholder meetings through both physical and

virtual attendance options. Additionally, Ryman provides

webcasts of meetings, along with presentations and

addresses by the directors and CEO on the Company’s

website.

Ryman’s Notice of Meeting provides shareholders with

the information to engage virtually with meetings,

including through voting and submitting questions.

Recommendation 8.3

Quoted equity security holders should have the right to

vote on major decisions which may change the nature

of the issuer in which they are invested.

Shareholders can vote on major decisions of the

Company in line with the requirements set out in the

Companies Act and the Listing Rules.

Voting on all resolutions at Ryman’s shareholder meetings

is conducted by poll. This provides shareholders with a one

share, one vote say on all resolutions (subject to any voting

restrictions applying under the Listing Rules).

Recommendation 8.4

If seeking additional equity capital, issuers of quoted

equity securities should offer further equity securities

to existing equity security holders of the same class on

a pro rata basis, and on no less favourable terms, before

further equity securities are offered to other investors.

Ryman did not undertake any equity capital raises in the

last financial year.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT18
Recommendation 8.5

The Board should ensure that the notice of annual or

special meeting of quoted equity security holders is

posted on the issuer’s website as soon as possible and

at least 20 working days prior to the annual meeting.

Ryman’s Notice of Meeting is published on the

Company’s website and distributed to shareholders at

least 20 working days prior to the meeting.

RYMAN HEALTHCARE CORPORATE GOVERNANCE STATEMENT19
Glossary

BoardBoard of Directors at Ryman Healthcare Limited

CEOChief Executive Officer

CFOChief Financial Officer

ChairChair of the Board

Listing RulesNZX Listing Rules

LTILong-term incentive, which is part of CEO and SET remuneration

NZX CodeNZX Corporate Governance Code

Risk FrameworkRyman’s Group Risk Management Framework

RymanRyman Healthcare Limited

SETSenior Executive Team

STIShort-term incentive, which is part of CEO and SET remuneration

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.