Capital Change Notice / Ongoing Disclosure Notices

Tourism Holdings Limited
470 Oruarangi Road, Māngere,
Auckland 2022
PO Box 4293, Shortland Street,
Auckland 1140, New Zealand
www.thlonline.com


1 July 2026

NZX | ASX RELEASE
TOURISM HOLDINGS LIMITED (thl)

CAPITAL CHANGE NOTICE – EXERCISE OF RETENTION SHARE OPTIONS

Please find attached a Capital Change Notice in respect of the exercise of Retention Share Options on 30
June 2026, together with Ongoing Disclosure Notices for:
- Grant Webster, Chief Executive Officer; and
- Matthew Harvey, Chief Operating Officer – New Zealand.
thl notes that these options were granted in July 2020 under thl’s 2020 Retention Scheme and vested in 2022
following satisfaction of the applicable vesting conditions. The timing of the exercise reflects the forthcoming
expiry of the options on 3 July 2026.

ENDS

Authorised by:

Cathy Quinn, ONZM
Chair

For further information contact:

Media:
Grant Webster
thl Chief Executive Officer
Direct Dial: +64 9 336 4255
Mobile: +64 21 449 210

Investors | Analysts:
Amir Ansari
General Manager – Investor Relations & Group Planning
Direct Dial: +64 9 336 4203
Mobile: +64 21 163 8053

About thl (www.thlonline.com)

thl is a global tourism operator listed on the NZX and ASX (code: THL) and is the largest commercial RV rental operator
in the world. In New Zealand/Australia, thl operates rental brands (Maui, Britz, Apollo, Mighty, Hippie, Cheapa Campa),
manufacturing (Action Manufacturing), retail brands (Talvor, Kea, Winnebago, Adria, Coromal, Windsor), retail
dealerships (RV Super Centre, Apollo RV Sales, George Day, Camperagent), travel technology (Triptech) and tourism
attractions (Kiwi Experience and the Discover Waitomo Group, which includes Waitomo Glowworm Caves, Ruakuri Cave,
Aranui Cave and The Legendary Black Water Rafting Co.). In North America, thl operates the Road Bear RV, El Monte RV,
CanaDream, Britz and Mighty rental brands.

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Capital Change Notice




Section 1: Issuer information
Name of issuer Tourism Holdings Limited
NZX ticker code THL
Class of financial product
Ordinary Shares
ISIN (If unknown, check on NZX website)
N/A
Currency
NZD
Section 2: Capital change details
Number issued/acquired/redeemed 297,466
Nominal value (if any) N/A
Issue/acquisition/redemption price per security
Exercise price of $2.00 per option in
respect of 297,466 Retention Share
Options
Nature of the payment (for example, cash or other consideration) Cash
Amount paid up (if not in full) Fully paid
Percentage of total class of Financial Products issued/acquired/redeemed/
(calculated on the number of Financial Products of the Class, excluding any
Treasury Stock, in existence)
0.13%
For an issue of Convertible Financial Products or Options, the principal
terms of Conversion (for example the Conversion price and Conversion date
and the ranking of the Financial Product in relation to other Classes of
Financial Product) or the Option (for example, the exercise price and
exercise date)
N/A
Reason for issue/acquisition/redemption and specific authority for
issue/acquisition/redemption/ (the reason for change must be identified here)
Issue of Ordinary Shares on the
exercise of 297,466 Retention Share
Options pursuant to the Tourism
Holdings Limited Retention Scheme
2020.
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury Stock) and the
total number of Financial Products of the Class held as Treasury Stock after
the issue/acquisition/redemption.
221,495,535 Ordinary Shares

448,767 Retention Share Options
In the case of an acquisition of shares, whether those shares are to be held
as treasury stock
N/A
Specific authority for the issue, acquisition, or redemption, including a
reference to the rule pursuant to which the issue, acquisition, or redemption
is made
Listing Rule 4.6 and Directors’
resolutions.
Terms or details of the issue, acquisition, or redemption (for example:
restrictions, escrow arrangements)
As set out above.
Date of issue/acquisition/redemption 30 June 2026
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Amir Ansari
Contact person for this announcement Amir Ansari
Contact phone number +64 21 163 8053
Contact email address amir.ansari@thlonline.com
Date of release

1 July 2026

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Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant
Interests
Sections 297(2) and 298(2), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer: Tourism Holdings Limited
Date this disclosure made:1 July 2026
Date of last disclosure: 28 March 2024
Director or senior manager giving disclosure
Full name(s):Grant Gareth Webster
Name of listed issuer:Tourism Holdings Limited
Name of related body corporate (if applicable):N/A
Position held in listed issuer:
Chief Executive Officer and Managing
Director
Summary of acquisition or disposal of relevant interest (excluding
specified derivatives)
Class of affected quoted financial products: Ordinary Shares
Nature of the affected relevant interest(s):
Registered Holder / Beneficial
Owner
For that relevant interest-
Number held in class before acquisition or disposal:2,638,106
Number held in class after acquisition or disposal:2,867,160
Current registered holder(s):N/A
Registered holder(s) once transfers are registered:
Grant Gareth Webster and Stephen David
Webster as trustees of the Denika Family
Trust, except 420,642 Ordinary Shares
personally held by Grant Gareth Webster
Summary of acquisition or disposal of specified derivatives relevant
interest (if applicable)
Type of affected derivative: N/A
Class of underlying financial products:N/A
Details of affected derivative-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:N/A
Maturity date of the derivative (if any):N/A
Expiry date of the derivative(if any):N/A
The price specified in the terms of the derivative (if any):N/A
Any other details needed to understand how the amount of the consideration
payable under the derivative or the value of the derivative is affected by the
value of the underlying financial products:
N/A
For that derivative,-
Parties to the derivative: N/A
If the director or senior manager is not a party to the derivative, the nature of
the relevant interest in the derivative:
N/A
Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates: One

Details of transactions requiring disclosure-
Date of transaction:30 June 2026
Nature of transaction:
Exercise of Retention Share Options pursuant
to the Tourism Holdings Limited 2020
Retention Scheme.
Name of any other party or parties to the transaction (if known):Tourism Holdings Limited
The consideration, expressed in New Zealand dollars, paid or received for the
acquisition or disposal. If the consideration was not in cash and cannot be
readily by converted into a cash value, describe the consideration:
$458,108, reflecting an exercise price of
$2.00 per Retention Share Option
Number of financial products to which the transaction related: 229,054 Ordinary Shares
If the issuer has a financial products trading policy that prohibits directors or
senior managers from trading during any period without written clearance (a
closed period) include the following details—
Whether relevant interests were acquired or disposed of during a closed
period:
N/A
Whether prior written clearance was provided to allow the acquisition or
disposal to proceed during the closed period:
N/A
Date of the prior written clearance (if any):N/A
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
(1) Retention Share Options
(2) Unlisted LTI Options
Nature of relevant interest:Registered Holder and Beneficial Owner
For that relevant interest,-
Number held in class:
(1) 202,691 Retention Share Options
(2) 3,635,000 Unlisted LTI Options
Current registered holder(s):(1) & (2) Grant Gareth Webster
For a derivative relevant interest,-
Type of derivative:N/A
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:N/A
Maturity date of the derivative (if any):N/A
Expiry date of the derivative (if any):N/A
The price's specified terms (if any):N/A
Any other details needed to understand how the amount of the consideration
payable under the derivative or the value of the derivative is affected by the
value of the underlying financial products:
N/A
For that derivative relevant interest,-
Parties to the derivative: N/A
If the director or senior manager is not a party to the derivative, the nature of
the relevant interest in the derivative:
N/A
Certification
I, certify that, to the best of my knowledge and belief, the information contained
in this disclosure is correct and that I am duly authorised to make this
disclosure by all persons for whom it is made.
Signature of director or officer:
Date of signature:1 July 2026
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person:

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Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant
Interests
Sections 297(2) and 298(2), Financial Markets Conduct Act 2013
To NZX Limited; and
Name of listed issuer: Tourism Holdings Limited
Date this disclosure made:1 July 2026
Date of last disclosure: 28 March 2024
* This disclosure replaces the last disclosure notice provided on 13 March 2023
Director or senior manager giving disclosure
Full name(s):Matthew Harvey
Name of listed issuer:Tourism Holdings Limited
Name of related body corporate (if applicable):N/A
Position held in listed issuer:Chief Operating Officer - New Zealand

Summary of acquisition or disposal of relevant interest (excluding specified derivatives)
Class of affected quoted financial products: Ordinary Shares
Nature of the affected relevant interest(s):Registered holder and beneficial owner
For that relevant interest-
Number held in class before acquisition or disposal:15,000
Number held in class after acquisition or disposal:83,412
Current registered holder(s):N/A
Registered holder(s) once transfers are registered:Matthew Harvey
Summary of acquisition or disposal of specified derivatives relevant interest (if applicable)
Type of affected derivative: N/A
Class of underlying financial products:N/A
Details of affected derivative-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:N/A
Maturity date of the derivative (if any):N/A
Expiry date of the derivative(if any):N/A
The price specified in the terms of the derivative (if any):N/A
Any other details needed to understand how the amount of the consideration
payable under the derivative or the value of the derivative is affected by the value
of the underlying financial products:
N/A
For that derivative,-
Parties to the derivative: N/A
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:
N/A
Details of transactions giving rise to acquisition or disposal
Total number of transactions to which notice relates:
One
Details of transactions requiring disclosure-
Date of transaction:
30 June 2026

Nature of transaction:
Exercise of Retention Share Options
pursuant to the
Tourism Holdings Limited 2020
Retention Scheme.
Name of any other party or parties to the transaction (if known):
Tourism Holdings Limited
The consideration, expressed in New Zealand dollars, paid or received for the
acquisition or disposal. If the consideration was not in cash and cannot be readily
by converted into a cash value, describe the consideration:
$136,824, reflecting an exercise price
of $2.00 per Retention Share Option
Number of financial products to which the transaction related:
68,412 Ordinary Shares
If the issuer has a financial products trading policy that prohibits directors or
senior managers from trading during any period without written clearance (a
closed period) include the following details—
Whether relevant interests were acquired or disposed of during a closed period:
No
Whether prior written clearance was provided to allow the acquisition or disposal
to proceed during the closed period:
N/A
Date of the prior written clearance (if any):N/A
Summary of other relevant interests after acquisition or disposal:
Class of quoted financial products:
(1) Retention Share Options
(2) Unlisted LTI Options
Nature of relevant interest:
Registered Holder and Beneficial
Owner
For that relevant interest,-
Number held in class:
(1) 65,022 Retention Share Options
(2) 883,000 Unlisted LTI Options
Current registered holder(s):
(1) & (2) Matthew Harvey
For a derivative relevant interest,-
Type of derivative:
N/A
Details of derivative,-
The notional value of the derivative (if any) or the notional amount of underlying
financial products (if any):
N/A
A statement as to whether the derivative is cash settled or physically settled:N/A
Maturity date of the derivative (if any):N/A
Expiry date of the derivative (if any):N/A
The price's specified terms (if any):N/A
Any other details needed to understand how the amount of the consideration
payable under the derivative or the value of the derivative is affected by the value
of the underlying financial products:
N/A
For that derivative relevant interest,-
Parties to the derivative: N/A
If the director or senior manager is not a party to the derivative, the nature of the
relevant interest in the derivative:
N/A
Certification
I, certify that, to the best of my knowledge and belief, the information contained
in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.
Signature of director or officer:
Date of signature:1 July 2026
or
Signature of person authorised to sign on behalf of director or officer:
Date of signature:
Name and title of authorised person: