What did Spark New Zealand Limited announce?
Spark New Zealand Limited (NZX: SPK) filed “Spark New Zealand Limited FY26 Results” with NZX on 19 August 2026, as a full year results announcement.
From the announcement:“"In July we announced a strategic review into the areas identified as outside core operations, including cloud and IT services, which now form part of the Digital Services division.”
- Which company?
- Spark New Zealand Limited (NZX: SPK)
- When was it filed?
- 19 August 2026
- Where is the original?
- NZX announcement
Spark New Zealand Limited FY26 Results
Spark New Zealand Limited
ARBN 050 611 277 Spark City, Level 1, 50 Albert Street, Private Bag 92028, Auckland, New Zealand
MARKET RELEASE – Thursday, 20 August 2026
EMBARGOED UNTIL [DATE] [delete this row if not required]
Mobile service revenue returns to growth as Spark advances
SPK-30 strategy
• Delivered FY26 results within guidance:
o Reported revenue¹ of $3,949 million increased 6.0%; adjusted revenue of $3,700 million
unchanged
o Reported EBITDAI² of $1,295 million increased 23.0%; adjusted EBITDAI of $1,035 million
declined 2.4%
o Reported NPAT³ of $499 million increased 91.9%; adjusted NPAT of $225 million declined 0.9%
o BAU capital expenditure was $401 million, flat on FY25
o Free cash flow (FCF) increased 18.5% to $308 million
• First year of SPK-30 strategy execution delivered mobile revenue up 4.4%, mobile service revenue
back in growth at +1.1%, and $40 million in productivity benefits
• Completion of data centre transaction returning net debt to targeted levels
• Board declared a final dividend of 8 cents per share, taking the total FY26 dividend to 16 cents per
share
4
, representing 100% of FCF
Spark New Zealand (Spark) today announced its FY26 results, with the first year of its SPK-30 strategy
delivering a return to mobile service revenue growth, strong free cash flow growth, ongoing cost
reduction, and a strengthened balance sheet following completion of the data centre transaction.
Spark Chair Justine Smyth said “Our SPK-30 strategy reflects clear choices about where Spark can build
sustainable competitive advantage and deliver improved shareholder returns over time. We are
encouraged by the progress made during this first year of execution, and by the momentum in areas
where we have concentrated effort and investment, particularly mobile.
“With an 18.5% increase in free cash flow to $308 million, the total FY26 dividend is 16 cents per share
4
,
representing a 100% payout ratio, in line with guidance.
“The Board remains focused on ensuring Spark’s portfolio supports the strategic choices we have made
and strengthens long-term performance. During the year we completed the sale of a 75% stake in our
data centre business, generating $462 million in net proceeds and returning debt to targeted levels. Our
retained 25% interest enables Spark to continue participating in the significant long-term growth
opportunity in the sector.
"In July we announced a strategic review into the areas identified as outside core operations, including
cloud and IT services, which now form part of the Digital Services division. This review will assess how to
maximise the value and returns generated by this division for shareholders and is expected to be
completed during the first half of FY27.”
FY26 performance
Spark’s FY26 financial results include reported and adjusted figures (see note to editors).
Reported
revenue of $3,949 million increased 6.0%, while adjusted revenue of $3,700 million remained unchanged
from FY25.
Mobile revenues increased 4.4% to $1,517 million, with mobile service revenue growing 1.1% to $998
million – supported by strong ARPU
5
growth in the consumer and SME
6
segment, as innovation in
product and customer experience delivered more value and choice for customers. Spark saw ongoing
Spark New Zealand Limited
ARBN 050 611 277 Spark City, Level 1, 50 Albert Street, Private Bag 92028, Auckland, New Zealand
connection and ARPU stabilisation in price-driven categories of the market, including its domestic
prepaid base and enterprise and government.
Broadband revenue declined 2.0% to $596 million in a highly competitive, price-driven market, while
gross margin grew through product cost management. Business connectivity revenue declined 9.9% to
$327 million due to the divestment of Digital Island, the transition from legacy managed data and
network products to modern solutions, and the timing of IoT hardware sales, partially offset by continued
IoT connection growth.
In Digital Services, cloud revenue remained broadly flat at $233 million, as 20% growth in public cloud
was offset by the continued transition away from higher-margin private cloud. IT Services revenue
decreased 10.3% to $104 million, reflecting lower project activity in the subdued economic environment
and the ongoing migration of legacy services.
Reported EBITDAI of $1,295 million increased 23.0%, primarily due to the gain on sale of the data centre
transaction. Adjusted EBITDAI of $1,035 million declined 2.4%, primarily reflecting declines in digital
services, the continued decline in legacy voice – which now represents only 3.2 % of overall revenue –
and five fewer months of data centre earnings following the sale partway through the year.
Mobile growth and $40 million in productivity benefits partially offset these impacts. Continued mobile
momentum, further cost reduction, diminishing legacy products, and ongoing portfolio management are
expected to support EBITDAI growth in future years.
Reported NPAT of $499 million increased 91.9%, while adjusted NPAT of $225 million was down 0.9%
on FY25. Free cash flow increased 18.5% to $308 million, supported by strong financial management.
Spark CEO Jolie Hodson said the result reflected strong execution in the areas that matter most to
customers.
"Our focus this year was on turning the SPK-30 strategy into better outcomes for our customers and
measurable performance improvements for our shareholders.
“Mobile service revenue returned to growth as we continued to build in more value for our customers.
We delivered New Zealand’s first Kids Plan, introduced better roaming experiences, and launched
satellite-to-mobile capability. We completed the nationwide shutdown of our 3G network on time and to
plan, freeing up spectrum to support the ongoing expansion of 5G.
“Returning to EBITDAI growth remains a focus, and we are clear on what will deliver it – building on the
healthy mobile growth we saw this year, embedding structural productivity improvements across our
business, reducing our exposure to declining legacy products, and further simplifying our portfolio.
"Our strategic focus on better network and customer experiences is delivering tangible results, with
Spark retaining leadership in 4G and 5G mobile coverage experience in New Zealand
7
and improving
customer experience for the sixth year in a row.
“We are scaling our use of AI to make it easier for customers to get the help they need, and embedding
new technology partnerships to improve efficiency and access global innovation. Our people are pivotal
to our success, and we were pleased to grow employee engagement 11 points during the year. We have
started FY27 with growing momentum in our core business and a clear path to deliver better outcomes
for customers and sustainable value for shareholders.”
FY27 guidance
Spark provided the following guidance for FY27, subject to no material adverse change in operating
outlook:
• Adjusted EBITDAI: $1,010-$1,080 million
• Free cash flow: $300-$350 million
• BAU capital expenditure
8
: $350-$380 million
Spark New Zealand Limited
ARBN 050 611 277 Spark City, Level 1, 50 Albert Street, Private Bag 92028, Auckland, New Zealand
• Dividend payout ratio: Dividend guidance based on a payout ratio of 90-100% of FCF, supported
by a target
9
FY27 dividend range of 16-18 cents per share
Notes to Editors:
Spark’s FY26 financial results include reported and adjusted figures, as follows:
Reported
Reported results include continuing operations and removes the results of the data centre business,
which is classified as a discontinued operation. This means data centre net earnings are disclosed
separately in the financial statements.
Adjusted
Adjusted results include the earnings of the data centre business up until the point of sale, while
excluding the $278 million gain on sale, and in FY25 remove the $71 million gain on sale from the
Connexa stake and the $53 million of transformation costs. This provides a like-for-like, year-on-year
performance comparison. A detailed reconciliation is contained on page 9 of Spark’s detailed FY26
financial statements.
Footnotes
[1] Operating revenues and other gains
[2] Earnings before finance income and expense, income tax, depreciation, amortisation and net
investment income (EBITDAI) and capital expenditure (CAPEX) are non-Generally Accepted Accounting
Principles (non-GAAP) performance measures. Free cash flow is also a non-GAAP measure and is
defined on page 7 of Spark’s detailed KPIs
[3] Net profit after tax
[4] 50% imputed
[5] Average revenue per user
[6] Small and medium enterprises.
[7] Spark ranked first for overall coverage experience and 5G coverage experience, as awarded by
Opensignal in the October 2025 NZ Mobile Network Experience report
[8] BAU capital expenditure excludes strategic capital expenditure. In FY26, strategic capital expenditure
included investment associated with the data centre business ahead of completion of the transaction,
which supported the higher sale price achieved through the transaction.
[9] The target FY27 dividend range of 16-18 cents per share is intended to provide investors with a
clearer expected dividend outcome than a payout ratio alone, while maintaining the discipline of linking
dividends to free cash flow generation. Final dividend decisions remain subject to Board approval.
#Ends
Authorised by:
Rodney Deacon
Finance Lead Partner – Investor Relations & Commercial
For more information contact
For media queries please contact:
Althea Lovell
Corporate Affairs Lead Partner
+64 21 222 2992
althea.lovell@spark.co.nz
For investor queries please contact:
Rodney Deacon
Finance Lead Partner – Investor Relations & Commercial
+64 21 631 074
rodney.deacon@spark.co.nz
---
Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Results for announcement to the market
Name of issuer Spark New Zealand Limited
Reporting Period 12 months to 30 June 2026
Previous Reporting Period 12 months to 30 June 2025
Currency NZD - New Zealand Dollar
Amount (000s) Percentage change
Revenue from continuing
operations
NZD$3,949,000 6%
Total Revenue NZD$3,978,000
1
5.5%
Net profit/(loss) from
continuing operations
NZD$486,000 92.9%
Total net profit/(loss) NZD$499,000 91.9%
Interim/Final Dividend
Amount per Quoted Equity
Security
NZD$0.08000000 (comprised only of an ordinary dividend)
Imputed amount per Quoted
Equity Security
NZD$0.01555556
Record Date 11 September 2026
Dividend Payment Date 02 October 2026
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security (in
dollars and cents per
security)
As at 30 June 2026: NZD$0.46 As at 30 June 2025: NZD$0.38
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
In FY26 and FY25, the data centre business is classified as a
discontinued operation, and its results are included in the total
revenue and total net profit/(loss). Changes in Spark’s total
earnings from continuing and discontinued operations before
finance income and expense, income tax, depreciation,
amortisation and net investment income (adjusted total
EBITDAI) are provided in the addendum.
Authority for this announcement
Name of person
authorised
to make this announcement
Stewart Taylor, Chief Financial Officer
Contact person for this
announcement
Rodney Deacon Finance Lead Partner – Investor Relations &
Commercial
Contact phone number +64 21 631 074
Contact email address investor-info@spark.co.nz
Date of release through MAP
20 August 2026
Audited financial statements accompany this announcement.
Addendum:
Amount (000s) Percentage
change
Adjusted total EBITDAI (adjusted total earnings from
continuing and discontinued operations before finance
income and expense, income tax, depreciation,
amortisation and net investment income)
2
NZD$1,035,000 (2.4%)
1
Total Revenue includes revenue from continuing and discontinued operations.
2
Adjustments in the FY26 adjusted earnings from continuing and discontinued operations
before finance income and expense, income tax, depreciation, amortisation and net investment
income (adjusted total EBITDAI) reflected the impact of the net gain on sale of data centre
business of $278 million.
Adjustments in the FY25 adjusted total EBITDAI reflected the impact of the net gain on sale of
the remaining Connexa investment of $71 million and the transformation costs associated with
Spark’s SPK-26 Operate Programme amounted to $53 million.
Adjusted total EBITDAI is a non-GAAP measure which is defined and reconciled in note 2.5 of
Spark’s financial statements.
---
Distribution Notice
Section 1: Issuer information
Name of issuer Spark New Zealand Limited
Financial product name/description Ordinary shares
NZX ticker code SPK
ISIN (If unknown, check on NZX
website)
NZ TELE0001S4
Type of distribution
(Please mark with an X in the
relevant box/es)
Full Year X Quarterly
Half Year Special
DRP applies Yes
Record date 11 September 2026 AUST, NZ & USA;
Ex-Date (one business day before the
Record Date)
10 September 2026 AUST & NZ;
11 September 2026 USA
Payment date (and allotment date for
DRP)
02 October 2026 AUST & NZ;
12 October 2026 USA
Total monies associated with the
distribution
1
NZD$151,210,409
(1,890,130,108 shares @ $0.080 per share)
Source of distribution (for example,
retained earnings)
Retained earnings
Currency NZD – New Zealand Dollar
Section 2: Distribution amounts per financial product
Gross distribution
2
NZD$0.09555556
Gross taxable amount
3
NZD$0.09555556
Total cash distribution
4
NZD$0.08000000
Excluded amount (applicable to listed
PIEs)
N/A
Supplementary distribution amount NZD$0.00705882
Section 3: Imputation credits and Resident Withholding Tax
5
Is the distribution imputed Fully imputed
1
Continuous issuers should indicate that this is based on the number of units on issue at the date of the form
2
“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of
Resident Withholding Tax (RWT).
3
“Gross taxable amount” is the gross distribution minus any excluded income.
4
“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.
This should include any excluded amounts, where applicable to listed PIEs.
5
The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is
fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute
advice as to whether or not RWT needs to be withheld.
Partial imputation
No imputation
If fully or partially imputed, please
state imputation rate as % applied
6
16%
Imputation tax credits per financial
product
NZD$0.01555556
Resident Withholding Tax per
financial product
NZD$0.01597778
Section 4: Distribution re-investment plan (if applicable)
DRP % discount (if any)
0%
Start date and end date for
determining market price for DRP
Start date: 10 September
2026
End date: 16 September
2026
Date strike price to be announced (if
not available at this time)
17 September 2026
Specify source of financial products to
be issued under DRP programme
(new issue or to be bought on market)
New Issue
DRP strike price per financial product
Last date to submit a participation
notice for this distribution in
accordance with DRP participation
terms
14 September 2026
Section 5: Authority for this announcement
Name of person
authorised to make
this announcement
Stewart Taylor, Chief Financial Officer
Contact person for this
announcement
Rodney Deacon, Finance Lead Partner - Investor
Relations and Commercial
Contact phone number +64 21 631 074
Contact email address investor-info@spark.co.nz
Date of release through MAP
20 August 2026
6
Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.
---
Spark Annual
Repor t FY26
For running header don't delete
B
About this report1
About Spark2
Creating value for our shareholders4
Performance snapshot6
Chair’s address8
CEO review10
How we create value12
Our performance14
Our Board and Leadership Team18
Our customers20
Our network and technology26
Our environment30
Our communities34
Our people38
Remuneration Report44
Governance53
Risk management67
Contents
Financial statements
Financial statements 69
Notes to the financial statements75
Independent auditor's report122
Appendix
Spark’s managing risk framework roles and responsibilities 126
Sustainability appendix127
Glossary131
Contact details132
Tahutahuna
te Kora
Papā te whatitiri,
hikohiko te uira
Ko te pae anamata,
whakamaua, kia ngita
Kei reira te kora e
pūrātoke ana
Kua kitea te kora
e pūrātoke ana
Mā wai rā te kora e tutungi,
e poipoi?
Mā tātou te kora e tutungi,
e poipoi
Tahutahuna te kora, (hī!)
te kora whitawhita, (hī!)
te kora tangata ēi!
The thunder peels,
the lightning flashes
Fix your attention
to the future horizon and secure it
There, is a small gleaming fragment
We have found the small
gleaming fragment
Who will light and nurture
this spark?
It is us who will light and nurture
the spark!
Set fire to the spark, yes!
The zealous spark, yes!
The spark of humanity!
A karakia is a traditional opening used in Aotearoa to
focus attention on the work ahead. In this context, it
marks the beginning of this report. This karakia was
developed specifically for Spark and reflects our role
in shaping Aotearoa’s future.
Spark New Zealand Annual Report FY261
About this report
• This report covers the activities of Spark New Zealand
Limited and its subsidiaries for the period 1 July 2025 to
30 June 2026.
• This is an integrated report that covers our financial
performance alongside the economic, social, and
environmental factors that underpin our short, medium,
and long-term value creation for our shareholders and
other stakeholders.
• To inform our approach we have applied the Integrated
Reporting <IR> Framework and the Global Reporting
Initiative (GRI) standards, two widely adopted global
reporting standards. See pages 63 – 66 for more
information on our approach to sustainability reporting.
• This Annual Report is published alongside a suite of other
disclosures, including our Corporate Governance
Statement, Climate-related Disclosures Report, our Modern
Slavery and Human Rights Statement, and our
Environmental, Social and Governance (ESG) Data Pack.
• For the full suite of FY26 disclosures please visit
spark.co.nz/governance.
• This report is dated 20 August 2026 and is signed on behalf
of the Board of Spark New Zealand Limited by Justine
Smyth, Chair; and Lindsay Wright, Chair Audit and Risk
Management Committee.
FY26 reporting suite
Spark Annual
Repor t FY26
Modern Slavery
and Human Rights
Statement FY26
Corporate
Governance
Statement
FY26
Climate-related
Disclosures
Repor t FY26
Lindsay Wright
Chair Audit and Risk
Management Committee
Justine Smyth CNZM
Chair
2 About Spark
Market share in mobile
and broadband
1,2
For widest mobile
network coverage
experience
(4G and 5G)
3
#
1
#
1
Spark is New Zealand’s largest telecommunications
company. Our customers range from individual
New Zealanders and households to small businesses,
government, and large enterprise clients. Across all
our services – mobile, broadband, and digital connectivity
– we have relevance for almost every New Zealander.
About
Spark
1. IDC New Zealand mobile service revenue market share report as at 30 June 2026.
2. 2025 Telecommunications Monitoring Report, National retail broadband market share.
3. Spark ranked first for overall coverage experience and 5G coverage experience, as awarded by Opensignal in the October 2025 NZ Mobile Network
Experience report.
4. Total headcount as of 30 June 2026. Spark FTE (full time employee) number is 3,317 as of 30 June 2026.
5. Spark’s network connects 99% of the population across New Zealand, in areas where people work and live. Population coverage is calculated by
measuring the percentage of address points that fall within the predicted coverage area generated by Spark’s propagation model.
6. Includes Spark active equipment on 1,600 third party towers, 572 Rural Connectivity Group (RCG) towers and 90 small cells active at 30 June 2026.
Spark New Zealand Annual Report FY263
2.5m
devices connected to our Internet
of Things (IoT) network
60%+
of the population reached by our
5G network
5
+42
customer interaction
net promoter score
58
retail stores
3, 416
employees
4
99%
of New Zealanders reached
by our 4G network
5
24
regional business hubs
110 k+
small-medium
business customers
629k
broadband connections
2.6m
mobile connections
1,100+
enterprise and
government customers
2,262
mobile sites housing our active
infrastructure
6
4 Creating value for our shareholders
Creating value for
our shareholders
During FY26 we released SPK-30, our new five-year strategy, which
focuses Spark on our biggest strength – connecting New Zealanders
when and where it matters.
The strategy includes four key focus areas – growing core
connectivity, simplifying and optimising beyond the core in digital
services, and delivering a better network and better customer
experiences to differentiate Spark with customers. These priorities
are enabled by a focus on people and culture, embedding
technologies such as AI across Spark, disciplined financial
management, and an enduring commitment to sustainability.
Our ambition over the next five years is It’s better with Spark. Whether
it’s the returns we deliver to our shareholders, our network
performance, our customer experiences, or the culture we create
with our people – we want it to be better with Spark.
Since the strategy launched in September 2025, we have made
significant progress embedding it across the business.
Lead in core connectivity
We have focused our resources and investment where returns are
highest, with mobile central. We delivered a strong pipeline of
mobile product innovation, increased marketing investment to
support growth in a highly competitive market, and continued to
invest behind better retail and digital customer experiences. As a
result, we’ve delivered strong overall mobile revenue growth,
returned mobile service revenue to growth, and continued to
stabilise more price-driven segments.
Simplify and optimise beyond the core
We made significant progress simplifying our IT services and cloud
businesses – including rationalisation of product sets, reducing
labour costs in line with changing revenues, migrating customers
from legacy products to modern alternatives, and embedding new
global partnerships with Microsoft and HPE to improve efficiency and
access global capability.
In line with the strategic choices made under SPK-30, at the start of
FY27 we announced a transition to a new organisational structure
comprising two divisions – Connectivity and Digital Services – with a
strategic review of the Digital Services division now underway. The
review will assess how to maximise shareholder value from this part
of Spark in the future.
Better network
Our network performance is critical to our competitive advantage in
connectivity. In FY26, we reaffirmed our network leadership, ranking
first for overall mobile network coverage experience for 4G and 5G
1
as independently assessed by Opensignal. Following our build of a
5G Standalone network in FY25, we launched a trial of 5G+, giving
customers access to prioritised connectivity during congested events.
We also added satellite-to-mobile services and completed the
shutdown of our 3G network on time and to plan, enabling us to
repurpose spectrum for more modern 4G and 5G mobile connectivity.
Better customer experiences
We continued to invest in both our digital and in-store experience to
make our customers’ interactions with us easier and more effective.
We’ve updated our website and refreshed our MySpark app to make
it easier for customers to find what they’re looking for, and kicked off
a programme to redesign our retail spaces with a new layout that
brings our online and in-store experience together. When combined
with our focus on resolving issues more quickly for our customers,
this has seen our interaction net promoter score increase for the sixth
consecutive year.
1. Spark has ranked first for overall coverage experience and 5G coverage
experience, as awarded by Opensignal in the October 2025 NZ Mobile
Network Experience report.
Spark New Zealand Annual Report FY265
Enablers of our strategy
Throughout the year we continued to strengthen the fundamentals
of the business.
We delivered further significant cost reductions with productivity
savings of $40 million, returned net debt to targeted levels, and grew
free cash flow.
We’re also making progress towards embedding AI into our
operations for enterprise-wide process efficiency, with use cases
across our customer care and sales teams already resulting in better
customer experiences.
We increased employee engagement by 11 percentage points and
continued to invest in learning and development opportunities for
our people. Our emissions are tracking 59% below our FY20
baseline, ahead of the pathway required to meet our science-based
target, and over 38,000 homes are now connected through our
not-for-profit broadband services Skinny Jump.
This progress supports the overall logic of SPK-30 – capital and
resources aligned to the areas of highest return, investment behind
what customers value, and stronger foundations to support growing
shareholder returns over time.
FY26 delivered stronger foundations for
future value creation
The first year of SPK-30 delivered financial performance within
guidance while strengthening our foundations. Free cash flow
increased 18.5% to $308 million, enabling Spark to deliver a total
FY26 dividend of 16.0 cents per share, in line with guidance.
The completion of the data centre transaction drove a 23% increase
in reported EBITDAI to $1,295 million and strengthened the balance
sheet, with proceeds being used to return net debt to targeted levels.
Adjusted EBITDAI of $1,035 million declined 2.4%, primarily reflecting
the continued decline in legacy voice and five fewer months of data
centre earnings following the sale partway through the year. Mobile
growth and $40 million in productivity benefits partially offset these
impacts, and we expect continued mobile momentum, further cost
reduction, diminishing legacy products, and ongoing portfolio
management to support EBITDAI growth in future years.
Adjusted ROIC of 8.4% remained stable from FY25 and above our
estimated cost of capital, and we are confident in achieving our FY30
ambition of 11-13%.
Together, these outcomes demonstrate disciplined capital allocation,
improved cash generation, and a stronger platform for sustainable
shareholder returns as SPK-30 progresses.
Our Strategic ChoicesOur AmbitionOur PurposeOur Enablers
Technology
and AI
People and
culture
Financial
discipline
Sustainable
Spark
Lead in core
connectivity
Simplify and
optimise beyond
the core
1
2
Better network
Better customer
experiences
It’s better
with Spark
To help all of
New Zealand
win big in a
digital world
6Performance snapshot
Reported operating revenues and other gains
1
$3,949m
6.0% increase vs FY25
Adjusted EBITDAI
2,3
$1,035m
2.4% decrease vs FY25
Reported net earnings
4
$499m
91.9% increase vs FY25
Adjusted operating revenues and other gains
2
$3,700m
no change vs FY25
Reported EBITDAI
1,3
$1, 295m
23.0% increase vs FY25
Adjusted net earnings
2
$225m
0.9% decrease vs FY25
Performance snapshot
1. Reported revenues and earnings before finance income and expense, income tax, depreciation, amortisation and net investment (loss)/income (EBITDAI) exclude the
results of the data centre business which has been classified as a discontinued operation in the financial statements.
2. Adjusted numbers in FY26 exclude the $278 million gain from the sale of the data centre business and any associated tax impacts. Adjusted numbers in FY25 exclude the
$71 million gain on sale of the remaining investment in Connexa, and the $53 million transformation costs associated with Spark’s SPK-26 Operate Programme and any
associated tax impacts. They also include the results of the data centre business for both years which has been classified as a discontinued operation in the financial
statements.
3. EBITDAI and capital expenditure (CAPEX) are non-Generally Accepted Accounting Principles (non-GAAP) performance measures that are defined in note 2.5 of the
financial statements.
4. Reported net earnings include earnings from both continuing and discontinued operations.
Spark New Zealand Annual Report FY267
5. Free cash flow is a non-GAAP measure and is defined on page 7 of Spark’s FY26 detailed financial statements.
6. Reported return on invested capital (ROIC) is calculated as net operating profit (EBITDAI less depreciation and amortisation for both continuing and discontinued
operations) after tax (at 28%) as a percentage of average invested capital (total debt including leases plus equity).
7. ROIC from adjusted earnings is calculated as net operating profit (adjusted EBITDAI less depreciation and amortisation) after tax (at 28%) as a percentage of average
invested capital (total debt including leases plus equity). Adjusted EBITDAI includes the earnings from the data centre business up until the time of sale in both years,
and in FY26 excludes the gain on sale of the data centres and in FY25 excludes the gain on sale of Connexa and the transformation costs.
Capital expenditure
3
$467m
8.9% increase vs FY25
Reported return on invested capital
6
13. 8%
5.1 pts increase vs FY25
Adjusted return on invested capital
7
8.4%
no change vs FY25
Mobile service revenue
$998m
1.1% increase vs FY25
Broadband revenue
$596m
2.0% decrease vs FY25
Free cash flow
5
$308m
18.5% increase vs FY25
8Chair‘s address
Chair‘s address
Tēnā koutou,
Last year, the Board approved a new strategic direction for Spark.
SPK-30 is a clear choice about where we believe Spark is best
positioned to create sustainable competitive advantage, and in
doing so, long-term shareholder value.
Connectivity remains the foundation of our business. It is where we
have scale, market leadership, trusted customer relationships, and a
long history of keeping New Zealand connected through sustained
network investment.
During a period of lower economic growth, SPK-30 re-focuses Spark
on its core of connectivity, while simplifying and optimising beyond
the core in IT services and cloud.
FY26 marked the first year of executing this new strategy. As a Board
our focus has been on supporting Spark as it delivered against these
strategic choices and continued to respond to a highly competitive
environment.
We recognise shareholder concern regarding Spark’s share price
performance over the past two years, and we remain resolutely
focused on improving long-term value through disciplined execution
of SPK-30 to deliver stronger business performance.
While there is still more work ahead, we are encouraged by the
progress made during this first year and by the early signs of
momentum in areas where we have concentrated effort and
investment.
We finish FY26 with our results in line with guidance, supported by a
return to mobile service revenue growth and strong cost
management.
Creating value through active portfolio management
In this first year of SPK-30, one of the Board’s key areas of focus was
ensuring the company’s portfolio supports the strategic choices we
have made and strengthens long-term performance.
During the year, we completed the sale of a 75% stake in our data
centre business, unlocking significant value while retaining a
meaningful interest in the TenPeaks business alongside Pacific
Equity Partners.
We also announced a strategic review into the areas of Spark
identified as beyond core operations in SPK-30.
Spark has made strong progress simplifying and optimising cloud
and IT services over the past year. Having progressed that work, the
Board concluded this is the right time to assess how this part of Spark
can create the greatest value for shareholders in the future.
Justine Smyth
CNZM
Accordingly, in July we announced that Spark will transition to a new
organisational structure comprising two divisions – Connectivity and
Digital Services. Connectivity will encompass consumer mobile,
broadband, and business connectivity, while Digital Services will
comprise cloud, IT services, and adjacent products. The new structure
enhances end-to-end accountability and is designed to sharpen
execution, improve focus, and accelerate progress towards our
FY30 ambitions.
Alongside this change, the Board initiated a strategic review of
Digital Services.
Cloud and IT services have played an important role in Spark’s growth
over many years. Through acquisitions, strategic partnerships and
organic growth, Spark has established leading positions in these
markets and helped New Zealand organisations progress their own
digital transformation journeys.
Today, Digital Services remains a high-quality business with strong
customer relationships, talented people, differentiated intellectual
property, and leading market positions.
At the same time, the markets in which these businesses operate
have changed materially over the years. Long-term digitisation
trends, ongoing cloud adoption, and growth in data and AI continue
to support customer demand. However, these tailwinds are
increasingly being offset by lower business spending, margin
Spark New Zealand Annual Report FY269
pressure from the shift towards public cloud, and continued
commoditisation across some technology services markets.
Against this backdrop, the review will assess how Digital Services is
best positioned for its next phase of growth, and how Spark can
maximise the value generated by these businesses while maintaining
clear focus on the connectivity strategy at the heart of SPK-30. We
expect the review to complete during the first half of FY27.
Returning debt to targeted levels
Disciplined capital management remains a focus of the Board.
Following completion of the data centre transaction, our net debt to
EBITDA ratio
1
is now within our targeted range, providing greater
flexibility and resilience.
The Board remains committed to balancing investment for future
growth with improving returns for shareholders over time. From
FY26, we made changes to our Dividend Policy to support a
sustainable dividend funded by free cash flow (FCF) and changed
our target dividend payout ratio to 70–100% of FCF, to provide
flexibility if needed in the future.
Return on invested capital (ROIC)
2
in FY26 was 8.4% and we continue
to work towards our FY30 ambition of 11-13% by simplifying the
portfolio, improving earnings quality, and strengthening free cash
flow.
3
FY26 was the first step towards this goal, with free cash flow
increasing 18.5% to $308 million. Accordingly, the Board has
declared a total FY26 dividend of 16.0 cents per share, representing
a 100% payout ratio in line with guidance.
Board renewal
FY26 was also a significant year for Board renewal.
We welcomed three new directors whose experience spans
telecommunications, infrastructure, technology, finance, and
governance. Together they bring fresh perspectives and valuable
expertise that will support Spark through its next strategy period.
Ensuring successful onboarding and immersion in Spark’s business
has been a focus.
The Board has also been focused on Chair succession, and I was
pleased to announce that non-executive Director Vince Hawksworth
will become the next Chair of Spark, commencing 6 November 2026.
I will remain Chair until the conclusion of the Board meeting on 5
November 2026, marking the completion of my tenure and enabling
Vince to lead Spark’s FY26 AGM the following day.
Vince joined the Spark Board in October 2025 following an
accomplished executive career spanning more than 18 years of Chief
Executive roles within regulated utility and infrastructure businesses
across New Zealand and Australia. Most recently Chief Executive of
Mercury Energy, and previously Trustpower New Zealand, he brings
deep expertise in infrastructure investment and managing large-
scale customer businesses, with a track record of creating
shareholder value. This experience will be a valuable asset for Spark.
Together with the broader Board I am confident that Vince will
continue to support Spark to improve performance as it works
towards its FY30 ambitions. His deep experience running large-scale
businesses with significant workforces, customer bases, and capital
investment profiles will be a valuable asset as Spark continues to
execute its strategy and deliver value for shareholders.
Looking back
As I prepare to step down from the Spark Board, I have had the
opportunity to reflect on how much has changed during my tenure.
The company has transformed from its early Telecom days, into the
more customer-focused and fast-moving business that Spark is today.
Over that time Spark has played a significant role in the development
of New Zealand’s digital infrastructure, brought new technologies to
our shores, and enabled households, communities, and businesses
to win big in a digital world.
Not every period has delivered the outcomes we have aspired to,
and I recognise the frustration many shareholders have felt in recent
years. While market conditions have been challenging and
technology continues to evolve rapidly, we also recognise the
importance of adapting our business and improving performance.
SPK-30 reflects the actions we are taking to do that.
Spark has a long history of transforming itself to adapt to the
changing environment, and I have every confidence that SPK-30 will
enable the business to do so once again, for the benefit of our
customers and shareholders.
I am confident that Spark has clear strategic direction, strong
leadership, and a firm foundation on which to build.
Most importantly, I will leave with a deep appreciation for the people
who have contributed to the company’s success over many years,
and for the support of our shareholders throughout that journey.
It has been a privilege to serve.
Ngā mihi
Justine Smyth CNZM
Chair
1. EBITDAI means earnings before finance income and expense, income tax, depreciation, amortisation, and net investment (loss)/income.
2. ROIC from adjusted earnings is calculated as net operating profit (adjusted EBITDAI less depreciation and amortisation) after tax (at 28%) as a percentage of
average invested capital (total debt including leases plus equity). Adjusted EBITDAI includes the earnings from the data centre business up until the time of
sale in both years, and in FY26 excludes the gain on sale of the data centres and in FY25 excludes the gain on sale of Connexa and the transformation costs.
3. Free cash flow is a non-GAAP measure and is defined in Spark’s detailed KPI disclosures.
10CEO review
CEO review
Tēnā koutou,
FY26 was a year focused on disciplined execution.
Our operating environment remained challenging, with heightened
competition and economic conditions continuing to influence
spending across households, businesses, and government. While
there were some signs of improvement during the year, these
pressures continued to affect performance in some areas. Against
this backdrop, we are encouraged by the progress made in the first
year of SPK-30.
We have concentrated capital and resources where returns are
highest – growing our core connectivity business, simplifying and
optimising beyond it, delivering strong overall mobile revenue
growth, and a more sustainable cost base. At the same time, we
invested in what differentiates Spark – our network and customer
experiences.
On a reported basis, revenue
1
increased 6.0% to $3.95 billion,
EBITDAI
2
increased 23.0% to $1.295 billion, and NPAT
3
increased
91.9% to $499 million, reflecting the completion of the sale of a 75%
stake in our data centre business during the year.
4
Adjusted revenue
5
of $3.7 billion was unchanged on FY25, despite
lower contribution from the data centre business following the sale.
Adjusted EBITDAI
2,5
of $1.035 billion was down 2.4%, primarily
reflecting declines in digital services, the continued decline in legacy
voice – which now represents only 3.2% of overall revenue – and five
fewer months of data centre earnings following the sale partway
through the year. Mobile growth and $40 million in productivity
benefits partially offset these impacts. Continued mobile momentum,
further cost reduction, diminishing legacy products, and ongoing
portfolio management are expected to support EBITDAI growth in
future years. Free cash flow of $308 million was up 18.5%.
Underpinning this progress were stronger business fundamentals –
disciplined cost management, successful implementation of new
strategic partnerships, employee engagement up 11 points, and
emissions reductions running ahead of the pathway needed to meet
our science-based target.
7
Together, these outcomes demonstrate further stabilisation in
performance and provide encouragement that SPK-30 is gaining
traction.
Building momentum in mobile
Mobile is central to our strategy. It represents our largest market
opportunity, our strongest competitive position, and the category
remains well positioned for growth, as customers continue to use
more data every year.
During FY26, total mobile revenue grew 4.4% to $1,517 million, with
mobile service revenue increasing 1.1% to $998 million.
We continued strengthening our mobile propositions through
product innovation, improved customer experiences, and greater
value. During the year we launched satellite-to-mobile services
through our partnership with Starlink, introduced New Zealand’s first
Kids Plan, expanded roaming options, and continued growing
Jolie Hodson
MNZM
acquisitions on interest-free payments – an important driver of
higher-value plans and retention. Together these initiatives are
helping to differentiate Spark and give customers more reasons to
choose us and stay with us.
Off the back of this work, Consumer and SME
8
mobile service
revenue grew 1.4%, supported by strong pay monthly ARPU
9
growth
and continued stabilisation of our domestic prepaid base, which
accounts for around 89% of prepaid revenue.
Enterprise and government mobile service revenue remains under
pressure from pricing competition, but the rate of decline has slowed
compared with FY25 and customer connections remained stable.
Collectively these improvements give us confidence that the actions
we are taking are moving the business in the right direction.
Better network
Network leadership remains one of Spark’s most important
competitive advantages.
The investment we make in our network underpins everything we do
and remains fundamental to our long-term success.
Independent testing again recognised Spark’s leadership in overall
4G and 5G mobile coverage experience, reinforcing the strength of
our network position in New Zealand.
10
A major milestone during FY26 was the nationwide shutdown of our
3G network. This was one of the largest operational programmes we
have undertaken in recent years, involving extensive customer
engagement, network builds and planning, and industry
coordination. The programme was delivered to plan and on schedule
and enables us to repurpose valuable spectrum to support future
Spark New Zealand Annual Report FY2611
growth in 4G and 5G services. While the transition was smooth for
the vast majority of customers, we continue to support a small
number of customers in more remote and edge-of-network locations
through our dedicated 3G care team.
We also continued investing in network capability and resilience.
During the year we launched 5G+, trialling network slicing capability
to create new opportunities to monetise our 5G investment through
differentiated services for customers. We also enhanced scam
protection capabilities and secured a new telecommunications
resilience agreement with Government to support 24-hour battery
backup on cell towers, recognising the critical role our network plays
during emergencies.
11
Satellite strengthens our advantage
One of the most exciting developments during the year was the launch
of satellite-to-mobile services through our partnership with Starlink.
Satellite extends the reach of our network to the edge, helping
customers stay connected in remote locations and areas beyond
traditional mobile coverage. Since launch, more than 146,000
eligible customers have connected to the service.
12
Satellite technology has attracted significant interest globally,
however terrestrial mobile networks remain unmatched when it
comes to serving large numbers of customers simultaneously,
delivering high throughput, and providing the indoor coverage and
always-on connectivity people expect every day.
What satellite does is extend the coverage experience further. It fills
gaps where towers cannot reach and provides customers with
greater confidence that they can stay connected wherever they are.
Together, those capabilities make Spark’s connectivity proposition
even stronger.
Better customer experiences
Improving customer experience is another core pillar of SPK-30.
During FY26 our measure of customer satisfaction – our interaction
Net Promoter Score – increased for the sixth consecutive year. This
reflects our sustained focus on simplifying customer interactions,
improving resolution times, and making it easier for customers to
access support when they need it.
It also reflects the investments we make into our digital, retail, and
care channels. During the year we improved digital journeys,
expanded AI-enabled support tools, and increased the use of AI
across customer and employee experiences.
AI is becoming an increasingly important enabler of both productivity
and innovation across Spark, and we expect its role to continue
growing in the years ahead. In our contact centres, AI-enabled tools
are helping our people resolve enquiries faster and more consistently.
In our stores, we began rolling out a refreshed retail format designed
to improve the service experience of our retail customers, and bring
digital and physical experiences together more effectively.
Looking ahead
Our FY26 results give us a stronger platform to build on as we
move into FY27.
We remain focused on returning to EBITDAI growth by sustaining
momentum in mobile, continuing to improve productivity, and
further simplifying our portfolio so we can focus investment and
resources where we have the strongest potential to create
shareholder value.
We have a strong programme of activity planned for the year ahead
to drive growth in our core – refreshing mobile and wireless
broadband propositions, a new MySpark app, new reward and
recognition initiatives for our loyal customers, and further investment
in network and customer experience leadership.
We have already announced the strategic review of our Digital
Services division, which has seen us move to a new organisational
structure that creates clear ownership of performance across
Connectivity and Digital Services, strengthens execution, and enables
us to allocate capital and resources appropriately, to support each
division to perform in line with its distinct needs and growth potential.
At the same time, we will continue driving productivity
improvements, simplifying how we operate, and maintaining
disciplined cost management.
We are realistic about the environment ahead. Competitive intensity
remains high and economic conditions continue to present challenges.
However, we believe the strategic choices we have made are the
right ones. The first year of SPK-30 has established a stronger
foundation, and we are entering FY27 with clearer focus, stronger
execution, and a confident view of where Spark can create value in
the future.
Our ambition remains unchanged. We want it to be better with Spark
– for our customers, our people, and our shareholders.
Thank you for your continued support.
Ngā mihi
Jolie Hodson MNZM
CEO
1. Revenue means operating revenues and other gains.
2. EBITDAI means earnings before finance income and expense, income tax, depreciation, amortisation, and net (loss)/investment income.
3. NPAT means net profit after tax.
4. Reported revenue and EBITDAI exclude the results of the data centre business, which has been classified as a discontinued operation in the financial statements.
5. Adjusted revenue, EBITDAI and NPAT include the data centre business in FY26 and FY25. Adjusted numbers in FY26 exclude the $278 million gain from the sale of the
data centre business and any associated tax impacts. Adjusted numbers in FY25 exclude the $71 million gain on sale of the remaining investment in Connexa, and the
$53 million transformation costs associated with Spark’s SPK-26 Operate Programme and any associated tax impacts.
6. Free cash flow is a non-GAAP measure and is defined in Spark’s detailed KPI disclosures.
7. Scope 1 and 2 emissions reduced 57% year-on-year, tracking 59% below Spark’s FY20 baseline and ahead of the pathway required to meet Spark’s FY30 science-based
target of a 56% reduction.
8. SME means small and medium enterprises.
9. ARPU means average revenue per user.
10. Spark ranked first for overall coverage experience and 5G coverage experience in Opensignal’s October 2025 NZ Mobile Network Experience report.
11. Spark and Connexa were awarded a contract by the National Infrastructure Funding and Financing. The 1.7 million addresses figure includes overlapping coverage into
neighbouring areas. Upgrades will start in the second half of 2026 and are expected to be completed by June 2027.
12. More than 146,000 eligible customers have connected to Spark’s satellite-to-mobile service since launch in April 2026.
For running header don't delete
12 How we create value
INPUTS
What we rely on to operate
our business
OUR BUSINESS MODEL
How we use these inputs to create outputs and outcomes
Network &
Technology
Our mobile and fixed
networks, technology,
and data centres
People
Skilled, engaged and
effective teams
Nature
Energy, water, materials,
and land we use in our
operations
Partnerships
Global and local
partnerships that
strengthen and broaden
our capability
How we
create value
Relationships
With customers, suppliers,
communities and
stakeholders
Finance
Strong balance sheet
M
a
r
k
e
t
-
l
e
a
d
i
n
g
s
o
l
u
t
i
o
n
s
t
h
a
t
c
o
n
n
e
c
t
a
n
d
e
n
a
b
l
e
N
e
w
Z
e
a
l
a
n
d
e
r
s
,
i
n
c
l
u
d
i
n
g
b
u
s
i
n
e
s
s
e
s
a
n
d
g
o
v
e
r
n
m
e
n
t
I
n
v
e
s
t
m
e
n
t
a
n
d
i
n
n
o
v
a
t
i
o
n
i
n
n
e
t
w
o
r
k
t
e
c
h
n
o
l
o
g
y
t
h
a
t
e
n
a
b
l
e
s
c
u
s
t
o
m
e
r
s
a
n
d
u
n
d
e
r
p
i
n
s
N
e
w
Z
e
a
l
a
n
d
’
s
d
i
g
i
t
a
l
e
c
o
n
o
m
y
A
h
i
g
h
-
p
e
r
f
o
r
m
i
n
g
a
n
d
i
n
c
l
u
s
i
v
e
c
u
l
t
u
r
e
t
h
a
t
d
e
v
e
l
o
p
s
a
n
d
e
m
p
o
w
e
r
s
o
u
r
p
e
o
p
l
e
S
u
s
t
a
i
n
a
b
l
e
b
u
s
i
n
e
s
s
p
r
a
c
t
i
c
e
s
t
h
a
t
p
r
o
t
e
c
t
a
n
d
g
r
o
w
o
u
r
l
i
c
e
n
c
e
t
o
o
p
e
r
a
t
e
a
n
d
m
a
r
k
e
t
l
e
a
d
e
r
s
h
i
p
UNDERPINNED BY STRONG GOVERNANCE
AND OUR VALUES
Whakamana (We empower)
Matomato (We succeed together)
Tūhono (We connect)
Māia (We are bold)
OUR PURPOSE
To help all of New Zealand win big in a digital world
Spark New Zealand Annual Report FY2613
OUTPUTS
What we aim to create
OUTCOMES
The benefits of these outputs
See pages 4–5
See page 39
See page 26
See page 21
See page 31
See page 35
Connected and enabled
New Zealanders
Reliable connectivity
for our customers
Skilled, safe and
diverse workforce
Employment and skill development
Protecting the environment and
supporting New Zealand’s
decarbonisation
Reduced use of
natural resources
Resilient, automated
and adaptive network
and technology
Connected New Zealand and
resilient digital economy
Improved customer
experience, digital equity,
and supply chain practices
Better customer experience, social
outcomes, and participation
Financial growth and
shareholder returns
Creating value for shareholders
For running header don't delete
14 Our performance
Our performance
Reported basic earnings per share
3
26.4 cents
88.6% increase vs FY25
Adjusted basic earnings per share
4
11.9 cents
3.3% decrease vs FY25
Dividends per share
5
16.0 cents
36.0% decrease vs FY25
Reported EBITDAI
1,2
$1, 295m
23.0% increase vs FY25
Adjusted EBITDAI
1,4
$1,035m
2.4% decrease vs FY25
Adjusted net earnings
1,4
$225m
0.9% decrease vs FY25
Reported net earnings
3
$499m
91.9% increase vs FY25
1. EBITDAI is a non-GAAP performance measure that is defined in note 2.5 of the financial statements.
2. Reported revenues, operating expenses, and EBITDAI exclude the results of the data centre business which has been classified as a discontinued operation in the
financial statements.
3. Reported net earnings and basic earnings per share includes earnings from both continuing and discontinued operations.
4. Adjusted numbers in FY26 exclude the $278 million gain from the sale of the data centre business and any associated tax impacts. Adjusted numbers in FY25 exclude the
$71 million gain on sale of the remaining investment in Connexa, and the $53 million transformation costs associated with Spark’s SPK-26 Operate Programme and any
associated tax impacts. They also include the results of the data centre business for both years which has been classified as a discontinued operation in the financial
statements.
5. This represents the H1 FY26 first-half dividend of 8.0 cents per share, together with the H2 FY26 second-half ordinary dividend declared of 8.0 cents per share.
Referenced on page 108.
$ Million
Mobile
Broadband
Voice
Other connectivity
Cloud
IT service
management
Procurement
and partners
Other operating
revenue
Other gains
Net gain on data
centre transaction
Gain on divestment
of Connexa
FY26 FY25
1,600
1,400
1,200
1,000
800
600
400
200
0
$3,949m
reported (up 6.0%)
$3,700m
adjusted (no change)
Operating revenues and other gains
Reported revenues
2
• Mobile revenue increased $64m, or 4.4%, driven by growth in
both service and non-service revenue.
• Mobile service revenue grew $11 million or 1.1%, driven by
consumer pricing and plan mix, partly offset by lower
connections.
• Mobile non-service revenue grew $53m, or 11.4%, reflecting
strong growth in handset sales, supported by customer uptake of
interest free payments (IFP), accessories sales, and increased
revenue from distribution sales through retail channel partners.
• Broadband revenue declined $12 million, or 2.0%. Mainly driven
by a decline in broadband connections in a highly competitive
market.
• Legacy voice revenue declined $24 million, or 16.0%, in line with
the long-term trend. Voice now contributes only 3.2% of total
revenue.
• Other connectivity revenue declined $36 million, or 9.9%,
reflecting the divestment of Digital Island in FY25, the transition
from legacy product to modern solutions, and the timing of
hardware sales in IoT.
• Cloud revenue declined $2 million, or 0.9%, as customers
continued to transition from private cloud to public cloud.
• Procurement and partners revenue increased $25 million, or
4.6%, driven by stronger hardware sales.
Reported and adjusted results
Spark’s FY26 financial results include reported and adjusted figures. Reported EBITDAI includes continuing operations and removes the results of
the data centre business, which is classified as a discontinued operation. This means data centre net earnings are disclosed separately in the
financial statements. Adjusted results include the earnings of the data centre business up until the sale, while excluding the $278 million gain on
sale, and in FY25 remove the $71 million gain on sale from the Connexa stake and the $53 million of transformation costs. This provides a
like-for-like, year-on-year performance comparison. A detailed reconciliation is contained on page 9 of Spark’s detailed FY26 financial statements.
• IT service management revenue declined $12 million, or 10.3%,
reflecting lower project activity as challenging economic
conditions continued to dampen customer demand.
• Other product revenue increased $11 million, or 6.9%, driven by
higher network infrastructure delivery revenue by Entelar.
Spark New Zealand Annual Report FY2615
0
200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
$ Million
Product
costs
LabourOther
FY26 FY25
0
100
200
300
400
500
600
Depreciation
and
amortisation
Net
finance
expense
Tax
expense
Net tax
income on
adjusting items
$ Million
FY26 FY25
Operating expenses
Reported operating expenses
2
• Product costs increased $31 million, or 1.8%. Higher volumes,
predominantly across mobile and procurement, drove a
$66 million increase. This was partially offset by the cost reduction
programme, which delivered $35 million of savings related to
improved buying terms, exit of legacy products, and simplification.
• Labour costs decreased $58 million, or 13.2%, reflecting the
ongoing benefits of the operating model changes and technology
and network partnerships (which are now reflected in other
operating costs).
• Other operating expenses increased $9 million, or 1.8%, with the
non-recurrence of the prior year $53 million transformation costs
being offset by a combination of the higher technology and
network partnership costs, higher brand advertising costs to
remain competitive in the market, inflationary increases in software
licence costs and severances.
Adjusted operating expenses
4
• Total adjusted operating expenses increased $25 million, or 0.9%,
from FY25 with the key year-on-year impacts outlined above, after
adjusting for the $53 million prior year transformation costs and
the net year-on-year reduction in data centre costs of $10 million
which are included in adjusted operating expenses.
$2,654m
reported (down 0.7%)
$2,665m
adjusted (up 0.9%)
Other
• Total depreciation and amortisation increased $12 million, or
2.0%, largely driven by higher depreciation associated with
prior-period capital investment and right-of-use assets.
• Net finance expense was flat year-on-year with lower interest
expense, driven by lower debt levels, partly offset by lower
interest income.
• Tax expense decreased $7 million, reflecting lower underlying
earnings before tax and a return to a more normalised corporate
tax rate after removing the impact of the gain on sale from the
data centre business.
• Other gains increased to $312 million, including the $278 million
gain on sale of the data centre business. Excluding this gain,
other gains increased modestly to $34 million.
Net earnings from discontinued operation
The data centre business has been classified as a discontinued operation, with its sale completing on 30 January 2026. Data centre net
earnings up to the sale date were $13 million in FY26 compared with $8 million in FY25, with the increase largely driven by ceasing
depreciation on assets from the date that it was classified as held for sale.
Adjusted revenues
4
• Adjusted revenues include $29 million of data centre revenue
reported within the discontinued operation and excludes the
$278 million gain on sale of the data centre business.
Operating revenues and other gains (continued)
For running header don't delete
16 Our performance
650
700
750
800
850
900
950
1000
1050
1100
1150
FY25 Net cash flows from
operating activities
Cash received from IFP sale
Payments to suppliers
and employees
Payments for income tax
Payments for interest on debt
Payments for interest on leased
customer equipment assets
Receipts from interest
Receipts from customers
FY26 Net cash flows from
operating activities
FY25 Net cash flows from operating activities
Cash received from IFP sale
Payments to suppliers and employees
Payments for income tax
Payments for interest on debt
Payments for interest on leased customer equipment assets
Receipts from interest
Receipts from customers
FY26 Net cash flows from operating activities
$ Million
680
238
93
59
221(9)
(40)
1,044
Operating cash flows
• Operating cash flows increased $364 million to $1,044 million,
primarily reflecting a net $238 million
7
increase in relation to the
interest-free payment (IFP) receivable book sale, timing of
payments, and lower income tax payments, partially offset by
reduced customer receipts largely due to increased net
settlement of receivables and payables, which reduced gross
cash receipts and payments during the year.
• Investing cash flows increased $202 million, primarily driven by
$462 million of net proceeds from the sale of the data centre
business. This was partially offset by lower proceeds from the sale
of long-term investments, where $48 million was received for the
sale of Hutchinson in FY26 compared to $309 million of net
proceeds from the sale of the remaining interest in the Connexa
business in FY25.
• Financing cash outflows were $1,011 million in FY26, consisting
mainly of net repayments of debt of $464 million (following the
receipts of the data centre proceeds and IFP sale proceeds),
dividend payments of $387 million, and lease payments of
$108 million.
• Free cash flow increased $48m, with the decline in adjusted
EBITDAI and increased lease payments more than offset by lower
cash payments for tax, and favourable working capital movements.
20262025
YEAR ENDED 30 JUNE$M$M
Net cash flows from operating activities1,044680
Net cash flows from investing activities90(112)
Net cash flows from financing activities(1,011)(593)
Net cash flows123(25)
Free cash flow
6
308260
6. Free cash flow is a non-GAAP measure and is defined on page 7 of Spark’s FY26 Detailed financial statements.
7. Payments for discounts on derecognised IFP receivables of $19 million are included in cash flows from financing activities.
Operating cash flows
$1,044m
(up 53.5%)
Spark New Zealand Annual Report FY2617
Capital expenditure in FY26 included the following key focus areas
and projects:
• Investment in the lifecycle and licensing of internal IT systems
focused on automation and enterprise platform integration to
drive efficiency.
• Expanding AI investment to embed intelligence across
operations, accelerating automation, and service transformation.
• Continued investment in Spark’s mobile core and radio access
network (RAN), delivering greater network capacity, coverage,
and reliability.
• Fixed network infrastructure and international cable capacity to
meet requirements for Spark’s fibre, transport and IP network,
continuation of the core networks expansion and resilience
programme, continued exit of the Public Switched Telephone
Network (PSTN), and international cable capacity purchases to
meet forecasted demand for data.
• Property investment in Spark’s corporate offices, retail stores
fitouts and refits, and sustaining investment for power and
building services for Spark-owned exchanges.
• Data centre investment, $66 million of strategic capital
expenditure, includes land purchases and pre-construction
activities on Takanini and Northshore campuses prior to sale.
• Total capex comprised $401 million of BAU capital expenditure
and $66 million of strategic capital expenditure.
$401m$66m
Capital expenditure
8
Capital expenditure to
adjusted operating revenues
and other gains
9
BAU capital
expenditure
Total capital
expenditure
Strategic capital
expenditure
$
1
5
5
m
Cloud
Fixed network and international
cable capacity
IT systems
Mobile network
Property
Other
Data centres
$
7
m
$
6
6
m
$
8
m
$
8
8
m
$
3
m
$
1
4
0
m
BAU CapexStrategic Capex
12 . 6%
Return on invested capital (ROIC)
10
• FY26 reported ROIC of 13.8% increased from 8.7% in FY25
largely due to the gain on sale of the data centre business.
• FY26 ROIC from adjusted earnings
11
of 8.4% remained
unchanged from FY25.
• Both ROIC measures are above our estimated WACC and
outperform the majority of Spark’s global peers.
8. CAPEX is a non-GAAP performance measure that is defined in note 2.5 of the financial statements.
9. CAPEX to operating revenues and other gains for FY26 is calculated on adjusted operating revenue (excluding the gain on sale of the data centre business) to enable a
meaningful analysis.
10. Reported return on invested capital (ROIC) is calculated as net operating profit (EBITDAI less depreciation and amortisation for both continuing and discontinued
operations) after tax (at 28%) as a percentage of average invested capital (total debt including leases plus equity).
11. ROIC from adjusted earnings is calculated as net operating profit (adjusted EBITDAI less depreciation and amortisation) after tax (at 28%) as a percentage of average
invested capital (total debt including leases plus equity). Adjusted EBITDAI includes the earnings from the data centre business up until the time of sale in both years,
and in FY26 excludes the gain on sale of the data centres and in FY25 excludes the gain on sale of Connexa and the transformation costs.
BAU capital expenditure
to adjusted operating
revenues and other gains
10.8%
$467m
(No change from FY25)(FY25 11.6%)
For running header don't delete
18Our Board and Leadership Team
Jolie Hodson MNZM
Chief Executive and
Executive Director
Jolie joined the Board in
September 2019, following her
appointment to CEO in July
the same year. Jolie brings
strategic knowledge within
the telecommunications and
technology sector, financial
and commercial, and people
leadership and culture
development experience to
the Board.
Warwick Bray
Non-executive Director
Warwick joined the Board in
September 2019 and brings
financial, commercial, capital
markets, customer insight, listed
company governance, and
strategic telecommunications
industry experience to the Board.
David Havercroft
Non-executive Director
David joined the Board in
October 2021 and became
Chair of the Human Resources
and Compensation Committee
(HRCC) in 2024. David brings risk
management, regulatory policy,
data, digital technologies, and
strategic telecommunications
industry knowledge and
experience to the Board.
Our Board and
Leadership Team
Justine Smyth CNZM
Chair and Non-executive
Director
1
Justine was appointed to the
Board in December 2011 and
was last re-elected in November
2025. She was appointed
Chair in October 2017, and
has experience in listed
company governance, capital
markets, and the financial and
commercial performance of large
corporate enterprises.
Lindsay Wright
Non-Executive Director
Lindsay joined the Board in
August 2025, and became
Chair of the Audit and Risk
Management Committee
(ARMC) in September. She
brings substantial expertise in
commercial operations, strategy,
investment management,
finance, capital markets, and
risk and capital management
to the Board.
Our Board
Tarek Robbiati
Non-Executive Director
Tarek joined the Board in
October 2025, and brings
financial and commercial
acumen, strategic business
transformation, and deep
telecommunications industry
experience to the Board.
Vince Hawksworth
Non-executive Director
2
Vince joined the Board in
October 2025, and brings
experience in infrastructure
investment, management of
large-scale customer bases,
and people and culture
leadership to the Board.
Lisa Nelson
Non-executive Director
Lisa joined the Spark Board in
May 2024 and brings financial,
commercial, customer insight,
listed company governance,
capital structures, global data,
and digital technology business
experience to the Board.
1. Justine Smyth will step down from the Spark Board at the conclusion of the Board meeting on 5 November 2026.
2. Vince Hawksworth will commence as Chair of the Spark Board at the AGM on 6 November 2026.
Spark New Zealand Annual Report FY2619
Matt Bain
Chief AI and
Technology Officer
Matt brings his digital marketing
and customer experience skills
to place the customer at the
centre of Spark’s strategies.
He has extensive experience
using data and technologies
like Artificial Intelligence (AI)
to enable organisations to
better understand and
predict their customers’ needs
more accurately.
Leadership Team
Stewart Taylor
Chief Financial Officer
Stewart leads the finance function
at Spark. He brings financial,
capital management, business
strategy, and performance
delivery expertise to the business.
Mark Beder
Chief Customer Officer
Connectivity
Mark leads the performance
of Spark’s core connectivity
business. He brings extensive
experience in technology
leadership, network customer
operations, capital investment,
sales, and business strategy.
Tommy Bjorkberg
Chief Operating Officer
Tommy will join the Leadership
Team on 1 October 2026 to lead
Spark’s network operations,
business technology services,
and cyber security. He brings
more than 25 years of
international telecommunications
and technology leadership
experience, spanning mobile and
fixed networks, cloud, and digital
infrastructure.
Greg Clark
Interim Chief Customer Officer
Digital Services
Greg is responsible for leading
Spark’s digital services division,
which includes cloud, IT services,
and adjacent products. He brings
retail, sales, customer experience
and marketing expertise to the
business. Greg will depart Spark
in December 2026.
Heather Langton
Chief People and Culture
Officer
Heather is responsible for
leading the People and Culture
team at Spark. She brings
extensive leadership
development, culture, and
workforce transformation
expertise to the business.
John Wesley-Smith
Chief Legal and Strategy
Officer
John is responsible for leading
the development of Spark’s
commercial strategy and
overseeing its legal, regulatory,
and public policy processes.
He brings strategy, public
policy, and regulatory expertise
to the business.
More information about the Board and Leadership Team:
spark.co.nz/leadership
Leela Ashford
Chief Marketing and Corporate
Affairs Officer
Leela leads Spark’s marketing,
brand, corporate affairs, and
sustainability functions. She brings
extensive experience in brand and
reputation building, corporate
communications, and stakeholder
engagement across government,
industry, and communities.
Our customers
Our customers are key to Spark’s success, and creating better customer experiences is a core part
of our SPK-30 strategy. We provide mobile, broadband, and business connectivity services that
connect individuals and households, small businesses, government, and large enterprise
customers. These products and services connect customers and communities across the country,
creating value for New Zealand as well as Spark.
20Our customers
Our customers
Spark New Zealand Annual Report FY2621
Better customer experiences
Creating better customer experiences is a key SPK-30 ambition, and
in FY26 this was reflected in several initiatives that made our
customers’ interactions with us easier and more effective.
This progress is reflected in customer feedback, with our interaction
net promoter score (our measure of customer satisfaction) for our
consumer and SME customers increasing annually for six consecutive
years, and up 2 points to +42 in FY26.
Better online experiences
In the past year we have made improvements to our online
experiences across all our digital channels, including the website and
MySpark app.
We’ve updated our website with a brand new homepage and made
it easier for customers to find our plans, products, and other details
they need.
This is supported by our refreshed MySpark app, which has a more
intuitive user experience based on customer feedback, and smarter
features that help customers get what they need faster. Through the
new app we’ve enabled ‘Verified Call’, a New Zealand-first feature
that helps our customers to quickly identify genuine calls from Spark.
It’s better with Spark
At the start of FY26, Spark introduced a new five-year business
ambition and brand platform – it’s better with Spark.
Whether it is our returns to shareholders, our customer
experience, our network performance, or the culture we create
with our people – we want it to be better with Spark.
This ambition is now what guides how we build the Spark brand
to support long-term growth.
During FY26 we increased brand investment, recognising that
differentiation is critical to our success in a highly competitive
market. Since the launch of our first campaign bringing the new
brand platform to life, we have seen growth in core metrics,
such as brand strength in Auckland, where Spark is traditionally
underweight in market share.
In June we launched our first proof point of ‘better’, focused on
Spark’s safety and security credentials.
Every day, Spark stops millions of online threats from reaching
our customers. The challenge is that this work is largely unseen.
To make the invisible, visible, we created a world that shows
what is happening behind the screen of your phone – with
scams personified by a character that is universally recognised
as deceptive, the wolf. Recognising that no one business can
stop every single scam from getting through, we also launched
a new Safety and Security Hub for our customers, with new tools
and practical information on how to stay safe from scams.
In the year ahead, our brand investment will continue to bring
to life our ambition of it’s better with Spark, through examples of
the investment we’re making in our network and customer
experience.
+42
Customer interaction net promoter score up 2 points in FY26
For running header don't delete
22Our customers
Using AI to improve customer experience
Over the past year we continued to scale the use of Artificial
Intelligence (AI) across our operations to improve service quality for
our customers and efficiency for Spark.
AI-powered assistants securely connect to Spark systems and
support our team of contact centre advisors by providing relevant
information about customers, products, and services in real time.
These assistants are now answering approximately 2,000 complex
internal queries on average each month, reducing the proportion of
queries requiring escalation, and resulting in faster, more consistent
support for customers.
In April, Skinny launched its first AI-powered assistant, Bravado,
designed to support Skinny’s care team with instant answers through
an easy-to-use chat interface. This ultimately enables faster support
for Skinny customers
Enhancing our retail experience
While we improve our online customer experiences, we know many
New Zealanders still value going into our stores to talk to our teams
in person. In FY26 we began a programme to redesign our retail
spaces with a new layout that brings our online and in-store
experience together.
This new layout was first launched in March at our Westfield St Lukes
store in Auckland, and in June we opened our newly designed,
flagship Manukau store. The refits have been designed for better
customer experiences and include faster payment and processing, a
centralised service hub for personalised support, clearer in-store
signage for easier navigation, and more hands-on technology
experiences through our partners.
Designed with a customer-first approach, our new retail spaces are
all about making technology feel more accessible, comfortable and
connected. Over the next five years, the new design will be rolled out
across our retail stores nationwide.
Strengthening our mobile proposition
Mobile is central to our SPK-30 strategy, and we have a strategic
ambition to extend our market-leading position. During the year, we
retained our #1 mobile service revenue market share and continued
to stabilise overall connections despite ongoing pricing pressure and
increasing competition. We continued to build momentum through
network leadership, product innovation, and a strong programme of
customer experience enhancements.
Launching satellite-to-mobile services
Spark launched its satellite-to-mobile service in April, through a new
partnership with Starlink, extending our mobile coverage to some of
the most remote parts of Aotearoa. Satellite connectivity is included
for customers on eligible consumer, SME and enterprise plans, with
an optional add-on available for other plans.
Customers with satellite-capable devices on eligible plans can use
Spark’s satellite-to-mobile technology to send and receive texts and
use data on selected satellite-ready apps, in areas without standard
Spark network coverage, provided there is line of sight to the sky.
This significantly extends the reach of Spark’s network for customers
who live, work or travel in remote areas.
In the first three months since launch, over 146,000 Spark customers
have used our satellite-to-mobile service.
New and improved roaming experience
Spark developed a new mobile roaming experience during the year,
which better reflects our customers’ needs, with increased data
allowances and value.
New daily roaming allows Spark pay monthly customers to use their
existing plan allowances of data, texts, and calls in over 100 destinations
around the world, for just $10 a day. Two new roaming packs were also
launched to provide data only, and data and talk options for longer
trips. The new experience launched at the start of FY27, in early July.
Spark’s Westfield St Lukes store was the first in the country to feature our
new layout.
Spark launched its satellite-to-mobile service in April.
146,000
Spark customers have used our satellite-to-mobile service in the first three
months since launch
Spark New Zealand Annual Report FY2623
SKI1496 | BRAND 3.0 | OOH
SKI1496 OOH BRAND 3.0
ANYTHING TO
KEEP PRICES LOW
& CUSTOMERS
HAPPY
SKI1496-Brand3.0-JCD-2080x848.pdf
More value for Skinny customers
Skinny, our low-cost mobile brand, introduced long-term prepaid
plans during the year.
Customers who purchase these 52-week plans receive further value
by saving 15% on their annual mobile bills. The plans are offered at
two price points, which customers can select based on their calling,
texting and data needs. Around 6% of all Skinny mobile customers
are now on these long-term plans.
During the year, Skinny also formed a partnership with Woolworths
New Zealand’s Everyday Rewards Loyalty Programme, enabling
eligible customers to earn loyalty points when they purchase Skinny
SIMs or top-up in participating Woolworths stores. Skinny further
expanded its distribution through a partnership with The Warehouse
Group, introducing Skinny SIMs and top-ups across The Warehouse’s
nationwide retail network.
These partnerships significantly extend Skinny’s reach and will
support prepaid customer connection growth and strengthen
retention in the competitive pre-paid market segment.
Connecting New Zealand businesses
Connectivity is a critical enabler of productivity, resilience and service
delivery across New Zealand’s economy.
Spark supports businesses and government organisations with
connectivity and digital solutions that help them operate reliably,
manage complexity, and respond to changing economic and
operational conditions.
New Zealand’s first Kids Plan
During FY26 Spark launched New Zealand’s first mobile
plan designed specifically for kids and parents.
Spark’s Kids Plan puts parents in control, with built-in
protections – including no promotional marketing texts
or emails from Spark, no surprise charges thanks to
restrictions on buying extras or replying to premium
short code texts, and incremental data limits. The plan
starts with 1GB, which is enough for practical use like bus
tracking or Find My iPhone, but not endless scrolling.
Parents can then allocate a further 1GB when, and if, they
choose to.
The plan offers families a thoughtful way to introduce
mobile phones with clear boundaries, offering a solution
that empowers parents to make choices that fit their
family’s needs.
As part of the launch, Spark also partnered with The
Parenting Place to create an online ‘Parent Hub’ with
valuable insights and resources, expert guidance, and
evidence-based tools from child psychologist Dr Emma
Woodward and Netsafe (New Zealand’s online safety
organisation) so parents can feel confident, not
overwhelmed, as they support their children’s digital
journeys.
Skinny launched a new AI brand ambassador campaign in FY26.
Spark Kids plan is New Zealand’s first mobile plan designed
specifically for kids and parents.
For running header don't delete
24Our customers
1. CCL was Spark’s cloud services business.
Supporting small-medium businesses to
lift productivity
Over 110,000 small and medium enterprises (SMEs) in New Zealand
are supported through our network of locally owned Spark
business hubs.
In FY26, Spark launched a partnership with SME leadership training
experts, Icehouse, to deliver free workshops across seven locations
nationwide. Designed to help SMEs lift productivity, the partnership
brings together Spark’s technology expertise and Icehouse’s deep
experience in business growth.
The programme was designed around the realities of SME owners,
who are time-poor and often juggling competing priorities.
Participants learn how small changes in leadership habits can
materially lift productivity, supported by simple digital workflows, and
a risk –and accuracy checklist for safe AI adoption and implementation
within their businesses. They also gain free access to the Spark AI
Foundations course upon completion of the workshop to continue
improving their AI literacy for better workplace productivity.
Since launch, more than 400 people have completed the programme.
Port Nelson deploys private 5G network with Spark
and Ericsson
A key gateway to the South Island, Port Nelson underpins New
Zealand’s economy, handling a diverse range of exports and imports.
Port Nelson’s warehousing operations rely on employees scanning
every pallet moved to maintain accurate inventory and safe, efficient
logistics. However, the physical layout of the warehouses, including
dense, block stacked storage, moving vehicles and large structures,
meant traditional Wi Fi could not provide consistent coverage across
the site. Employees regularly lost connection while working, forcing
them to stop, move to find a signal, or change how they operated
simply to complete routine tasks. This disrupted workflows, reduced
productivity, and limited the Port’s ability to modernise its operations.
By deploying Spark’s 5G+, a private 5G network in partnership with
Ericsson, Port Nelson can access reliable, secure connectivity that
enables uninterrupted real-time scanning, improves operational
efficiency, and strengthens safety communications. This provides a
foundation for future automation and digital innovation – helping
unlock productivity gains not only for Port Nelson, but the wider
regional economy.
Simplifying our digital services for better customer
outcomes
During FY26, we continued to support business customers to
migrate from legacy IT products onto modern alternatives, such as
ServiceFlex – Spark’s flexible IT service management platform that
simplifies how organisations manage their technology. By combining
digital channels with automation and performance insights,
ServiceFlex helps customers reduce operational complexity, improve
efficiency, and deliver better experiences for their own users.
In cloud, we completed the integration of our cloud businesses into
Spark. Since FY24, we have been simplifying our cloud operations by
bringing CCL
1
and Spark systems and products together into a single
platform, creating a simpler, more consistent experience for
customers, while reducing complexity across our operations.
We continued to support organisations to move from on premise
and private cloud environments to more flexible public and hybrid
solutions. This shift is helping customers scale faster, improve
performance, strengthen resilience and manage costs more
effectively. We also strengthened our public cloud offering through
strong partnerships with hyperscalers, including our global partner,
Microsoft, providing customers with access to leading technologies
and global innovation.
Interest in our data and AI consulting services continued to grow, as
organisations increasingly explore how AI can create value. We
launched new AI-focused advisory and project accelerator services to
help customers unlock more value from their data, accelerate
adoption and realise business outcomes more quickly.
We also expanded our partnerships with HPE and Infosys to support
the delivery of selected technology services. These partnerships
enhance our ability to deliver efficient, high-quality services while
giving customers access to global expertise, additional capability,
and leading-edge technologies.
Spark has deployed 5G+ at Port Nelson to provide a foundation for
future digital innovation.
110,000
Small and medium enterprises (SMEs) in New Zealand are supported
through our network of locally owned Spark business hubs.
Spark New Zealand Annual Report FY2625
Keeping our customers safe online
Spark puts cyber security, customer safety, and privacy at the
forefront of everything we do. Creating a resilient, trusted network is
key to supporting our strategic ‘better network’ and ‘better customer
experience’ ambitions.
We invest in the security of our networks, ensure our people undergo
regular training, provide our customers with tools and education, and
regularly update our policies and frameworks, so that we can keep
our customers safe on our network. Spark also has a dedicated
team of over 100 cyber security experts working around the clock to
identify and disrupt online threats, including scams targeting
New Zealanders.
Protecting customers and strengthening trust
Spark plays an important role in protecting our customers from the
growing list of threats they face online – including scams, cyber
security risks, and objectionable material.
In the past 12 months alone, we have blocked more than half a
billion
1
online threats across our network, including more than
1.2 million scam calls, over 11.3 million attempts to access malicious
websites, and over 300,000 scam text messages through our SMS
firewall. This work is critical to maintaining the trust of our customers
and the strength of our brand. However, the work we do to keep our
customers safe is largely invisible. This was the genesis behind our
new brand campaign and scam education programme in FY26 –
which brought to life the significant work we do to intercept scams
targeting our customers.
Alongside a new advertising campaign, we launched an online Safety
and Security Hub to support our customers, providing up to date
scam information, practical tips and support resources. We continue
to work with Netsafe and a range of industry and government
organisations, including the New Zealand Anti-Scam Alliance, to
share intelligence, disrupt scam activity, and improve safeguards for
New Zealanders.
More information about Spark’s approach to online safety
and cyber security: spark.co.nz/protecting-our-customers
Cyber security
Spark is a trusted advisor to many New Zealand businesses on cyber
security, and we work alongside cyber security agencies and partners
to monitor and respond to threats.
Our Chief Information Security Officer (CISO) has responsibility for
Spark’s cyber security. We have a large cyber security team and
established processes that ensure appropriate ownership, oversight,
and ongoing risk management is applied to our customers’ and
Spark’s IT systems and data.
Recognising the critical role our people play in defending against
potential cyber security threats, all our team members are required to
undertake regular cyber security training.
Verified calling
Spark launched a New Zealand-first feature called Verified Call,
designed to help customers quickly see when a call is genuinely
from Spark.
It comes at a time when impersonation scams are on the rise, with
scammers often pretending to be from trusted organisations like
Spark to trick people for the purpose of gaining access to personal
information.
When Verified Call is activated in the MySpark app, our customers
will see Spark’s name, logo, a verified badge and the reason for the
call on their screen before they pick up, giving them confidence the
call is genuinely from Spark.
Spark intends to provide Verified Call as a service to business
customers in FY27.
Privacy
We are committed to keeping customers’ personal information safe
and managing it in ways that align with their expectations. We do this
through a strong governance approach, including data ethics and
privacy frameworks; and by adhering to relevant laws, including the
Privacy Act 2020, the Telecommunications Information Privacy Code
2020 and the Biometrics Processing Privacy Code 2025.
Spark’s Privacy Officer leads our privacy programme, providing
frameworks and training to support our people to follow our Privacy
Policy and Privacy Values. The Privacy and Online Safety section on
our website contains a range of tools and services to help our
customers manage their privacy and security.
As part of our privacy breach process, we assess incidents for severity
and any external notification requirements. When required, breaches
are reported to the Office of the Privacy Commissioner (OPC).
In FY26 our people reported 167 data breaches for investigation,
and we received 10 substantiated privacy complaints from
customers. There were no substantiated complaints received through
the OPC. More details on our approach to ethics, legal compliance
and employee training can be found on page 53.
More information about Spark’s approach
to privacy: spark.co.nz/privacy
1. A subset of this number includes an annual projection of a data measured over a
three-month period. With ever-increasing numbers of online threats, it is likely that
this number is much higher.
Visit the Safety and Security hub: spark.co.nz/safetyandsecurity
Our new brand campaign highlights the role that Spark plays in keeping
our customers safe on our network.
26Our network and technology
Our network and technology
Our network and technology underpin value creation for our shareholders, enabling the products
and services that connect our customers and New Zealand. We make significant investments into
our network every year to improve coverage, capacity, and resilience. Our customers rely on us to
keep them connected in as many places as possible. Creating a better network is a key ambition of
our SPK-30 strategy.
Our network
and technology
Spark New Zealand Annual Report FY2627
1. Spark’s network connects 99% of the population across New Zealand, in areas
where people work and live. Population coverage is calculated by measuring
the percentage of address points that fall within the predicted coverage area
generated by Spark’s propagation model.
Reliable and trusted network
A reliable and trusted network underpins our ability to support
customers, businesses, and communities across New Zealand.
We invest significantly in our mobile and fixed networks to deliver
consistent performance, while strengthening resilience and
capability to meet future demand. This focus is central to maintaining
customer trust and long-term value creation.
Connectivity that’s there when our customers need it
Our customers rely on us to keep them connected in as many places
as possible.
In FY26, we reaffirmed our network leadership, ranking first for
overall mobile network coverage experience and 5G coverage
experience, while maintaining a top spot in reliability and availability
in the latest New Zealand Mobile Network Experience Report,
released by Opensignal (October 2025).
The independent report measures real-world mobile performance
across Spark, One NZ, and 2degrees, with Spark outperforming
competitors in overall mobile coverage and 5G reach. The results
highlight Spark’s continued investment in building a network that
now connects 99% of the population across New Zealand.
1
Uplifting network resilience
Reliable connectivity is critical during emergencies, when customers,
communities, and emergency services depend on
telecommunications networks for essential communications. Natural
disasters can place significant strain on network infrastructure, most
commonly through loss of power or disruption to backhaul
connections linking cell sites to the core network.
To manage these risks, Spark invests in a layered approach to
resilience. Most cell sites are equipped with battery back up and
generator capability. In FY26, we were awarded a contract by
National Infrastructure Funding and Financing (NIFF), in partnership
with Connexa to strengthen the resilience of our mobile network by
upgrading battery back up at 295 cell towers across Aotearoa. These
upgrades will take place in FY27 and extend back-up power to up to
24 hours, which will enable over a million Spark customers to have
access to mobile data, text and calls during prolonged outages and
support up to a total of 1.7 million addresses in key regions such as
Northland, Hawke’s Bay, Gisborne, and Nelson to call 111, regardless
of their telco provider, when mobile services are disrupted.
295
Cell towers across New Zealand will be upgraded with battery back
up in FY27 to strengthen the resilience of our mobile network.
99%
Spark’s network now connects 99% of the population
across New Zealand.
2
We also maintain satellite-connected emergency small cells that can
be rapidly deployed when fibre backhaul is compromised. We
launched satellite-to-mobile services through Starlink to provide an
additional connectivity option during disruptions. This service is
available to customers on specific plans, however, in the event of a
natural disaster we open the service up to all Spark customers. In
April, as Cyclone Vaianu impacted parts of the North Island,
Marlborough, and the Chatham Islands, Spark made satellite texting
available to all Spark customers across these areas as a precaution,
so they could stay connected if mobile coverage was disrupted.
In parallel, we are rolling out AI-enhanced network monitoring to
detect power loss, manage energy use, and automatically prioritise
essential services, such as, calls and texts, to maintain critical
communications in an emergency. We also work closely with industry
peers, government agencies, and other infrastructure providers
through the Telecommunications Forum (TCF) to support
coordinated preparedness and response during major incidents.
Spectrum
Spark holds a comprehensive portfolio of spectrum rights in
New Zealand, providing flexibility to meet future network demand
and deploy new technologies. In FY24, Spark was allocated long
term rights to 80 MHz of 3.5 GHz (C band) spectrum, which
underpins the delivery of high speed 4G and 5G services nationwide.
In FY25 we signed a long-term partnership agreement
with Māori Spectrum and Telecommunications service,
Tū Ātea, to secure the rights to use 20MHz of Tū Ātea’s
C-band spectrum. This spectrum will be deployed across
all of Spark’s C-band 5G cell sites nationwide for an
agreed period of 18 years, enhancing speeds and
capacity for customers on Spark’s 5G network.
For running header don't delete
28Our network and technology
New value from advanced technologies
Real-time fraud protection through network APIs
Spark continues to build its network Application Programming
Interfaces (API) strategy through global partnerships and working
with industry.
APIs enable different apps and services to connect and share
information with each other automatically and securely, making
digital experiences faster and more seamless for businesses and their
customers.
During the year, we signed an agreement with global API platform
Aduna and explored other partnerships to support Spark’s initial
focus on scam and fraud prevention APIs. At the same time, we are
also working with our industry peers to make it easier for
organisations to connect and use these services across networks.
Within this work, we are focused on creating a trusted network layer
that will support real-time identity checks to help prevent fraud.
These capabilities will enable simple but important use cases. For
example, when a customer makes an online payment, a provider can
check in real time that the mobile number is still linked to that
customer and has not been taken over, such as through a SIM swap.
If something looks wrong, the payment can be paused or stopped.
This helps prevent fraud without relying only on SMS one-time
passwords.
Spark is working with organisations in areas such as banking,
payments, and digital platforms to build these capabilities into
everyday services. The goal is to improve security, while making
things simpler for end users. The service is expected to be available
to customers in FY27.
While Spark invests significantly to expand coverage and
capacity, there is a finite amount of capacity available at each
site. To help manage these high demand moments more
effectively, Spark has introduced 5G+.
5G+ is underpinned by network slicing (a capability of 5G
Standalone), which allows a mobile network to be divided into
dedicated segments for specific uses. Like creating priority lanes
on a busy motorway, network slicing enables certain users or
applications to access reserved network capacity during peak
periods, rather than competing with all other nearby devices.
Spark demonstrated this capability at the music festival
Synthony, held at Auckland Domain, broadcasting live
performances to YouTube over a dedicated 5G+ network. This
showed how 5G+ can support high-quality, real-time video
streaming in high congestion environments, reducing reliance
on fixed infrastructure, such as fibre, at event locations.
Looking ahead, 5G+ has applications beyond live events. It can
support smoother video calls, streaming, and online gaming for
households during peak periods, and enable businesses to
prioritise critical systems, such as security or payment processing.
Spark plans to launch 5G+ more broadly in FY27.
Bringing 5G+ to New Zealand
Demand on mobile networks increases sharply when large
crowds gather in one place. In these situations, thousands of
devices attempt to connect to the same nearby mobile site at
the same time, creating congestion as they compete for limited
network capacity.
Spark successfully broadcast a live Synthony performance
from Auckland Domain to YouTube using 5G+.
Leveraging AI to improve our network and technology
During FY26 we further embedded AI across our network and
technology operations.
In our network, we are working with our global partner, Nokia, to
enhance our operations, leveraging their advanced automation and
AI capabilities. This includes a proof-of-concept trial using AI to test
automatically adjusting energy use at a small number of cell sites in
line with demand.
We are also using AI to simplify how we design and deliver
technology. Behind every customer interaction whether online, in
store, or through a call centre, sits a complex set of systems that need
to work together seamlessly. Traditionally, assessing how a new idea
or change might affect them has been a time-consuming and highly
specialised task.
In FY26, we deployed ALICE (AI Logic and Insights for Channels
Evolution), an AI assistant embedded in Microsoft Copilot and Teams
that helps teams navigate this complexity in a simple, accessible way. It
allows teams to describe a new initiative in plain language and quickly
understand how it would impact Spark’s systems, highlighting risks,
identifying issues, and suggesting better ways to approach the design.
By transforming what was previously a time-intensive process into an
on-demand, workflow, ALICE enables faster, more consistent
decision-making. This means faster and better designed technology
solutions, and a more reliable experience for our customers.
During the year, we also introduced ‘Vibe-e’, a collaboration with our
global partner, Infosys, that uses AI for coding, and automates software
testing so that we can launch new products to our customers faster.
Spark New Zealand Annual Report FY2629
Migrating customers off legacy technology
onto future-proof alternatives
As technology evolves, retiring legacy infrastructure is essential to
maintaining network performance, resilience, and efficiency.
Spark is actively migrating customers from older technologies to
modern, future-ready alternatives that better support current and
emerging connectivity needs. This transition enables continued
investment in our 4G, 5G and fibre networks, while reducing
complexity and operating risk.
Completing our 3G network shut down
Spark completed its nationwide shut down of the 3G network at the
end of March, marking the closure of all 3G networks in New Zealand.
The shut down follows years of preparation to ensure customers
could move to faster, more reliable 4G and 5G technologies.
During this time, we upgraded all 3G-only cell towers to 4G or 5G,
and added over 120 new towers. Spark also undertook an extensive,
multi-channel approach to contacting customers who may be
impacted, from emails, texts, letters, pre-call announcements and bill
inserts. A dedicated 3G support team was set up, which handled
more than 17,000 calls, helping customers understand what they
needed to do to stay connected. Spark sent more than four million
notifications to customers to help them get prepared, and more than
150,000 Spark customers used the free SMS or online device checker.
In addition, we invested in an industry-wide mass awareness
campaign and partnered with Digital Equity Coalition Aotearoa
(DECA) to provide on the ground community support for at-risk and
digitally excluded communities with targeted outreach.
As an additional precautionary measure to keep customers safe,
prior to the shut down, Spark also proactively blocked around 300
individual mobile phones that were able to make standard calls, texts
and use data over 4G, but could not make emergency 111 calls on
the 4G network due to manufacturer-imposed limitations.
Shutting down 3G has reduced Spark’s network costs, and enabled
spectrum to be freed up for use by our modern 4G and 5G networks.
This improves network capacity, coverage and efficiency for Spark,
and supports faster speeds, improved reliability and expanded
coverage for our customers.
Retiring the Public Switched Telephone Network
The Spark-operated Public Switched Telephone Network (PSTN) is
the legacy copper-based network that has traditionally carried
landline phone services. Built in the 1980s, it is now rapidly reaching
the end of its life.
The majority of New Zealanders have already made the switch to
fibre or wireless proactively. In 2017 we had over a million customer
lines on the PSTN, and by the end of FY26 only 13,000 remain. As
customers move off the PSTN, we are able to decommission legacy
PSTN equipment. To date, we have decommissioned almost 85% of
our PSTN switches, which has resulted in a significant decrease in our
power usage and carbon emissions. Retiring legacy infrastructure
supports a simpler, more resilient network and lowers long-term
operating risk.
Completing the sale of our data centres
In January, we completed the sale of a 75% interest in our data
centre business to Pacific Equity Partners (PEP), creating a new
stand-alone company, TenPeaks Data Centres.
The New Zealand data centre market is expected to grow to
~300MW by 2030, driven by accelerating AI adoption, increasing
data sovereignty requirements necessitating local storage solutions,
and surging enterprise public cloud adoption.
TenPeaks is well positioned to meet this demand through its
Auckland development pipeline, with land and resource consents,
and site preparation and development progressing for its three
large-scale campuses during the year. TenPeaks also continued
investing in regional infrastructure, including upgrades and
expansion projects in Christchurch, Wellington and Hamilton
completed in FY26.
Sustainability remains central to TenPeaks’ growth strategy, and
its facilities are designed for high energy efficiency and minimal
water use.
All mobile networks providers in New Zealand
are shutting down their 3G networks. Spark
and Skinny’s 3G network ends 31 March 2026.
Let’s check your mobile phone can connect to 4G.
Phones that can’t connect to 4G won’t be able to:
• Send and receive text messages
• Make and receive calls, and contact
111 in an emergency
• Use mobile internet
Let’s check you can
stay connected
Check your phone today.
It’s free - send a text message
to 550 with the message ‘3G’
If you’re a Spark or Skinny
customer and need help,
call us on 0800 3G EXIT
(0800 343 948)
For more information, visit
spark.co.nz/3g-shutdown
Spark invested in a national ad campaign to ensure customers were
prepared for the 3G shut down.
Our environment
Sustainability is a key enabler of our SPK-30 strategy. The natural resources we rely on are not
just essential to our operations, they’re essential to delivering long-term success. By using
natural resources responsibly and efficiently, and supporting our customers to do the same,
we strengthen the sustainability of our business model, drive operational excellence, and
deliver lasting value for all of New Zealand.
30Our environment
Our environment
Spark subsidiary, Adroit, worked with the Far North District Council and Dryad Networks, to deploy an early wildfire
detection system at the Waitangi Endowment Forest and adjoining Waitangi Mountain Bike Park, establishing New
Zealand’s first fully connected ‘smart forest’.
Spark New Zealand Annual Report FY2631
Commitment to responsible environmental
management
Spark’s approach to environmental management is integrated into
our overarching ESG governance. See page 65.
Our Environmental Policy states our commitment and expectations
for our people to consider environmental impacts when making
decisions at work.
Environmental reporting
In addition to the high-level summary of our approach to
environmental management in this section, we also publish more
detailed environmental disclosures across accompanying reports.
Our Climate-related Disclosures Report includes detailed reporting
on the impacts of climate change on Spark’s operations. This includes
our climate-related risks, climate scenario analysis, and reporting our
greenhouse gas emissions against our science-based emissions
reduction target.
Our detailed GRI Index and ESG performance data can be found in
our ESG Data Pack, which includes environmental performance data,
including climate, energy, and waste.
Spark’s Environmental policy, ESG Data Pack and Climate-related
Disclosures Report are here: spark.co.nz/governance
1. This means Spark is committed to pursuing this target and we are working towards it. For clarity, this is not a guarantee that we will meet this target.
Reduction pathway
required to meet
FY30 target
FY26FY25FY24FY23FY22FY21FY20
Mobile combustion
- fleet vehicles
Fugitive emissions
Fixed network
Mobile network
Corporate/Retail
Natural gas
Stationary combustion
- diesel generators
GHG emissions (tCO
2
e)
Baseline
year
0
5,000
10,000
15,000
20,000
Performance against our climate
commitments
We provide detailed reporting on our performance against climate
metrics and targets in our Climate-related Disclosures Report, which
includes our FY26 Greenhouse Gas (GHG) Inventory and tracks our
year-on-year emissions performance.
Our key target is our science-based emissions reduction target,
which has received verification by the Science Based Targets initiative
(SBTi). This target includes a commitment
1
to reduce our scope 1 and
2 emissions by 56% by FY30 against a FY20 baseline year, alongside
a scope 3 emissions target that 70% of our suppliers (by spend) have
science-aligned targets in place by the end of 2026.
By the conclusion of FY26, that target was achieved with 71% of our
spend with suppliers that have targets, up from 61% in FY25 (see
page 38 of our Climate-related Disclosures Report for more details).
Performance against our emissions reduction target
(scope 1 and 2)
Emissions reduction does not track in a straight-line trajectory and
often occurs in step changes tied to specific initiatives. FY26 included
a significant boundary change in our reported emissions following
the divestment of our data centre operations to TenPeaks. Our FY20
base year and historical scope 1 and 2 figures have been restated to
reflect this new boundary.
We saw a significant reduction in scope 1 and 2 emissions in FY26,
both against our previous year and against our FY20 baseline.
Year-on-year emissions reduced 57%, and are now tracking 59%
below our FY20 base year, ahead of our FY30 target of a 56%
reduction.
Scope 1 emissions dropped 7.8% year-on-year, mainly due to a 20%
(255 tCO
2
e) decrease in fleet emissions. This was partially offset by a
45% (215 tCO
2
e) increase in fugitive emissions, driven by more
reactive refrigerant top-ups.
Scope 2 emissions reduced 66% year-on-year. These emissions,
related to electricity use which powers our networks and
infrastructure, remains our largest overall source of emissions related
to our direct operations, at 69% of our total scope 1 and 2 emissions.
These emissions are influenced by several factors, including the
national grid emissions factor, which decreased 42.4% in the past
year. This follows the winter energy crisis experienced in FY25, when
reduced hydroelectric generation drove increased reliance on
coal-fired generation to meet demand. In FY26, hydro generation
recovered, reducing the need for coal and gas generation and
easing pressure on the grid emissions factor.
We were also able to reduce our reported scope 2 emissions
through our ten-year renewable energy partnership with Genesis
Energy, by linking emissions from electricity consumption to new
renewable generation.
The partnership matches Spark’s energy consumption via Renewable
Energy Certificates with new renewable energy generated by the
Lauriston solar farm. FY26 was the first reporting period Lauriston
was generating for the entire 12 months, enabling Spark to reduce
reported market-based scope 2 electricity emissions by 2,270 tCO
2
e.
For running header don't delete
32Our environment
Electricity consumption
FY26FY25FY24FY23FY22FY21FY20
69.62
113.47
66.05
77.95
108.83
124
99.16
0
20
40
60
80
100
120
140
160
0
20
40
60
80
100
120
140
160
GWh consumed
tCO
2
e/GWh
Fixed network
Mobile network
Corporate/Retail
Residual Supply Factor
In the past year we have seen a decrease in electricity consumption
linked to our scope 2 emissions. Our electricity consumption is down
18% from 122GWh to 100 GWh. This decrease is largely due to the
acceleration of our long-standing programme of network
simplification, including the decommissioning of legacy equipment,
such as the public switched telephone network (PSTN), which has
driven year-on-year reductions in electricity use across our fixed
network. These savings offset growth in other areas, such as our
mobile network, which is increasing its energy use as we expand
coverage of our 5G network.
Reducing electronic waste
Electronic waste is an important issue for Spark due to the potential
volume generated by our operations and the end-of-life impact of
customer equipment. That’s why we are focused on circularity and
minimising environmental harm from improper disposal.
We recycle end-of-life network equipment, with materials separated
and processed by local recycling partners. Some components are
sent overseas for recycling, reselling, or reusing. In FY26 we
recovered 285 tonnes of electronic waste via our e-waste recycling
partner, up from 207 tonnes in FY25. We also recover scrap metal
and other material from network equipment. In FY26 we recovered
354 tonnes of scrap metal, a slight decrease from 364 tonnes in
FY25. Across both categories this represents a 12% increase in
materials collection and recovery from FY25.
In FY26 Spark received 29,475 mobile devices for recycling and
trade-in, up from 20,828 in FY25. Trade-ins are increasingly popular
with our customers, allowing them to unlock value from their older
devices, while supporting reuse through refurbishment and resale.
Devices that can’t be redeployed are stripped for essential materials,
which are reused in new products.
Engaging our people behind our
sustainability commitment
Sustainability is a core enabler of Spark’s SPK-30 strategy and
underpins how we create long-term value for New Zealand. Our
sustainability framework recognises that meeting our environmental
ambitions depends not only on clear goals and governance, but on
the active participation of our people. By engaging our workforce,
we embed sustainability into everyday decision-making and
operational practice.
In FY26, this focus translated into action through two employee
planting days at our satellite communications site in Warkworth.
Together, we planted and nurtured more than 2,000 native trees and
flax, including mānuka, harakeke and kahikatea. These species play
an important role in reducing silt runoff into the surrounding river,
estuary and harbour, improving water quality and creating safer
habitats for native eels and fish. Initiatives like this demonstrate how
empowering our people to contribute directly to environmental
outcomes supports delivery of our sustainability ambitions and the
long-term objectives of SPK-30.
Over 100 Spark people participated in planting days held at our satellite
communications site in Warkworth.
>
100
More than 100 of our people worked alongside the
Department of Conservation, Ngāti Manuhiri, and
Auckland Council to help restore local biodiversity,
reflecting our commitment to partnership and our Māori
strategy, Te Korowai Tupu.
Spark New Zealand Annual Report FY2633
Remuera Exchange: Smarter
infrastructure, lower impact
At our Remuera Exchange, we are demonstrating how
targeted upgrades, and real-time data can significantly
improve energy efficiency and environmental performance
across our network.
As a pilot site for modernising critical infrastructure, Remuera
brings together solar generation, smarter design, and
advanced IoT monitoring to reduce energy consumption,
while improving operational insight.
New solar panels provided through Spark subsidiary, Entelar
Group, are already delivering tangible benefits, supplying up
to one-third of the site’s daily energy needs during peak
summer periods. This reduces reliance on grid electricity and
lowers the overall emissions associated with our operations.
We have also reconfigured the transmission environment to
improve efficiency. By separating active equipment zones
from surrounding space, we have reduced the footprint
requiring cooling, resulting in a meaningful reduction in
power demand.
To support ongoing optimisation, the site is now equipped with
multiple real-time monitoring systems that provide detailed
visibility of energy use and temperature conditions. These
include Packet Power sensors and Spark’s IoT Bridge platform,
enabling performance data to be captured at frequent intervals
and supporting more responsive decision-making.
Looking ahead, we are expanding IoT capability at the site,
including the integration of a rooftop weather station to track
environmental factors, such as solar irradiance, temperature
and wind conditions. Over time, these datastreams will be
brought together through our Asset IQ platform, creating a
single view of operational and environmental performance.
Remuera serves as a proof of concept for how we can
modernise exchanges using data, smart design and existing
infrastructure. The insights gained are informing how we
scale similar improvements across our network, multiplying
both energy savings and operational efficiency over time.
Harnessing the power of technology to
improve environmental outcomes
Spark subsidiary, Adroit
1
, worked with the Far North District Council
and Germany-based Dryad Networks, to deploy an early wildfire
detection system at the Waitangi Endowment Forest and adjoining
Waitangi Mountain Bike Park, establishing New Zealand’s first fully
connected ‘smart forest’.
Northland’s climate has shifted dramatically in the past decade.
Longer dry spells, elevated temperatures, and more frequent
high-wind events have increased the region’s vulnerability to
fast-moving fire. Recent peat and scrub fires have burned for weeks,
emitted enormous volumes of carbon, and stretched limited
firefighting resources.
Traditional detection methods only identify fires once they are visible
above the canopy, when a fire may already be burning at a size and
intensity that demands a full emergency response.
Adroit’s system uses a network of 250 solar powered sensors
connected via Spark’s IoT network to detect early indicators of fire,
including changes in air quality associated with smouldering,
enabling faster response in the critical early minutes when a small
crew can extinguish a potential wildfire quickly and safely.
By strengthening preparedness and helping protect native biodiversity
and valuable ecosystems, along with safeguarding one of New
Zealand’s cultural landmarks, the project demonstrates how connected
technology can enhance resilience to climate-driven hazards.
A fire-detection, solar-powered IoT sensor at Waitangi Endowment Forest.
Spark’s Autonomous Network Lead, Ulrich Frerk demonstrates a
Packet Power sensor which enables real-time power monitoring
at the Remuera Exchange.
1. Adroit is a Spark-owned technology business that specialises in real-time
environmental IoT monitoring and intelligence.
Our communities
Earning the trust of our communities and stakeholders is critical to maintaining our licence to
operate and the long-term health of our brand and our business, which supports value
creation for our shareholders. We work alongside New Zealand communities to harness the
power of technology to create a positive digital future for all. Our products and services help
our communities to stay connected and enable the provision of community services.
34Our communities
Our communities
Spark New Zealand Annual Report FY2635
Championing digital equity
At Spark, our commitment to digital equity starts with our purpose
– to help all of New Zealand win big in a digital world.
Digital equity starts with having access to devices and a connection
to the internet, but it doesn’t stop there. To close the digital divide,
our communities need the skills to use technology, trust in the digital
world, and the motivation to participate.
Every year, Spark commits a significant amount of funding, alongside
internal resources, to achieve our digital equity ambitions and
contribute to our communities.
Improving access and affordability through
Skinny Jump
Skinny Jump is Spark’s not-for-profit wireless broadband service for
people who find cost a barrier to having an internet connection at
home. The service is entirely prepaid, so there are no long-term
contracts or credit checks needed. Customers are provided with
35GB of data for just $5, with the first 15GB of data each month free
and the ability to purchase up to six top-ups a month.
Jump is delivered by a team of Spark people, alongside a community
partner network, which is overseen by the Digital Inclusion Alliance
Aotearoa (DIAA) and includes over 300 local organisations
nationwide. There are now over 34,913 households across the
country who are actively using Skinny Jump. For wireless broadband,
an active connection is defined as a customer having used their
modems in the last 30 days. However, Skinny Jump customers are
more likely to have infrequent internet use as they have to reprioritise
their monthly spending when budgets are tight. This is why for Jump,
we also measure customers who have used their modem in the last
90 days, and in FY26 this totalled 38,222 households.
Tōnui Collab is supported by Spark Foundation and offers digital skills
training in marae-based wānanga settings.
Tōnui Collab creates opportunities for kōhine (year 6 – year 9) to come
together to develop confidence with a range of technologies.
In FY26, Skinny Jump continued its key partnerships, including the
Ciena Jump for Students Fund, which gives eligible students free
Skinny Jump connections until the end of the school year. There are
now 1,243 students using the Ciena Jump for Students Fund.
Skinny Jump also continued to support the ‘Awhi Matihiko: Red
Cross Digital Settlement Package’ – a collaboration with New Zealand
Red Cross, Internet NZ, and Digital Inclusion Alliance Aotearoa that
gives new refugees free Skinny Jump connections (for 12 months),
laptops, and digital skills training.
In FY26, the commercial value of the data provided to households in
need through Skinny Jump, totalled over $9.1 million. Skinny Jump
has been designed to operate on a not-for-profit basis – with the
revenue generated covering the costs of the free modems,
community partner network, product development, and customer
care and education.
As we look ahead, FY27 will mark 10 years since Skinny Jump was
first introduced, a milestone that reflects a decade of partnership,
innovation, and commitment to improving digital equity outcomes
for whānau across Aotearoa.
For running header don't delete
36Our communities
Ciena Jump for Students Fund gives students free Skinny Jump
connections for the school year.
Spark Foundation
Spark Foundation leads Spark’s work in the community.
The Foundation has a single-minded focus on digital
equity, and its vision is that no New Zealander is left
behind in a digital world. It has focused its strategy on
the areas it can make the biggest difference – digital
access, digital skills and pathways, and digital wellbeing.
We provide funding, advocacy and other resources
across these three strategic focus areas, with
prioritisation to rangatahi Māori and other youth who
are disproportionally impacted by inequity. In FY26,
more than 50% of funding was allocated towards
initiatives that support Kaupapa Māori-based initiatives.
In FY26, Spark Foundation donated $1.6 million towards
funding digital equity-focused community projects.
Funding is allocated through a strategic partnership
approach, with most partners funded for a minimum of
two years. Spark Foundation also funds one-off grants
and advocacy projects that deliver better digital equity
outcomes.
During the year, the Foundation continued to invest in
eight multi-year partnerships and established two new
partnerships with Netsafe and the South Auckland
Creative & Tech Hub (SACTH). Netsafe is a long-
standing Spark partner, with a shared focus on
advancing online safety and wellbeing, while SACTH is
an initiative supporting rangatahi (youth) through
creative and technology pathways.
More information about Spark Foundation:
spark.co.nz/spark-foundation
Skinny Jump Mobile
Alongside our core broadband service, in FY26 we
piloted a targeted Jump Mobile programme, with
support from our partner Nokia. This programme has
been designed to support communities experiencing
digital exclusion that cannot be solved through home
broadband due to lack of a fixed address.
The pilot provided sponsored devices and subsidised
mobile access through trusted community partners,
including Auckland City Mission, Eastern Refuge Society,
Te Tahi Youth, Te Whare Hīnātore, Women’s Refuge
Palmerston North, and New Zealand Red Cross
(Wellington and Masterton) – targeting groups including
rangatahi at risk, people experiencing housing instability,
and those affected by family violence.
Stay in touch.
Here’s your new phone and
Skinny Jump mobile plan.
Mobile in partnership with
Skinny Jump mobile is designed to support communities
experiencing digital exclusion that cannot be solved through
home broadband.
3 4 ,913
Households across the country actively using Skinny Jump.
1, 243
Students using the Ciena Jump for Students Fund.
Spark New Zealand Annual Report FY2637
Tūrama Pathways
Tūrama is a pathways programme, in collaboration
with Spark, designed to create career opportunities in
technology for young people who are interested in
entering or advancing in this field, with a focus on
groups that have traditionally been under-
represented in the industry such as Māori, Pasifika and
women.
The programme has a holistic approach, developed
to ensure that participants receive a well-rounded and
meaningful learning experience that enables them to
successfully transition into the workforce.
During FY26, Tūrama Pathways held two cohorts of
internships in partnership with Waikato Tainui and
GirlBoss. Since the inaugural cohort, 12 graduates
have secured longer term employment opportunities
at Spark.
Connecting our people to our communities
Spark encourages our people to give back to the community
through our Spark Give programme, which matches employee
charitable donations (up to a total pool of $250,000 per annual year)
and Spark Volunteer programme, which provides all Spark people
with one day leave a year to commit to volunteering.
You can find more information on these programmes and
participation levels in our ESG Data Pack.
Spark’s ESG Data Pack is available here:
spark.co.nz/governance
Partnering with GirlBoss NZ to expand
Tūrama Pathways
In March, Spark partnered with GirlBoss NZ to select 11
exceptional young women as part of a Tūrama Pathways
internship cohort.
With women making up just 27–29% of Aotearoa’s digital
IT workforce, this partnership enables Tūrama Pathways to
reach GirlBoss NZ’s community of more than 17,500
young women across Aotearoa to explore careers in
science, technology, engineering, and mathematics
(STEM) and entrepreneurship.
In addition to work experience, the programme also
brought together senior Spark leaders as mentors to
guide and support the interns over the eight-week
internship.
Tūrama Pathways creates career opportunities in technology for
young people, with a focus on groups that have traditionally been
under-represented in the industry.
In FY26, Tūrama Pathways partnered with GirlBoss on an
internship programme at Spark.
Our people
Our people are essential to our business, and our culture is an important enabler of our
SPK-30 strategy. We are focused on creating a high-performance culture that offers our
people leading-edge learning and development and the opportunity to grow their careers
in an inclusive environment.
38Our people
Our people
Spark New Zealand Annual Report FY2639
People engagement
We measure engagement twice a year to understand how our
people experience Spark, where we are making progress, and where
we need to focus our efforts. We use a globally recognised
engagement measure that covers pride in working at Spark, whether
our people would recommend Spark as a great place to work, and
their level of motivation and likelihood of staying with us in the near
future. Feedback from these surveys is shared openly across the
business and our teams are encouraged to have conversations about
what is working well and what could be improved. These insights
help leaders and teams strengthen performance, inclusion and the
overall employee experience.
At the end of FY26 our people engagement score was 61%, which
is up from 50% a year ago.
Our survey also showed strong responses on key measures, with
89% of our people saying they can clearly see how their work
contributes to better outcomes for our customers, and 81% knowing
how their work contributes to the goals of Spark. Feedback on
wellbeing and inclusion-related topics were also strong, with 88%
agreeing that their leader cares about their wellbeing, 82% saying
they bring their authentic self to work, and 87% feeling like they are
a part of a team. These results reflect our continued investment in
Engaging our people behind our SPK-30 strategy
Our people play a vital role in delivering Spark’s strategy and
driving the performance of the business. In FY26, we focused
on helping our people clearly understand where Spark is
heading and how their work contributes to our success.
We launched our five-year strategy, SPK-30, in a way that brought
people together, rebuilt confidence, and provided a clear sense
of direction at a time of significant change. Our leaders spent
time discussing the strategy openly at an all-company strategy
launch event, with follow-up sessions held in the weeks that
followed to reorient our teams to our new ambitions.
We deliberately invested in ensuring that employees in
frontline, retail, and offshore roles had the same access to
information as office-based teams. This approach strengthened
alignment, lifted engagement, and reinforced the message that
Spark’s long-term success depends on our people being
informed, motivated, and focused on delivering better
outcomes for our customers.
61%
Our people engagement score is up from 50% a year ago.
We brought our people together at Auckland’s Spark Arena to launch our SPK-30 strategy.
leadership capability, inclusion and creating an environment where
people can contribute, grow and perform at their best.
A key focus during FY26 was strengthening the connection between
our strategy, culture and the everyday experience of working at
Spark. 74% of employees reported understanding how SPK-30
applies to their role, while 79% understood Spark’s new ways of
working standards.
While engagement improved significantly during FY26, future
confidence, career development opportunities, and leadership
capability remain areas of focus. These priorities will continue to
shape our work in FY27 as we build a culture that supports high
performance, adaptability and the successful delivery of SPK-30.
For running header don't delete
40Our people
Upskilling our people and
communities through Te Awe
In FY26, our skilling centre Te Awe continued to build
workforce capability by upskilling our people.
We continued to offer programmes through our partners,
such as Microsoft AI training for CoPilot and Github, as
well as Microsoft Cloud. In the past year, 574 of our
people have been through one of these programmes.
Alongside upskilling our people, Te Awe is helping equip
New Zealanders of all ages with the critical digital skills
needed to participate in a digital workforce.
Building on the Generative AI Foundations micro-
credential launched last year in partnership with Open
Polytechnic and Te Pūkenga, in FY26 we launched a Level 5
micro-credential, Artificial Intelligence for Business
Leaders, to support leaders to integrate Generative AI into
their business strategies and drive productivity. It can be
completed online in 10 weeks with approximately five
hours per week, with intakes each month, making it ideal
for personal or professional development. Over 1,000
New Zealanders have completed certifications across the
two micro-credentials so far.
During the year, we also ran an AI for Kids Workshop,
where over 190 children of Spark employees completed
their AI Explorer licenses, marking their completion of an
immersive AI learning experience at Spark, and teaching
them how to explore the world of AI safely.
Through Te Awe, we also launched ‘Immerse’, a
programme that provides opportunities for our team
members who work in roles that aren’t customer-facing to
spend time with real customers – helping to drive better
understanding and more innovative solutions that are
focused on customer needs.
Investing in learning and development
Continuous learning is central to how we develop our people at
Spark. We focus on building capability and adaptability, so our
people understand customer needs, bring diverse perspectives,
respond quickly to change, and sustain high performance as our
business evolves.
In FY26, we continued to invest in building future-ready skills across
our business, complementing the learning opportunities available
through Te Awe, our internal skills hub. This included focused
development in areas critical to Spark’s success, including Artificial
Intelligence, customer-centricity, leadership and inclusion, helping
our people strengthen the capabilities needed to respond to
changing customer expectations, emerging technologies and
evolving business needs.
Supporting an AI-capable workforce
As AI becomes more embedded across our operations, we are
equipping our people with the skills to use it effectively.
Our people have access to a range of AI tools, including third-party
office productivity products such as Microsoft CoPilot, Spark-specific
applications to support with information retrieval and summarisation,
and AI assistants that are curated to specific roles, such as our contact
centre call-summarisation platform, Bravety, or coding and testing
tool, Vibe-e.
Our people must complete an AI learning module as part of their
mandatory training which ensures our people know how to use these
tools safely and ethically in line with Spark’s AI principles and policies.
Cultivating adaptive leaders to build
high-performing teams
We continued to invest in targeted development experiences,
coaching and expert-led learning, while embedding Spark’s
Leadership Standards across our Senior Leadership team. This has
created greater clarity around the behaviours and capabilities
required to lead successfully at Spark. Together, these investments
strengthen our ability to build high-performing teams and deliver our
strategic priorities.
During the year we launched Mobilise, an inclusive leadership
programme designed to strengthen leaders’ ability to build
high-performing teams through inclusive leadership practices. The
programme focuses on building leaders’ confidence, capability and
allyship skills, helping them create environments where diverse
perspectives are valued, people can contribute fully, and teams can
achieve stronger performance outcomes.
As we look to FY27, our focus will be on further strengthening
leadership capability and future-ready skills, including the next phase
of our adaptive leadership approach, ensuring our people and
leaders are equipped to navigate complexity, accelerate
performance and deliver on Spark’s SPK-30 ambitions.
Over 190 kids of Spark employees attended our AI for Kids
holiday workshops.
Spark New Zealand Annual Report FY2641
Te Korowai Tupu
Our Māori strategy, Te Korowai Tupu, guides Spark’s
cultural capability in te ao Māori and strengthens how
we engage with our people, our customers and the
communities we serve, particularly iwi.
During FY26 we continued to embed te ao Māori
principles across our business to strengthen cultural
integrity and deepen relationships with mana whenua.
We developed a kaupapa Māori playbook for our
strategic global partners to support culturally grounded
ways of working and introduced all new Spark employees
to Te Korowai Tupu as part of their induction experience.
We also designed tikanga Māori recruitment resources
to support more inclusive attraction and hiring practices
and established a workforce management framework in
partnership with Tū Ātea to support sustainable Māori
talent pathways.
We continued to embed an understanding of Māori data
sovereignty amongst our people, through Te Kāpehu
Whetū – an internal resource that supports our people to
navigate the considerations of Māori for tino
rangatiratanga (sovereignty) and mana motuhake
(self-determination) in an increasingly data-driven world.
Across the year, we celebrated Waitangi Day, Matariki,
and Te Wiki o te Reo Māori at Spark, encouraging
engagement with kaupapa Māori and building our
people’s confidence and capability in te reo Māori.
As part of Te Korowai Tupu, we continue to foster positive
relationships with iwi, and in FY26 we established a new
partnership with Ngāi Tai ki Tāmaki to plan the future of
our network communications site at Musick Point in
Auckland’s Bucklands Beach. We also partnered with
local iwi Ngāti Manuhiri in Warkworth on a project to
restore biodiversity at Spark’s satellite station in the area.
Mobilise is designed to build leaders’ confidence, capability and
allyship skills so they can create more inclusive teams and
workplaces. As part of our inclusion strategy, the programme equips
leaders to champion inclusion in everyday decisions and behaviours,
helping make belonging a lived experience across Spark. This
programme will continue through FY27.
We continue to report on our diversity performance annually and
have targets to improve across our business which remain important
indicators of progress.
We also take the time to celebrate the things that make our teams
unique through our ‘Blue Heart’ programme. In FY26, we celebrated
many cultural events that are important to our people, such as
Matariki, Diwali, Lunar New Year, Eid, and Pasifika language weeks.
Read our Diversity and Inclusion Policy:
spark.co.nz/diversity-policy
Health, safety, and wellbeing
Spark’s health and safety management system is focused on
continuous improvement and covers all Spark employees and
contractors working at Spark sites.
During FY26 no Spark employee or contractor suffered serious injury
or death whilst at work. Our TRIFR (Total Recordable Incident
Frequency Rate) decreased to 2.35 per million hours worked, with
strong partnering support for early injury management through
Howden Care and Habit Health. No notifiable events were reported
under current New Zealand health and safety legislation.
Our people’s wellbeing is a priority at Spark and is supported
through our Mahi Tahi programme. The four pillars of the Mahi Tahi
framework are closely aligned with Te Whare Tapa Wha (the four
cornerstones of Māori health) – healthy work environment;
connection, collaboration, and community; mind health; and energy.
Our online Wellbeing Hub includes opportunities for our people to
book sessions with Spark-certified Mahi Tahi coaches (who are
trained and supervised by psychologists and act as first-line support
to our people) or one of our psychologists, who we have partnered
with directly to provide specialist care to people in critical need.
We also continued our partnership with Clearhead – a wellbeing app
that provides access to a range of online tools and resources, as well
as specialised care with psychologists and counsellors.
Diversity, equity, and inclusion
Diversity, equity, and inclusion are central to our business strategy,
empowering us to better serve our broad and varied customer base
throughout New Zealand.
In FY26, we strengthened our approach to inclusion launching the
Belonging Index as our primary measure and launching Mobilise, an
inclusive leadership programme.
The Belonging Index developed out of work Spark pioneered with
Champions for Change and was introduced this year as Spark’s
primary measure of inclusion, providing a clear view of whether our
people feel valued, respected, safe and able to contribute fully at
work. Our initial target was for this to reach 80% which we met in our
May employee survey – this means 80% of people agree with
statements relating to their feeling of belonging at Spark.
Spark team members celebrating Diwali at Spark City in Auckland.
For running header don't delete
42Our people
Our diversity and inclusion performance
Over the past year we continued our focus on improving female representation to support our 40:40:20 representation target Spark-wide, which
refers to 40% men, 40% women, and 20% of any gender.
1
In FY26, female representation across Spark increased to 37%, up from 35% in FY25.
As at 30 June 2026, our Leadership Team had a 37.5% female and 62.5% male split and our Board had a 50% female and 50% male split, with
four female directors and four male directors.
In addition to the tables below, we also publish a stand-alone ESG Data Pack containing detailed employee reporting, including employees by
contract type, benefits available to employees by contract type, and parental leave return rates.
Spark’s ESG Data Pack is available here:
spark.co.nz/governance
Gender composition by role as at 30 June 2026 (with headcounts)
There are 30 people who have not provided/prefer not to disclose their gender.
Gender
2
Number of people Female % Male % Female # Male # Gender diverse
DirectorsFY26: 850%50%44
FY25: 1-7%7%43
Leadership Team
3
FY26: 837.5%62.5%35
FY25: -2-13%13%55
Other leadership
roles
4
FY26: 4840%60%1929
FY25: -14-6%6%2834
Permanent startersFY26: 31241%59%129183
FY25: -85-6%6%189208
Permanent leaversFY26: 91467%33%611299
FY25: -57538%-38%4371,050
Total
5
FY26: 3,42337%63%1,2442,135 7
FY25: -6262%-2%1,4052,576 10
Age distribution by role (with headcounts)
Age
Number
of people
Under
30 years old
30 – 50
years old
Over
50 years old
Directors80%12.5%87.5%
1No change-2%2%
Leadership Team
3
80%50%50%
-2No changeNo changeNo change
Other leadership
roles
4
480%58%42%
-14No changeNo changeNo change
Permanent starters31233.5%56.5%10%
-85-5%2%3%
Permanent leavers9149%41%50%
-5755%-26.5%21.5%
Total
5
3,42313%59%28%
-626-2%-1%3%
1. The “20” in the 40:40:20 ratio refers to the
remaining portion of a group or team that can
be filled by any gender including male, female,
non-binary, and other gender identities,
allowing for further diversity and inclusion
beyond the 40/40 split.
2. For the purposes of complying with NZX
Listing Rule 3.8.1(c) no directors or members
of the Leadership Team self-identify as gender
diverse.
3. Includes the CEO who is also included as a
Director in the line above. The Leadership
Team is considered ‘senior managers’ for the
purposes of the Financial Markets Conduct Act
2013, ’senior executives’ for the purposes of
the ASX Corporate Governance Council’s
Principles and Recommendations and ‘officers’
for the purposes of NZX Listing Rule 3.8.1(c).
4. Substantive roles that report directly to
members of the Leadership Team.
5. Includes non-executive directors and
employees who have not provided/prefer not
to disclose gender. Spark’s employee
headcount, including our CEO, is reported as
3,416.
Spark New Zealand Annual Report FY2643
Reducing our gender pay gap
For several years Spark has focused on reducing its overall gender pay gap and made significant progress since 2020. We are pleased to see
further progress has been made with our median pay gap falling from 23% in FY25 to 21% as at 1 July 2026 (down from 28% in FY22). This
progress reflects our focus on partnerships, pathways and practices to improve female representation and progression across the business.
We continue to target ongoing reductions in our pay gap and these targets were incorporated into our long-term incentive schemes in
FY23-FY25 covering the period to 30 June 2027 with a target of 16%.
CategoryNumber of employees
in category
Gender gap:
mean
1
Gender gap:
median
2
Leadership: FY26: 56 (34 Male, 22 Female)FY26: -1%FY26: 8%
CEO, Leadership Team and substantive roles that
report directly to members of the Leadership Team
FY25: 72 (39 Male, 33 Female)FY25: 4%FY25: 18%
Technology: FY26: 1,543 (1,179 Male, 364 Female)FY26: 8%FY26: 11%
employees who work in technology-focused areas
of the business
FY25: 2,001 (1,552 Male, 449 Female)FY25: 10%FY25: 14%
Customer Channels: FY26: 732 (363 Male, 369 Female)FY26: 3%FY26: 0%
people primarily employed within our contact
centres and retail operations
FY25: 791 (394 Male, 397 Female)FY25: 3%FY25: 0%
Rest of Spark: FY26: 1,048 (559 Male, 489 Female)FY26: 17%FY26: 19%
including corporate, product, marketing, and
customer units
FY25: 1,117 (591 Male, 526 Female)FY25: 18%FY25: 18%
Total
3
FY26: 13%FY26: 23%
FY25: 11%FY25: 23%
1. Pay gap = (mean male salary - mean female salary)/mean male salary
2. Pay Ratio = (median male salary - median female salary)/median male salary
Calculated using hourly On Target Earnings or Total Base Remuneration plus Short-Term Incentive Target values as at 30 June 2026.
3. Gender diverse individuals and those who have not provided or prefer not to disclose their gender were excluded from the analysis.
Focusing on improving ethnic representation
In FY26, we continued to focus on attracting, retaining, and progressing employment of a diverse range of people across our organisation.
79% of our people have shared their ethnicities, with 165 unique ethnicities identified. This diversity contributes strongly to our workplace culture.
In FY26, Māori and Pasifika represented ~8% of our workforce. This has remained unchanged from the previous year. Improving Māori and
Pasifika representation continues to be a priority as we seek to better reflect New Zealand’s changing demographics and the diversity of our
customers.
0102030405060708090100
Rest of Spark
Other
leadership
roles
Leadership
Team
Board
Total
NZ European/
European
New Zealander
Asian
Pasifika
Middle East,
Latin America
and Africa
Māori
Other
Percentages based on permanent and fixed-term employees at Spark; employees as of 30 June 2026 who had provided ethnicity data (n=2,715). NZ European/European
includes all European ethnicities (e.g. British, German, and Australian European). Previously we have grouped ‘New Zealander’ into this category – but as this could refer to
anyone who self identifies as a New Zealander. We have chosen to include New Zealander as a separate category this year. Spark collects information on main and other
ethnicity where an individual identifies with more than one ethnicity. Consistent with the Champions for Change methodology, where an individual reports more than one
ethnicity, these are represented equally (e.g. two ethnicities represented as 0.5 each).
For running header don't deleteRemuneration Report
Kia ora,
On behalf of the Board and the Human Resources
and Compensation Committee (HRCC), I am
pleased to present Spark’s Remuneration Report
for the year ended 30 June 2026.
Spark and its subsidiaries directly employ more than 3,400 people
across New Zealand, spanning corporate offices, retail stores,
network operations and technical environments. In addition to this
we have several hundred people who work within our partner
organisations, both in New Zealand and in global teams, as well as
other contractors and people employed by our Spark Business Hubs.
Our approach to remuneration is designed to remain competitive in
a dynamic talent market, while ensuring affordability and long term
sustainability. We offer a comprehensive employment package that
combines a competitive base salary with a highly valued range of
benefits for our people.
For a defined group of senior leaders and employees with enterprise
wide accountability, variable remuneration forms a key component.
The Short Term Incentive (STI) Scheme in FY26 continued to evolve
with a clear focus and weight on financial outcomes that benefit our
shareholders. We introduced a free cash flow target alongside
EBITDAI, and in line with SPK-30, mobile service revenue growth was
included as a key strategic priority, alongside our focus on better
network and customer experiences.
Remuneration Report
Our Long Term Incentive (LTI) Scheme remains focused on rewarding
the delivery of sustained shareholder value, with the use of both
relative and absolute total shareholder return measures as core
performance hurdles. Following a detailed review of these schemes
for FY26 targets and measures, the Committee has kept similar
measures in place for FY27.
The HRCC continues to maintain a deliberate focus on governance,
transparency, and alignment to shareholder outcomes.
Remuneration frameworks are regularly assessed against external
market benchmarks and internal performance outcomes to ensure
they remain fit for purpose and support Spark’s strategic direction.
I would like to acknowledge and thank all our Spark people for their
hard work in executing the first year of our SPK-30 strategy. I look
forward to FY27 as we continue to create a strong culture of
high-performance and delivery.
Ngā mihi nui,
David Havercroft
Chair of the HRCC
A note from
David Havercroft
Chair of the HRCC
Remuneration Report44
FY26 Short-Term Incentive Scheme outcomes
For FY26, substantively all STI participants shared the same Spark
Group targets, comprising of EBITDAI, free cash flow, mobile service
revenue, customer experience, and network leadership measures. The
on-target percentages are provided in the table below. Where the
result of a performance metric falls below a specified threshold, there
is no payment for that proportion of the STI. Performance at threshold
is paid at 50%, on target performance at 100% and achieving stretch
targets can scale the payout up to 200% – performance in between
these levels is calculated on a straightline basis.
The FY26 Group performance outcome, as approved by the Board,
is summarised in the table below with a 90.5% outcome for STI
payments.
Performance
metric%TargetOutcome
%
Outcome
Group
EBITDAI
30% $1,047m $1,035m21.0%
Free cash flow20%$310m$308m19.0%
Strategic
growth in
mobile service
revenue
30%$996m$998m35.5%
Customer
experience
– Consumer
and SME
iNPS
10% +42 (iNPS) +4210.0%
Network
Leadership
(Open Signal
coverage
positioning
– at 30 June
2026)
10%#1 outright
coverage nationally
Achieved
5.0%
#1 outright
reliability
nationally
Not
achieved
– Joint #1
Joint #1 reliability
Auckland
Achieved
Total
payment
100%90.5%
FY27 Short-Term Incentive Scheme target
The mechanics of the FY27 STI will be the same as those for FY26.
Group results will be the main determinate of the STI pool, with
substantively all participants sharing the same Group measures. The
FY27 group measures will be a combination of EBITDAI, free cash
flow, mobile service revenue, customer experience, and network
leadership measures.
MeasureWeighting
Core financial metrics (EBITDAI and free cash flow)50%
Strategic growth in mobile service revenue30%
Customer experience and network leadership20%
Remuneration at Spark
Spark remunerates our people with salaries in line with the market,
alongside consideration of performance, scope, skills, and
experience, to recruit and retain the best talent.
We have an annual salary review process for all eligible permanent
employees. For most employees this is based on our Contribution
Model, which considers employee development in their ‘craft’, as well
as the application of people skills, customer focus, and commercial
acumen. The aim is to ensure progression is transparent, with a
five-step career ladder from beginner to expert and clearly defined
competencies to progress against. Salary ranges for steps are
transparent for our people and benchmarked against the New
Zealand market.
Fixed remuneration
All Spark employee packages include a fixed remuneration
component that is set based on contribution, experience, and market
relativities. Fixed remuneration consists of base salary.
KiwiSaver sits outside fixed remuneration and as such, employees
with KiwiSaver receive employer contributions on top of base salary
and incentives. A number of Spark-funded benefits, including
medical and life insurances, are also available to eligible employees
on top of fixed remuneration.
Short-term incentive schemes
Spark operates a small number of short-term incentive schemes,
from monthly and quarterly commission and sales incentive plans to
annual cash-based short-term incentives. Some employees in specific
sales positions may have a component of their remuneration subject
to individual or divisional sales performance targets, such that their
total remuneration potential is directly linked to the acquisition and
retention of profitable business for Spark.
For senior leaders, including the Leadership Team, a component of
their remuneration packages are at risk in the form of the
discretionary annual cash-based Short-Term Incentive (STI). Spark’s
STI scheme rewards senior leaders for the achievement of annual
performance objectives, with payments awarded from a fixed pool
that is set based on overall Spark performance against financial and/
or non-financial annual performance objectives. The actual payment
to individuals is at the discretion of the Board.
Eligibility to participate in the STI scheme on an annual basis is at the
discretion of the company and is targeted at individuals in senior
roles who play a significant role in driving the overall performance of
Spark. The STI scheme rules contain a clawback provision that allows
Spark to clawback any payments made under the STI scheme. This
provision can be used in the event Spark has relied on incorrect data
or information in calculating the payment, for a period of 12 months
following the payment.
Spark New Zealand Annual Report FY2645
For running header don't delete
Long-term incentive schemes
Spark believes that some senior leaders should have part of their remuneration linked to the long-term performance of the company, so for the
Leadership Team and a select group of senior leaders, a long-term incentive forms part of their remuneration packages. Spark’s Long-Term
Incentive targets focus on total shareholder return, as well as environment and social governance targets (FY23–FY25 only). In FY26, Spark
operated one main scheme: the Spark New Zealand Long-Term Incentive Scheme (LTI).
FY23 Long-Term Incentive Scheme outcome
The Spark Long-Term Incentive Scheme is issued annually with a three-year vesting period. This means the grant vesting in FY26 was issued in
FY23 (September 2022). Only 6.25% of options from the FY23 scheme vested in FY26 as the primary Absolute TSR target, worth 75% of the
performance weighting, alongside greenhouse gas emissions and gender pay gap targets, were not achieved. ESG targets were independently
audited.
Grant
yearSecurities
Performance
periodWeightingPerformance measuresHurdleOutcome
% of options
vested
FY23Options
September 2022
– September 2025
75%Absolute Total Shareholder Return (TSR) hurdle –
Spark's cost of equity +2% compounding
35.4%-41%0%
12.50%Median gender pay gap18%22.70%0%
6.25%Reduction in absolute Scope 1 and Scope 2 GHG
emissions against baseline GHG performance
28%2.1%
increase
0%
6.25%Percentage of Suppliers by Spend have
established Supplier SBTs
60%61%6.25%
Total6.25%
FY26 and FY27 long-term incentive schemes
FY26
For FY26, members of the Leadership Team (including the CEO) and
selected senior leaders were granted options under the Spark LTI.
Under the scheme, participants were granted options at the start of
the three-year vesting period. The number of options granted
equalled the gross LTI value divided by the volume weighted
average price of Spark New Zealand shares for the 20 days prior to
the grant date. Subject to satisfaction of each performance hurdle
and continued employment, at vesting in three years’ time the
portion of options associated with each achieved target convert to
Spark shares based on a zero exercise price. Where a target is not
met the associated portion of options simply lapse.
Vesting of the FY26 LTI grant (issued in September 2025) is
contingent on participants’ continued employment with Spark
through to September 2028 and meeting or exceeding set
performance measures. 50% of the allocated shares will vest based
on absolute Total Shareholder Return (aTSR) exceeding cost of equity
+ 1% (compounding annually) over the vesting period. 50% will vest
based on performance relative TSR (rTSR) against NZX20
comparators. TSR is a measure of share price appreciation and
dividends paid over the three-year period of the grant.
MeasureTargetWeighting
Absolute Total
Shareholder
Return (aTSR)
Cost of equity + 1%
compounding
50%
Relative Total
Shareholder
Return (rTSR)
Upper quartile performance
against the NZX20 (excluding
Spark). Threshold for this measure
is median performance against
this group which would vest 25%
50%
FY27
For FY27, members of the Leadership Team, including the CEO, and
selected senior leaders will be granted options under a similar
scheme as FY26, with performance measures relating to TSR
performance hurdles.
Vesting of the FY27 LTI grant (issued in September 2026) is
contingent on participants’ continued employment with Spark
through to September 2029, with vesting depending on meeting or
exceeding set performance measures which are the same as the
FY26 scheme. Fifty percent of the allocated shares will vest based on
absolute Total Shareholder Return (aTSR) exceeding cost of equity +
1% (compounding annually) over the vesting period and 50% will
vest based on performance relative TSR (rTSR) against NZX20
comparators. TSR is a measure of share price appreciation and
dividends paid over the three-year period of the grant.
MeasureTargetWeighting
Absolute Total
Shareholder
Return (aTSR)
Cost of equity + 1%
compounding
50%
Relative Total
Shareholder
Return (rTSR)
Upper quartile performance
against the NZX20 (excluding
Spark)
50%
FY27 transformation delivery incentive
A one-off transformation delivery incentive was established last year
as an equity-based incentive for a select group of individuals within
the business, including our Leadership Team. This one-off medium-
term incentive will vest in September 2027 subject to achieving
partnering and operating model targets related to our transformation
programme in FY27 as well as share price and exit run rate cost
gateways.
1. Our science-based emissions reduction target, which has received verification by the Science Based Targets initiative (SBTi) includes a commitment to reduce our scope 1
and 2 emissions by 56% by FY30 against a FY20 baseline year.
46Remuneration Report
RangeCurrentFormerTotal
$100,000 – $110,00023346279
$110,001 – $120,00018227209
$120,001 – $130,00017719196
$130,001 – $140,0001996205
$140,001 – $150,00019111202
$150,001 – $160,0001646170
$160,001 – $170,0001666172
$170,001 – $180,0001447151
$180,001 – $190,0001046110
$190,001 – $200,00068876
$200,001 – $210,00071879
$210,001 – $220,00040848
$220,001 – $230,00037643
$230,001 – $240,00025732
$240,001 – $250,00025126
$250,001 – $260,00014418
$260,001 – $270,00018018
$270,001 – $280,0009312
$280,001 – $290,00010313
$290,001 – $300,00012012
$300,001 – $310,000527
$310,001 – $320,000819
$320,001 – $330,000808
$330,001 – $340,000606
RangeCurrentFormerTotal
$340,001 – $350,000415
$350,001 – $360,000101
$360,001 – $370,000112
$370,001 – $380,000011
$380,001 – $390,000213
$390,001 – $400,000303
$400,001 – $410,000112
$410,001 – $420,000202
$420,001 – $430,000202
$430,001 – $440,000303
$440,001 – $450,000101
$450,001 – $460,000101
$470,001 – $480,000101
$480,001 – $490,000101
$490,001 – $500,000112
$500,001 – $510,000011
$540,001 – $550,000123
$590,001 – $600,000011
$640,001 – $650,000202
$720,001 – $730,000101
$780,001 – $790,000011
$880,001 – $890,000101
$930,001 – $940,000011
1,9451972,142
1. The table includes base salaries, short-term incentives and vested long-term incentives. The table does not include: amounts paid after 30 June 2026 relating to FY26;
long-term incentives that have been granted and have yet to vest (based on grant values, the total value of which was NZ$9.6 million as at 30 June 2026); product and
service concessions received by employees; contributions paid towards health and other insurances; and contributions paid to the Government Superannuation Fund (a
legacy benefit provided to a small number of employees).
Employee remuneration
The table below shows the number of employees and former employees, not being directors of Spark, who, in their capacity as employees,
received remuneration and other benefits during FY26 totalling NZ$100,000 or more.
1
Spark New Zealand Annual Report FY2647
For running header don't delete
CEO remuneration
Remuneration policy, strategy, and governance
CEO, Jolie Hodson’s remuneration package reflects the scope, risk
and complexity of her role and is set by the Board with reference to
the remuneration of CEOs of similarly sized organisations. For FY27
the Board has approved a 3.4% increase in the CEO remuneration
package.
In FY26, the Board approved the CEO’s participation in the FY27
transformation delivery incentive, which is a one-off non-recurring
equity-based scheme worth 20% of base salary. Subject to
achievement of transformation-related performance targets in FY27
the options would vest in September 2027.
CEO remuneration FY26
For FY26 the CEO’s remuneration package comprised a fixed cash
component, an at-risk long-term incentive, to be awarded under the
Spark LTI scheme, and an at-risk short-term incentive. The targets and
operation of the CEO’s LTI and STI are the same as those applied to
other Spark executives and more fully described under Short-Term
Incentive schemes and Long-Term Incentive schemes on pages 45
and 46. The construct of the CEO’s remuneration package is such
that 60% of her remuneration package is at risk. The table below
shows the at target remuneration mix:
Long-Term Incentive75% of base
Short-Term Incentive75% of base
SalaryBase
The CEO is also expected to maintain a holding of Spark shares as
set out on page 51 of this report.
Leadership Team remuneration
All Leadership Team packages include a fixed remuneration
component that is set based on contribution, experience, and market
relativities. Fixed remuneration supports the attraction, motivation,
and retention of highly skilled executives. Fixed remuneration
consists of base salary.
A component of each executive’s remuneration package is at risk
through both the Spark LTI and the discretionary annual cash-based
STI schemes. Under the LTI scheme, executives are granted options
annually at the start of a three-year vesting period, with vesting
subject to the achievement of specific performance hurdles. The STI
scheme rewards executives for meeting annual performance
objectives, which vary from year to year.
Remuneration mix
The table below shows the standard FY27 remuneration mix for the
Leadership Team expressed as a percentage of fixed remuneration.
The LTI values represent the maximum LTI value. The STI scheme is
expressed at target, with payment range from no payment, where no
target thresholds are met, to a maximum payment of double the
target value, where all stretch targets are met. Leadership Team
members in role in FY25 also participated in our FY27 transformation
delivery incentive, which is a non-recurring component of
remuneration.
Leadership Team remuneration
Long-Term Incentive40% of base
Short-Term Incentive40% of base
SalaryBase
Performance evaluation
The CEO annually reviews the performance of her direct reports. The
evaluation is undertaken using criteria set by the CEO, including the
performance of the business, the accomplishment of strategic and
operational objectives, and other non-quantitative objectives agreed
with the HRCC at the beginning of each financial year. Spark
undertakes appropriate checks before appointing someone onto the
Leadership Team.
48Remuneration Report
Performance hurdles
Performance hurdles apply to long-term incentives granted to the
CEO. The hurdles are agreed by the Board and set a minimum level
of performance that is required to be achieved over the period of each
grant, for the LTI to be eligible to vest. Vesting of the FY26 LTI grant
(issued in September 2025) is contingent on the CEO’s continued
employment with Spark through to September 2028 and meeting or
exceeding set performance measures. 50% of the allocated shares will
vest based on absolute Total Shareholder Return (TSR) exceeding cost
of equity + 1% (compounding annually) over the vesting period.
50% will vest based on performance relative TSR against NZX20
comparators. TSR is a measure of share price appreciation and
dividends paid over the three-year period of the grant.
Spark must meet or exceed these targets over the period of the grant
(from the date the options are granted to the date three years after
that date) for the relevant proportion of the options to vest. If Spark
does not meet the target, the associated proportion of those options
will lapse. Testing to determine whether the TSR performance
hurdles have been met will occur at the end of the vesting period of
the grant. The Board will receive independent advice to the effect
that the performance hurdle has been met, or not met, in
determining whether the CEO can exercise the options or whether
the options will lapse.
CEO termination
Spark may terminate the CEO’s employment with three months’
notice. A payment of nine months’ base remuneration will be made,
plus entitlements for annual performance incentives and Long-Term
Incentives subject to the rules relating to these incentives, in the case
of termination by Spark, other than for termination for cause.
If there is a change of control that results in the CEO no longer being
the CEO of a publicly listed company, then she will be able to
terminate her employment with three months’ notice and receive
payment as if Spark had terminated her employment.
Spark may also terminate the CEO’s employment without notice for
defined causes, in which case she will receive no further entitlement
to any remuneration.
Remuneration components
Short-Term Incentive Scheme
The CEO is eligible for an annual cash-based short-term incentive,
subject to the achievement of specific performance objectives set by
the Board based on Spark’s strategy and business plan for the
financial year. These objectives will be a combination of financial and
non-financial measures. This is covered in more detail in the earlier
STI scheme section.
The Board assesses the CEO’s performance at the end of the financial
year to determine the actual payment value of her short-term
incentive, which is in the range of 0% to 200% of her target value.
The FY26 Group performance outcome, as approved by the Board
and applicable to the CEO, is summarised as follows:
Performance
metric%TargetOutcome
%
Outcome
Group EBITDAI30% $1,047m $1,035m21.0%
Free cash flow20%$310m$308m19.0%
Strategic
growth in
mobile service
revenue
30%$996m$998m35.5%
Customer
experience
– Consumer
and SME iNPS
10% +42 (iNPS) +4210.0%
Network
Leadership
(Open Signal
coverage
positioning – at
30 June 2026)
10%#1 outright
coverage
nationally
Achieved5.0%
#1 outright
reliability
nationally
Not
achieved
– Joint #1
Joint #1 reliability
Auckland
Achieved
Total payment100%90.5%
Long-Term Incentive Scheme
For FY26 the CEO’s annual LTI was granted as share options under
the Spark Long-Term Incentive Scheme described under Long-Term
Incentive Scheme on page 46.
The LTI component of the CEO’s remuneration package is designed
to link part of her remuneration to the long-term performance of
Spark, and align her interests with those of shareholders, through the
grant of options with a post-allocation performance hurdle.
Spark New Zealand Annual Report FY2649
For running header don't delete
CEO remuneration
The following table details the nature and amount of remuneration paid to Jolie Hodson as CEO during the last two years.
Fixed RemunerationPay-for-performance remuneration
$Salary paid
Employer
KiwiSaver
1, 2
Subtotal
Short Term
Incentive (STI)
3
Long Term
Incentive
4
Subtotal
Total
Remuneration
FY26$1,266,900$65,075$1,331,975 $859,908 $26,368 $886,276 $2,218,251
FY25$1,266,900$37,042$1,303,942– – –$1,303,942
1. Excludes value of employee benefits, including Spark mobile and broadband credit, life insurance and medical insurance (equal to an amount of $7,275).
2. FY26 includes Kiwisaver contributions paid on FY26 STI.
3. FY26 STI earned was 90.5% of the target award.
4. FY26 LTI was issued in FY23. 11,180 shares vested or 6.25% of the maximum award and 167,690 shares lapsed. FY25 LTI was issued in FY22. 189,846 shares lapsed in full
with 0% awarded for the period.
FY27 CEO remuneration structure
The table outlines the target CEO remuneration for the FY27 year (not all of which will be payable in FY27).
Fixed RemunerationPay-for-performance remuneration
3
$Base salary
Employer
KiwiSaver
1
Subtotal
Short Term
Incentive (STI)
Long Term
Incentive
2
Subtotal
Total Target
Remuneration
FY27 $1,310,000 $79,887 $1,389,887 $982,500 $982,500 $1,965,000 $3,354,887
1. FY27 includes Kiwisaver contributions if STI paid at target value but excludes value of employee benefits, including Spark mobile and broadband credit, life insurance
and medical insurance.
2. The FY27 Long-Term Incentive relates to options to be issued in September 2026 and will vest in FY30 (September 2029), subject to the achievement of the
performance targets.
3. The table above excludes the CEO’s non-recurring transformation delivery incentive which will vest (subject to its performance hurdles) in September 2027 (FY28).
The cash value of the 102,026 options at issue in FY25 was $253,380.
The CEO’s FY23 long term grant, issued in 2022, partially vested at 6.25% in September 2025 (FY26). The Absolute TSR hurdle, weighted at 75%
of the performance hurdles, the gender pay gap and Scope 1 and 2 emissions targets weighted at 18.75% of the performance hurdles were not
achieved. The Supplier Science Based Target (SBT) by spend weighted at 6.25% of the performance hurdles was achieved.
Grant
yearSecurities
Performance
periodWeightingPerformance measuresHurdleOutcome
Options
converted
Value
transferred
($)
1
FY23Options
September 2022
– September 2025
75%Absolute Total Shareholder Return (TSR)
hurdle - Spark's cost of equity +2%
compounding
35.4%-41%00
12.5%Median gender pay gap18%22.7%00
6.25%Reduction in absolute Scope 1 and
Scope 2 GHG emissions against
baseline GHG performance
28%2.1%
increase
00
6.25%Percentage of Suppliers by Spend have
established Supplier SBTs
60%61%11,180 $26,368
Total11,180 $26,368
1. Based on 5-day VWAP to transfer date.
50Remuneration Report
Board remuneration
Director remuneration
The remuneration of directors is reviewed annually by the Human Resources and Compensation Committee (HRCC), taking account of the
company’s size and complexity and the responsibilities, skills, performance, and experience of the directors, with recommendations made to the
Board for approval. Specialist independent consultants may be engaged from time to time to provide advice and ensure that the remuneration
of Spark’s directors is appropriate and comparable to that of similar companies in New Zealand and Australia.
Apart from the CEO, no Director of Spark receives compensation in the form of share options or restricted shares, nor do they participate in any
bonus or profit-sharing plan. Non-executive directors are, however, expected to maintain a holding of Spark shares as set out on page 59 of this
report. As is the case for employees, directors are required to comply with the Insider Trading Policy when buying or selling Spark shares and any
such transactions are disclosed to the market.
Remuneration components
No superannuation or retirement allowance was paid to any Spark Director during FY26. Spark does not have service contracts with any Director,
apart from the CEO, that provide for any benefits or remuneration in the event that a Director’s service with Spark is terminated. New Zealand-
based non-executive directors are eligible for Spark-funded medical insurance, and all non-executive directors are also eligible for Spark-funded
life insurance.
FY26 director remuneration
The total remuneration available to non-executive directors is fixed by shareholders. The current annual remuneration limit is $1,630,000
approved at the annual meeting held in November 2017.
The fees payable to non-executive directors during FY26 were:
Board/Committee
1
Chair
2
Member
3
Board of Directors$381,700$150,300
Audit and Risk Management Committee (ARMC)$40,500$19,700
Human Resources and Compensation Committee (HRCC)$34,700$17,400
1. All non-executive directors are members of the Nominations and Corporate Governance Committee (NOMs) and receive no additional fees for these roles.
2. Committee Chair and member fees were not payable to the Chair of the Board. Committee member fees were not payable to Committee Chairs.
3. Member fees were payable for each committee.
There is no increase to Non-executive Director fees for FY27. Fees will continue to be paid out of the current shareholder-approved annual
remuneration limit of $1,630,000.
Spark New Zealand Annual Report FY2651
For running header don't delete
The total remuneration received by non-executive directors of Spark during FY26 was as follows:
1
Name of directorBoard fees
2
Audit & Risk
Management
Committee fees
Human Resources
and Compensation
Committee fees
Total
remuneration
3
Justine Smyth $381,700 – – $381,700
Warwick Bray $150,300 $19,700 – $170,000
Sheridan Broadbent
4
$37,575 $4,925$4,350$46,850
David Havercroft $150,300 – $34,700$185,000
Vince Hawksworth
5
$112,725$13,050$125,775
Gordon MacLeod
6
$25,223$6,922– $32,145
Lisa Nelson $150,300$19,700$17,400$202,400
7
Tarek Robbiati
8
$112,725$14,775$127,500
Lindsay Wright
9
$137,638$35,336$172,974
Total $1,258,486$101,358$69,500$1,444,344
1. The figures shown are gross amounts and exclude GST (where applicable) and are rounded to the nearest dollar.
2. All non-executive directors are members of the Nominations and Corporate Governance Committee (NOMs) and receive no additional fees for these roles.
3. This table excludes contributions towards medical insurance, life and income protection insurance, and communications credit totalling $30,485 for FY26. Spark meets
costs incurred by directors that are incidental to the performance of their duties. This includes providing New Zealand-based directors with mobile phones and $150 per
month (increased from $120 per month in April 2026), which can be used towards Spark products or services and overseas-based directors with $400 per month
communication allowances. Spark also meets the costs of directors’ Spark-related travel. As these costs are incurred by Spark to enable directors to perform their duties,
no value is attributable to them as benefits to directors for the purposes of the above table.
4. Ms Broadbent resigned as a Director from 1 October 2025.
5. Mr Hawksworth was appointed as a Director from 1 October 2025.
6. Mr MacLeod resigned as a Director from 1 September 2025.
7. This figure includes the additional $15,000 Ms Nelson earned as a member of the MATTR Investment Committee during FY26.
8. Mr Robbiati was appointed as a Director from 1 October 2025.
9. Ms Wright was appointed as a Director from 1 August 2025 and became Chair of the ARMC from 1 September 2025.
Other directors’ fees
No director of any subsidiary received any director’s fees or other benefits except as an employee.
52Remuneration Report
Governance
Corporate governance
Stock exchange listings
Spark’s ordinary shares are listed on the NZX and ASX. Spark is
admitted to the Official List of ASX as a foreign exempt issuer. As a
NZX listed issuer and ASX foreign exempt issuer, Spark complies with
NZX Listing Rules and applicable ASX Listing Rules.
Spark’s American Depositary Shares, each representing five ordinary
Spark shares and evidenced by American Depositary Receipts (ADRs)
are traded over-the-counter in the United States. This is a Level 1 ADR
programme that is sponsored by Bank of New York Mellon.
Spark Finance Limited, a wholly owned subsidiary of Spark
New Zealand Limited, has debt securities listed on the NZDX.
Details of debt securities issued by Spark Finance Limited
can be found here: investors.sparknz.co.nz/Investor-Centre
Maintaining high standards of corporate governance
The Board regularly reviews and assesses Spark’s governance
structures and processes to ensure that they are consistent with
international best practice, in both form and substance.
Spark has complied with the recommendations of the NZX
Corporate Governance Code (dated 31 March 2026) and
substantially complied with the principles and recommendations of
the ASX Corporate Governance Council’s Principles and
Recommendations (4th Edition) for the FY26 reporting period.
Spark is a climate reporting entity for the purposes of the Financial
Markets Conduct Act 2013 and is accordingly required to prepare
climate-related disclosures for the year ending 30 June 2026.
Details of Spark’s corporate governance statement,
climate-related disclosures, and governance policies and
processes: spark.co.nz/governance
Ethics and legal compliance
Under our Code of Ethics all our people are responsible for ensuring
we behave ethically and comply fully with all applicable laws and
regulations. Spark’s Legal and Compliance Policy sets out the specific
accountabilities that our people have for complying with the law.
Every employee is required to complete online training modules on
the Code of Ethics, and we reinforce this training through regular
communication across the business.
We also engage constructively with the Commerce Commission and
other regulators both proactively and reactively, to ensure we are
complying with all applicable laws and regulations.
There were no significant instances of non-compliance with laws or
regulations, including in respect of marketing communications in FY26.
There is a requirement for all our employees and contractors to
complete mandatory e-learning modules to ensure proficiency in
core foundational areas, such as health and safety, legal, privacy,
decision-making, and security.
As part of our ISO27001 accreditation there are additional modules
required for completion prior to gaining access to systems and
sensitive information, to maintain high-quality standards when
dealing with information, customer data, and security. These are
closely monitored and audited, and we undertake recertification
every three years, with the last certification issued in August 2026.
Governance
Spark New Zealand Annual Report FY2653
For running header don't delete
Board renewal and succession
Spark has an ongoing Board succession programme, which is
focused on finding new directors with relevant skills and experience
that complement the diverse perspectives already represented
around the table. Succession planning is overseen primarily by the
Nominations and Corporate Governance Committee (NOMs) which
includes all Non-Executive Board members.
Three new Directors, Lindsay Wright, Vince Hawksworth, and Tarek
Robbiati, were appointed to the Board as Independent, Non-
Executive Directors in FY26. Lindsay Wright joined the Board
effective 1 August 2025, while Vince Hawksworth and Tarek Robbiati
joined effective 1 October 2025.
Gordon MacLeod and Sheridan Broadbent retired from the Board
in FY26.
The Board has been actively identifying potential Chair succession
candidates during FY26 through a Chair succession process
overseen by a sub-committee of the NOMs, chaired by Warwick Bray.
Justine Smyth will remain Chair until the conclusion of the Board
meeting on 5 November 2026, marking the completion of her tenure
and enabling Vince Hawksworth to commence as Chair by leading
Spark’s FY26 AGM on 6 November 2026.
The Board skills matrix below outlines the qualifications, capabilities,
geographic location, tenure, and gender of each member of the
Board as of 30 June 2026. Ethnicity information is available on page
43 of this report.
The Board
Spark’s Board is responsible for overseeing the company’s
governance and ensuring long-term value creation for shareholders.
It provides strategic guidance, monitors performance, and ensures
that the business upholds high standards of governance, ethics, and
compliance. While day-to-day operations are delegated to the Chief
Executive Officer (CEO), the Board maintains accountability through
a formal framework that distinguishes its role from Management.
Strategic role of the Board
Spark’s Board works closely with the Leadership Team on key
decisions, oversees financial performance, and sets targets for
executive remuneration through its involvement in annual and
long-term planning processes.
Beyond financial oversight, the Board monitors critical non-financial
areas, such as employee engagement, customer experience,
governance, health and safety, sustainability, cyber security, modern
slavery, and risk management, including climate change risk.
In FY26, the Board was involved in guiding the strategic direction of,
and ultimately approving Spark’s five-year business strategy, SPK-30.
Justine
Smyth
Warwick
Bray
David
Havercroft
Vince
Hawksworth
Jolie
Hodson
Lisa
Nelson
Tarek
Robbiati
Lindsay
Wright
Qualifications
BCOM, FCA,
CFINSD
BSC. (HONS),
MBA
BAHND, CEI(P3),
MBA
BCOM, FCABA, CPAMSC, MBABCOM
Capability
Strategic knowledge for
scale telco/technology
businesses
Financial/commercial
Risk management/
regulatory and/or
sustainability
Customer insight/
retail/brand
People leadership
and culture
Listed company
governance
Capital markets/
capital structure
Digital/data/
new markets/AI
Geographical locationNZAustraliaNZNZNZUSAUSANZ
Tenure (years)14.76.94.90.96.92.20.90.11
GenderFMMMFFMF
KEY:
High capability Medium capability
Board skills matrix
To emphasise skills, the Board specifically limited each Director to a maximum of six capabilities, including up to three high capabilities.
54Governance
The criteria for determining Director independence and
conflict of interest is in the Board Charter at:
spark.co.nz/governance
1 NZX Issuer Update – 11 March 2025
Definitions of categories of capability:
Strategic knowledge for scale telecommunications and technology
businesses: experience as a senior executive in, or as a strategy
professional advisor to, large telecommunications and/or technology
businesses.
Financial/commercial: a strong accounting or finance background
and understanding of financial statements and reporting, key drivers
of financial performance, corporate finance and internal controls,
most likely being a chartered accountant having held the position of
Chief Financial Officer (CFO) in a publicly listed company, or senior
leadership position in a professional services/advisory firm.
Risk management/regulatory and/or sustainability: experience in
identifying and mitigating both financial and non-financial risks,
influencing public and regulatory policy decisions and outcomes, or
a strong understanding and governance experience in the oversight
and management of sustainability risks and opportunities.
Customer insight/retail/brand: experience as a senior executive
responsible for driving customer experience within a large-scale
customer or retail organisation by effectively using insights,
optimising customer journeys, and building brands or demonstrated
experience in governance roles within large-scale customer and
retail organisations, providing strategic oversight and accountability
for customer experience, brand development, and commercial
outcomes.
People leadership and culture: experience as a senior executive
responsible for building and overseeing organisational culture,
people leadership and development, setting remuneration
frameworks and promoting diversity and inclusion within a publicly
listed or large, private standalone company.
Listed company governance: listed company board experience
other than Spark. Experience with sophisticated governance
structures.
Capital markets/capital structure: strong knowledge of debt and
equity capital markets, and experience with mergers and
acquisitions, and/or dealing with a range of funding sources and
capital structuring models.
Digital/data/new markets/AI: experience as a senior executive in, or
as a professional advisor to, digital and/or data businesses, or
businesses in emerging or new markets, including AI. Experience in
the use of digital channels and the latest innovative and digital
technologies.
Director independence
Spark is committed to maintaining a Board where the majority of
directors are independent, and free from any interests or
relationships that could compromise (or appear to compromise) their
ability to exercise objective and impartial judgement.
When assessing the independence of directors, the Board
considers a number of factors, including those set out in the NZX
Listing Rules, the NZX Corporate Governance Code and the Board
Charter. The Board has determined, based on information
provided by directors regarding their interests, that as at 30 June
2026 Ms Smyth, Mr Bray, Mr Havercroft, Mr Hawksworth, Ms
Nelson, Mr Robbiati and Ms Wright were independent. The Board
determined that Ms Hodson was not independent due to her
position as CEO.
The Board (other than Ms Smyth) has considered the tenure of Ms
Smyth who has been a Director for 14.7 years, and Chair for 7.9
years as at 30 June 2026. The Board considers Ms Smyth’s
understanding of Spark, and experience and skills in the industry
add ongoing value as Spark delivers against its SPK30 strategy and
completes the Chair succession process. The Board is of the view
that Ms Smyth’s tenure does not interfere with her capacity to bring
an independent judgement to bear on issues before the Board, act
in the best interests of Spark, and represent the interests of its
financial product holders generally. The Board also does not
consider that Ms Smyth’s independence could reasonably be
perceived to be materially affected by her board compensation or
distributions from Spark shares.
The NZX Corporate Governance Code commentary on factors to
be considered when determining director independence includes
guidance on calculating whether a director derives a substantial
portion of their annual revenue from the issuer
1
. NZX would not
expect the factor to apply unless a director derives at least
one-third of their annual revenue from the issuer
1
. Using this
threshold, Ms Smyth’s Spark director fees and distributions from
Spark shares held, were a substantial portion of her revenue during
FY26. The Board (other than Ms Smyth) remains of the view that Ms
Smyth is independent, as it is satisfied that revenue derived from
Spark does not materially affect Ms Smyth ‘s capacity to bring an
independent view to decisions in relation to Spark given her
broader financial position and circumstances.
Spark New Zealand Annual Report FY2655
For running header don't delete
Board committees
The Board has three permanent committees that support the Board by working with Management on relevant issues and then reporting back to
the Board. Committee membership as at 30 June 2026 was as follows:
Human Resources and Compensation
Committee
Audit and Risk Management CommitteeNominations and Corporate Governance
Committee
David Havercroft (Chair)Lindsay Wright (Chair)Justine Smyth (Chair)
Vince HawksworthWarwick BrayWarwick Bray
Lisa NelsonLisa NelsonDavid Havercroft
Justine SmythTarek RobbiatiVince Hawksworth
Lisa Nelson
Tarek Robbiati
Lindsay Wright
Board and Committee meeting attendance for FY26
The Board held eight standard meetings and two special meetings during FY26. The table below shows Director attendance at these Board
meetings and Committee member attendance at Committee meetings. Sub-committees of the Board also met regularly throughout the year to
consider matters of special importance.
BoardARMCHRCCNOMs
Total number of meetings held10 56 5
Warwick Bray 105 – 5
Sheridan Broadbent
1
4 2 2 2
David Havercroft 10 – 65
Vince Hawksworth
2
6– 43
Jolie Hodson
3
10 5 6 –
Gordon MacLeod
4
3 2 – 2
Lisa Nelson 10 5 6 5
Tarek Robbiati
5
53– 3
Justine Smyth
6
1056 5
Lindsay Wright
7
95– 3
1. Ms Broadbent resigned as a Director from 1 October 2025.
2. Mr Hawksworth was appointed as a Director from 1 October 2025.
3. Ms Hodson attended ARMC and HRCC meetings in an ex officio capacity as Executive Director.
4. Mr MacLeod resigned as a Director from 1 September 2025.
5. Mr Robbiati was appointed as a Director from 1 October 2025.
6. Ms Smyth attended ARMC meetings in an ex officio capacity.
7. Ms Wright was appointed as a Director from 1 August 2025.
Company Secretary
Spark’s Company Secretary is responsible for supporting the effectiveness of the Board by ensuring that its policies and procedures are followed
and for coordinating the completion and dispatch of the Board agendas and papers. The Company Secretary is a position distinct from the
Leadership Team and is accountable to the Board, via the Chair, on all governance matters, as further described in the Board Charter.
56Governance
Director interests
In accordance with sections 140 and 211(e) of the Companies Act 1993, the table below lists the general disclosures of interests made by
directors in the interests register that remain current, including changes made to those interests during FY26:
DirectorEntityRelationship
Warwick BrayWoolworths Group Limited
Minter Ellison
Director
Director
Sheridan Broadbent
1
Manawa Energy Limited
Business Leaders’ Health & Safety Forum
Downer EDI Limited
Director**
Chair
Director
David HavercroftW3 Capital Limited
Westpac New Zealand Limited
The Guitar Gallery Limited
Medical Assurance Society New Zealand Limited
Tait Systems NZ Limited
HBA NZ Limited
Director and shareholder
Director
Director and shareholder
Technology advisor
Director
Director and shareholder*
Vince Hawksworth
2
Starship Foundation
PowerCo Limited
PowerCo NZ Holdings Limited
The Gas Hub Limited
PowerCo Investment Holdings Limited
PowerCo Transmission Services Limited
Base Power Limited
Datagrid New Zealand Limited
VH Insights Limited
Board Trustee*
Director*
Chair of the Regulatory & Asset
Management Committee*
Director*
Director*
Director*
Director*
Director*
Power & Energy Strategy Advisor*
Director*
Jolie HodsonNZ Telecommunications Forum Inc.
Climate Leaders Coalition
Nominating Committee for the Climate
Change Commission
MATTR Limited
TenPeaks Holdco Limited
Member
3
Member of the Coalition’s CEO Steering Group
Member
Director
Director*
Gordon MacLeod
4
Delegat Group Limited
Spanbild Holdings Limited
Breast Cancer Foundation NZ
Director
Advisory Chair
Trustee
Lisa NelsonDestiny Tech100 Inc
MATTR Limited Investment Committee
Banqer Limited
Director & Chair of Audit Committee**
Committee Member
Director
Tarek Robbiati
5
Digicel Holdings (Bermuda) Limited
Everpure, Inc
Bluestone Estate Limited
Director & Chair of Audit Committee**
Chief Financial Officer*
Director and shareholder*
Justine SmythMondiale VGL Group Limited
Breast Cancer Foundation NZ
MATTR Limited
Chair
Chair and Trustee
Director
Spark New Zealand Annual Report FY2657
For running header don't delete
DirectorEntityRelationship
Lindsay Wright
6
NZX Limited
Milford Asset Management Limited
Milford Private Equity Limited
Mitre Peak Nominee 1 Limited
Milford Corporate GP 1 Limited
MPE II GP Limited
MPE III GP Limited
Milford LTI Trustee Limited
Milford Private Wealth Limited
Milford Funds Limited
Milford Australia Pty Limited
Navigator Global Investments Limited
ACC Board
Board Member*
Chair of Audit & Risk Committee*
Member of Clearing House Committee*
Board Member*
Chair of Audit & Risk Committee*
Member of Remuneration Committee*
Member of Investment Committee**
Director*
Director*
Director*
Director*
Director*
Director*
Director*
Director*
Director*
Board Member*
Member of Audit & Risk Committee*
Chair of Remuneration & Nominations Committee*
Director*
1. Ms Broadbent resigned as a Director from 1 October 2025.
2. Mr Hawksworth was appointed as a Director from 1 October 2025.
3. Ms Hodson ceased her role as Chair of the NZ Telecommunications Forum Inc. during FY26.
4. Mr MacLeod resigned as a Director from 1 September 2025.
5. Mr Robbiati was appointed as a Director from 1 October 2025.
6. Ms Wright was appointed as a Director from 1 August 2025.
* Entries added by directors and effective during the year ended 30 June 2026.
** Entries removed by directors during the year ended 30 June 2026.
Directors disclosed, pursuant to section 148 of the Companies Act 1993, the following acquisitions and disposals of relevant interests in Spark
shares during FY26:
NameDateNature of transactionConsideration
Number of
shares
Vince HawksworthHeld on
appointment
Ordinary shares held by Investment Custodial Services
Limited on behalf of the Hawksworth Family Trust
(beneficial ownership Vince Hawksworth)
Held on
appointment
3,356
18 September 2025Purchase of ordinary shares by Investment Custodial
Services Limited on behalf of the Hawksworth Family
Trust (beneficial ownership Vince Hawksworth)
$47,92420,000
23 February 2026Purchase of ordinary shares by Investment Custodial
Services Limited on behalf of the Hawksworth Family
Trust (beneficial ownership Vince Hawksworth)
$55,01125,000
Jolie Hodson22 September 2025Issue of options (vests in 2028)Services to Spark382,596
22 September 2025Issue of options (vests in 2027)Services to Spark102,026
6 October 2025Vesting of optionsServices to Spark11,180
6 October 2025Lapse of optionsServices to Spark(167,690)
6 October 2025Sale of ordinary shares$10,475(4,420)
Lisa Nelson19 February 2026Purchase of ordinary shares by Sharesies Nominee
Limited on behalf of Lisa Nelson
$45,00020,637
58Governance
As at 30 June 2026 directors, or entities related to them, held relevant interests (as defined in the Financial Markets Conduct Act 2013) in Spark
shares as follows:
Name
Relevant interest in Spark shares as at 30 June 2026
Number%
1
Warwick Bray31,230
2
0.002
David Havercroft100,0860.005
Vince Hawksworth48,356
3
0.003
Jolie Hodson1,263,710
4
0.067
Lisa Nelson49,280
5
0.003
Justine Smyth861,594
6
0.046
1. Each percentage stated has been rounded to the nearest 1/1000th of a percent.
2. Relevant interest in beneficial ownership of 31,230 ordinary shares held by WDB Insight Pty Limited.
3. Relevant interest in beneficial ownership of 48,356 ordinary shares held by Investment Custodial Services Limited on behalf of the Hawksworth Family Trust.
4. Includes 318,590 ordinary shares and 945,120 options.
5. Relevant interest in beneficial ownership of 49,280 ordinary shares held by Sharesies Nominee Limited as custodian for Lisa Nelson.
6. Relevant interest in beneficial ownership of 375,201 ordinary shares held by Miksha Trust, beneficial ownership of 125,000 ordinary shares held by PJ Trust, beneficial
ownership of 314,475 ordinary shares held by Sharesies Nominee Limited as custodian for Smylone Trust and 46,918 ordinary shares held by Sharesies Nominee Limited
as custodian for Justine Smyth.
All Non-Executive Directors are expected to hold Spark shares. Subject to personal circumstances (that should be discussed with the Chair or, in
the case of personal circumstances of the Chair, with the Chair of the ARMC, as appropriate), there is an expectation that each Non-Executive
Director will purchase and hold an amount of shares that are at least equivalent in value to the Non-Executive Director base member fee as at the
date of their appointment or, in the case of Directors appointed before 1 July 2017, this was as at 1 July 2017. Shares are to be purchased within
a three-year period from the date of appointment or, in the case of Directors appointed before 1 July 2017, this was within a three-year period
from that date. To assess whether this expectation has been met, the aggregate purchase price for all shares acquired, less the aggregate sale
price for all shares disposed of (if any), is used to calculate value.
Directors’ insurance
Directors disclosed, for the purposes of section 162 of the Companies Act 1993, that insurance was renewed and deeds of indemnity provided
to all Spark directors, senior managers and subsidiary company directors for the 12-month period from 1 June 2026.
Shareholdings
As at 30 June 2026 there were 1,890,130,108 Spark ordinary shares on issue, each conferring to the registered holder the right to one vote on a
poll at a meeting of shareholders on any resolution, held as follows:
Size of holdingNumber of holders
1
%Number of shares%
1-1,00012,296 29.11 5,990,0550.32
1,001-5,00015,849 37.5241,789,533 2.21
5,001-10,0006,205 14.69 46,725,8332.47
10,001-100,0007,407 17.54194,195,15510.27
100,001 and over4841.141,601,429,53284.73
Total42,241 100.00 1,890,130,108 100.00
1. Includes:
• 189,787 shares on issue held by Spark Trustee Limited on behalf of 12 holders of Spark Share (FY25: 211,092 shares on issue held by Spark Trustee Limited on behalf
of 43 holders of Spark Share); and
• 2,467,167 shares on issue held by Sharesies Nominee Limited on behalf of 1,175 holders of Spark Share (FY25: 1,897,654 shares on issue held by Sharesies Nominee
Limited on behalf of 1,284 holders of Spark Share).
Spark New Zealand Annual Report FY2659
For running header don't delete
The 20 largest registered holders of Spark shares at 30 June 2026 were:
Name
1
Number of shares%
1.HSBC Nominees (New Zealand) Limited
2
210,339,888 11.13
2.BNP Paribas Nominees NZ Limited
3
167,836,8898.88
3.Citibank Nominees (NZ) Limited146,125,1107.73
4.HSBC Nominees (New Zealand) Limited
2
114,993,7776.08
5.HSBC Custody Nominees (Australia) Limited88,610,3814.69
6.JP Morgan Chase Bank 78,427,6364.15
7.Accident Compensation Corporation 68,409,1953.62
8.Custodial Services Limited66,808,6403.53
9.New Zealand Superannuation Fund Nominees Limited 54,494,4202.88
10.New Zealand Depository Nominee53,661,2102.84
11.Citicorp Nominees Pty Limited47,544,8882.52
12.FNZ Custodians Limited45,996,4792.43
13.JB Were (NZ) Nominees Limited43,333,9862.29
14.JP Morgan Nominees Australia Pty Limited 42,243,1832.23
15.Apex Custodian Nominees 37,015,0281.96
16.New Zealand Permanent Trustees Limited 36,226,9281.92
17.Public Trust25,705,2891.36
18.BNP Paribas Nominees NZ Limited
3
25,466,5371.35
19.Pt Booster Investments Nominees Limited18,555,0060.98
20.Forsyth Barr Custodians Limited17,931,2410.95
1. The shareholding of New Zealand Central Securities Depository Limited (custodian for members trading through NZClear) has been reallocated to the applicable members.
2. Has a different holder identification number to the other HSBC Nominees (New Zealand) Limited entry.
3. Has a different holder identification number to the other BNP Paribas Nominees NZ Limited entry.
According to substantial holder notices as at 30 June 2026 the substantial holders in Spark were as follows:
NameNumber of ordinary shares% of ordinary shares on issue
1
Blackrock, Inc. and related bodies corporate171,626,8329.08
Firstcape Group Limited95,643,7175.06
1
Based on issued share capital of 1,890,130,108 as at 30 June 2026.
60Governance
Subsidiary company directors
The following people held office as directors of subsidiary companies at 30 June 2026. Alternate directors are indicated with an (A).
Subsidiary companyPrincipal activityCurrent directors
Directors who retired
during the year
Adroit Holdings LimitedEnvironmental IoT solutionsS Taylor, L Urquhart
Adroit IoT LimitedEnvironmental IoT solutionsS Taylor, L Urquhart
Adroit Research LimitedEnvironmental IoT solutionsS Taylor, L Urquhart
Entelar Group LimitedTelecommunications and IT infrastructure
build and maintenance services, and
distribution and supply chain services
H Langton, M Sheppard,
M Beder
R Mateparae
Gen-i Australia Pty LimitedProvides international, wholesale and
outsourced telecommunications services
F Evett, I Hopkins
MATTR LimitedSoftware company focused on
decentralised identity and verifiable data
C Barber, J Hodson, J Smyth,
S Taylor
MATTR Trading Australia Pty LimitedSoftware company focused on
decentralised identity and verifiable data
M Leydin, S Le Verne,
L McIntyre
MATTR Trading US, IncSoftware company focused on
decentralised identity and verifiable data
C Barber, L McIntyre
Qrious LimitedData analytics businessJ Wesley-Smith, S TaylorM Anastasiou
Spark Finance LimitedGroup finance companyJ Wesley-Smith, M
Sheppard, S Taylor
M Anastasiou
Spark New Zealand Cables LimitedInvestment companyM Sheppard, L Urquhart
Spark New Zealand Trading LimitedTelecommunications and digital
services company
J Wesley-Smith, M Beder,
S Taylor
M Anastasiou
Spark Trustee LimitedTrustee companyJ Wesley-Smith, S TaylorM Anastasiou
TCNZ Australia Investments Pty LimitedAustralian operationsF Evett, I Hopkins
TCNZ (Bermuda) LimitedHolding companyJ Wesley-Smith, M ShirleyJ Wong
TCNZ Financial Services LimitedInvestment companyJ Wesley-Smith, F EvettM Anastasiou
TCNZ (United Kingdom)
Securities Limited
Holding/investment companyF Evett, C Bonetti, ManCorp
(UK) Limited
J Reader
Teleco Insurance LimitedGroup insurance companyR Deacon, M Sheppard,
N Frost, F Evett (A)
Teleco Insurance (NZ) LimitedFormer mobile phone insurance companyS Taylor
Telecom Capacity LimitedHolding companyS Taylor, M ShirleyJ Wong
Telecom Enterprises LimitedInvestment companyJ Wesley-Smith, S TaylorM Anastasiou
Telecom New Zealand USA LimitedProvides international wholesale
telecommunications services
J Martin, M ShirleyJ Wong
Telecom Pacific LimitedHolding companyJ Wesley-Smith, M SheppardM Anastasiou
Telecom Southern Cross LimitedHolding companyJ Wesley-Smith, S TaylorM Anastasiou
Telecom Wellington Investments LimitedInvestment companyJ Wesley-Smith, F EvettM Anastasiou
The interest registers for the employee directors of the Spark subsidiary companies were updated for FY26 to reflect any changes noted in the
table above.
In addition, interest registers for the following persons were updated in FY26 to reflect:
• Mr Taylor’s appointment as a director on TenPeaks Holdco Limited; and
• Mr Wesley-Smith’s appointment as a director on Southern Cross Cables Holdings Limited, Southern Cross Cables Limited, Cable
Management Limited, SCCL Fiji Limited, SCCL Pacific Limited, SCCL Australia Pty Limited, SCCL New Zealand Limited.
Spark New Zealand Annual Report FY2661
For running header don't delete
Tax governance
Spark’s Tax Strategy demonstrates our commitment to the highest
standards of tax governance and compliance with tax laws. We
recognise that responsible tax management is an important part of
our broader corporate governance framework and reflects our
commitment to operating as a trusted and responsible business. As a
New Zealand-based company we believe it is important to be
transparent about our approach and contribution to tax to provide
certainty and confidence to our stakeholders.
As a large business, we make a significant contribution to
New Zealand’s tax base, including contributing $107 million of
New Zealand income taxes during FY26 (before any tax credits were
applied).
In FY26 Spark’s effective tax rate was 15.3%, which is lower than the
headline corporate tax rate of 28%. This is a result of the sale of a
share of Spark’s data centre business which was non-assessable for
tax purposes.
Spark’s contribution extends beyond income tax and covers a
broad range of tax collection and remittance obligations across
various tax types. In FY26 those obligations resulted in a total of
$499 million of taxes under management (FY25: $623m).
$0
$20
$40
$60
$80
$100
$120
$140
$ million
Overseas
tax payments
NZ income tax
Tax credits
(Inc. FITC)
Provisional
Tax paid
$127m$0m
($20m)
$107m
Other
NZ income tax
PAYE
GST
$
1
8
1
m
$
2
7
m
$
1
2
7
m
$
1
6
4
m
Spark’s tax strategy: spark.co.nz/governance
FY26 break down of income tax payments
Taxes under management
62Governance
ESG governance
Our sustainability framework
Sustainability is integrated into our ways of working and governance
at Spark. Our Sustainability Framework focuses our activity in the
areas we can make the most meaningful impact, aligned to our
business strategy, and outlines our approach to ESG.
Our sustainability commitment is ‘to create a better digital world’,
which we define as low-impact, with high connectivity; and equitable
and trusted. The framework is informed by our materiality
assessment (see page 127).
In our business
Suppliers and partners
Customers and communities
Low-impact, high connectivityEquitable and trusted
We will reduce our environmental impact and
enable Aotearoa to do the same through technology
Reduce our environmental impact, with a
focus on efficiency and emissions reduction
Engage our suppliers to address our
upstream environmental impacts
Support Aotearoa’s transition to a
resilient, low-emissions future
Deliver trusted digital products with a focus
on privacy, data ethics, and responsible AI
Engage our suppliers to identify and
address social risks in their businesses
Champion digital equity with a focus
on access, skills, and wellbeing
We will champion digital equity and build
trust in our digital products and services
KPI: Reduce Scope 1 and 2 emissions 56% and
achieve 100% renewable electricity by FY30
KPI: 70% of suppliers by spend with science-based targets
by 2026 (absolute scope 3 ambition to be established for FY30)
KPI: maintain leading performance for reliability and
coverage (as measured by Opensignal annually)
KPI: Maintain top quartile performance
in the WBA Digital Equity Benchmark
KPI: Five annual JAC audits driving
issue identification and remediation
KPI: Extend the reach of our not-for-profit
broadband service Skinny Jump
Spark New Zealand Annual Report FY2663
For running header don't delete
Spark’s approach to sustainability:
spark.co.nz/sustainability
Integrating ESG into our governance processes
Spark is committed to continuously improving our ESG performance,
supported by a governance structure that ensures sustainability is
overseen at the highest levels of the organisation and embedded
across day-to-day operations.
The Board has overall responsibility for ESG governance, including
approving the Sustainability Framework and key ESG-related
policies, and receives quarterly updates on sustainability
performance. The Leadership Team oversees execution and acts as a
business-wide sustainability steering committee, with regular
reporting against sustainability KPIs.
Our ESG performance is supported by cross functional groups with
clear accountabilities. These include a Governance and Reporting
group responsible for performance, reporting and risk management;
a Human Rights and Supply Chain group focused on embedding
responsible practices across operations; and an Emissions Reduction
Steering Committee that measures and reports energy use and
emissions across key areas of the business. In addition, a Due
Diligence Committee reviews disclosures against climate standards.
Data ethics and governance
Spark’s use of AI is guided by our Artificial Intelligence Principles,
which focus on a responsible and ethical approach to the design and
operation of AI technologies within our business. Our principles,
which are regularly reviewed, are focused around seven key areas:
human centred; ethical design; diversity, inclusivity, and bias; safety
and reliability; privacy; informed human decision-making; and
explicability and transparency.
AI development and deployment is governed by Spark’s Information
Security Risk Management Committee (ISRMC) as part of its broader
role to provide insight and decision-making authority for information
security, data governance and privacy, ensuring we are using data
and data applications, including AI, ethically, legally, safely, and in line
with stakeholder expectations. The Chief AI and Technology Officer,
and Chief Operating Officer oversee this committee and report to
the ARMC.
Spark’s AI tools and use-cases go through AI, security, and privacy
risk assessment processes through which ethical and human-impact
considerations are addressed.
64Governance
Sustainability governance at Spark
Equitable and trustedLow-impact, high connectivity
Leadership Team
Chief Marketing and Corporate Affairs Officer
and Sustainability Team
Steering Committees and Governance Forums:
Human Rights and Supply Chain, Climate Disclosures
All Spark people
Emissions
Reduction
Te a m
Spark
Foundation /
Skinny Jump
Te a m
Human Rights
and Supply
Chain Team
Governance
and Reporting
Te a m
Spark New Zealand Board of Directors
Sets five-year business strategy and approves Sustainability
Framework, including key policies and KPIs. Reviews
sustainability progress quarterly. Reviews climate change and
modern slavery risks.
Chief Marketing and Corporate Affairs Officer has
overarching responsibility for the Sustainability Framework
and Spark’s progress against it. Sustainability Lead and
Environment and Sustainability Manager lead execution
through teams and reporting.
Steering committees and governance forums established to
ensure Leadership Team and subject matter expert oversight of
progress against material sustainability focus areas and risks,
where appropriate.
Support execution of Sustainability Framework priorities and
consider sustainability impacts in decision-making.
Our Sustainability Framework unites Spark’s ambitions
with the issues that matter most to our stakeholders.
Our sustainability commitment is a ‘Better Digital World’
with two key focus areas:
– Low impact, high connectivity: We will reduce our
environmental impact and enable Aotearoa to do the
same through technology
- Equitable and trusted: We will champion digital equity
and build trust in our digital products and services
Cross-functional teams established to improve sustainability
performance and integrate it across Spark.
Spark Foundation has a sole focus on digital equity and is governed
by a board of trustees. Skinny Jump is operated by a dedicated
team. Spark’s Digital Equity Lead reports into the Chief Marketing
and Corporate Affairs Officer, and has overarching responsibility
for Spark’s digital equity investments.
Approval of business strategy and Sustainability Framework,
including key policies and Key Performance Indicators (KPIs).
Reviews sustainability progress quarterly. Reviews climate change
and modern slavery risks.
Sustainability Framework
A BETTER DIGITAL WORLD
Spark New Zealand Annual Report FY2665
For running header don't delete
Spark’s FY26 suite of disclosures: spark.co.nz/governance
An appendix to this report (see pages 127–128) includes a summary
of our approach to materiality, and a summary of our most material
issues.
This Annual Report is published alongside a suite of other
disclosures, including the following:
• Corporate Governance Statement, which is a snapshot of Spark’s
practices, processes and policies measured against the principles
of the NZX Corporate Governance Code
• Climate-related Disclosures Report, which has been prepared in
compliance with the Aotearoa New Zealand Climate Standards
and includes our GHG Inventory and Assurance Statement
• Modern Slavery and Human Rights Statement, which provides a
summary of how we are identifying, mitigating, and remedying
modern slavery and human rights risks in our business and our
supply chains, including actions taken to audit and engage our
suppliers
• ESG Data Pack, which includes our detailed GRI Index and ESG
performance data
Benchmarking our ESG performance
We benchmark our performance using a number of international
frameworks, including the Corporate Sustainability Assessment (CSA)
– a comprehensive benchmark of our ESG maturity against our peers.
The CSA is now part of S&P Global and is the assessment framework
that supports the Dow Jones Best-in-Class World Index (previously
called the Dow Jones Sustainability Index/DJSI).
Our approach to ESG management has seen our score, and relative
ranking against global industry peers, increase over time into the top
quartile of all global telecommunications companies included in the
CSA benchmark.
ESG reporting
We seek to present a clear and transparent assessment of our ESG
performance in our reporting. This report is prepared in accordance
with the Integrated Reporting <IR> Framework and with the Global
Reporting Initiative (GRI).
We focus our reporting on sustainability topics that substantively
influence the assessments and decisions of stakeholders or have a
significant environmental, social, or economic impact. We also
consider whether a matter could substantively affect our ability to
create value in the short, medium, or long term.
66Governance
Our risk policy and framework help our people to manage
uncertainty and adapt to challenges. Oversight by the ARMC and the
diligent application of the defined responsibilities across the
business ensures our risk management system remains effective.
The policy and framework are benchmarked to COSO ERM 2017
(COSO). We also use other risk management standards like
ISO31000:2018 and specific standards and guidance, where
available, to benchmark and inform our risk management practices.
Spark’s framework is structured into five domains that work together
to enable a robust system for risk management. These five domains
are embedded in Spark’s Managing Risk Framework, and ensure the
‘Three Lines of Defence’ risk model (1. Own and manage 2. Monitor
and 3. Provide independent assurance) is utilised.
1. Governance and culture – This domain reinforces the importance
of risk management and influences how people apply the
framework. Managing risk is embedded in our organisational
structure, our functional activities, and is supported by specialist
resources from the Risk team.
Examples include the risk policy and the defined governance
structure that supports its application across Spark. More
information is included in the table on page 126.
2. Strategy and objective setting – This domain focuses on
integrating risk management into strategy setting and business
planning.
Examples include the consideration of risks and opportunities to
business objectives when making strategy decisions and
checking in with every function using a systematic method as part
of the regular operational process.
3. Performance – This domain involves maintaining a portfolio view
of risks under active management.
Examples include maintaining a principal risk profile that is used
by the ARMC and Leadership Team to understand relevant risks
and how they are being managed. It also focuses on the quality
of the embedded risk management practices that are used within
functions across the business. These two views enable indepth
analysis of relevant business risks and how they are being
managed from a top-down and bottom-up perspective.
4. Review and revision – This domain involves identifying and
implementing opportunities to continuously improve risk
management practices.
Examples include regular internal and external assessments of
the policy and framework.
5. Information, reporting, and communications – This domain
focuses on guiding Spark on how to use the policy and
framework.
Examples include information pages, access to support channels,
and education sessions.
The policy and framework are assessed annually, and externally every
three years to ensure they remain effective. All assessment results
and agreed actions are shared with the ARMC to ensure they remain
informed about the status of the policy and framework.
Spark’s principal business risks
Principal risk profiles are updated twice yearly. The last update was
finalised in May 2026. The principal risk themes identified were:
• Protecting Spark and its customers from a major cyber-attack or
data breach
Evolving cyber threats, AI technologies, cloud adoption, legislation,
and increasing stakeholder expectations require Spark to maintain
strong cyber security, privacy, and data protection practices. The
Cyber Security team is responsible for critical operational controls,
while Spark’s privacy and data governance frameworks support the
responsible management and protection of customer and business
information.
External reviews, certifications, and maturity assessments provide
independent validation that Spark’s cyber security controls remain
aligned with leading industry practices and continue to evolve in
response to the changing threat landscape.
As Spark expands its use of AI, cloud technologies, and strategic
partners, ongoing investment in cyber resilience remains important.
Spark continues to strengthen threat detection, security automation,
critical asset protection, and incident response capabilities to support
preparedness for emerging threats.
• Ensuring a Better Network and reliable operation of Spark’s
telco network, systems and infrastructure
Spark continues to invest in the resilience, reliability, and adaptability
of its network and technology platforms, recognising their critical role
in supporting customer experience, business performance, and
long-term sustainability. Maintaining a leading network position
remains an important objective, with ongoing investment focused on
coverage, reliability, performance, and resilience.
The delivery of network modernisation and technology initiatives is
supported by established governance, investment prioritisation, and
operational disciplines that help manage the risks associated with
technology change while maintaining continuity of service. Spark
also continues to leverage automation, AI-enabled capabilities, and
complementary technologies to improve network performance and
responsiveness.
Risk management
Spark New Zealand Annual Report FY2667
For running header don't delete
To support network availability and service continuity, Spark
maintains resilience planning, lifecycle management programmes,
operational monitoring, and incident management processes
designed to effectively manage infrastructure, technology, and
operational risks.
• Ability to adapt to changing market and economic conditions to
deliver performance ambitions
Spark continues to operate in a challenging and uncertain
environment, with softer demand conditions in some areas, ongoing
competitive intensity, cost pressures, supply chain constraints, and
broader macroeconomic uncertainty impacting performance across
customer segments. These conditions have increased the importance
of successfully delivering business improvement initiatives, operating
model optimisation, supplier efficiencies, and productivity benefits to
support Spark’s performance ambitions.
In response, Spark continues to focus on automation, AI-enabled
efficiencies, digitisation of customer journeys, supplier optimisation,
and disciplined cost management. While these initiatives are
intended to strengthen operational performance and improve
efficiency, achieving planned benefits remains important to offsetting
external pressures and supporting financial outcomes.
Spark also actively monitors supply chain disruption, fuel availability,
geopolitical developments, and broader macroeconomic trends that
may impact customer demand, operating costs, investment
decisions, and business performance. Enhanced forecasting,
scenario planning, and performance monitoring support
management’s ability to identify emerging risks and respond to
changing conditions in a timely manner.
• Delivering planned AI and business system
transformation objectives
Delivering AI, digital, and business systems transformation remains a
key enabler of Spark’s strategic objectives. The scale and complexity
of these programmes, combined with legacy technology constraints,
delivery dependencies, and evolving customer expectations, create
execution risks that could impact the achievement of planned
customer, operational, and financial outcomes.
As AI technologies continue to evolve rapidly, Spark is focused on
identifying opportunities to unlock greater business benefits,
improve productivity, and maximise the return on technology
investments. Failing to adapt quickly enough to changing
technologies, customer expectations, and market opportunities
could limit the value realised from Spark’s transformation
programme.
Spark continues to strengthen governance, oversight, and delivery
disciplines to support successful execution of transformation
initiatives and responsible adoption of AI. This includes maintaining
appropriate controls and oversight mechanisms to manage privacy,
intellectual property, ethical use, and other risks associated with
emerging technologies while maintaining momentum in delivery.
• Growing revenue through core connectivity and customer value
Spark continues to operate in highly competitive and mature
markets, where revenue growth is increasingly influenced by
customer expectations, price-led competition, changing customer
behaviours, and broader economic conditions. These factors
continue to place pressure on connections, customer mix, and
average revenue per user across key segments, increasing the
challenge of achieving sustainable growth while maintaining
customer value.
Revenue growth remains closely linked to Spark’s ability to retain and
grow customers through its core connectivity services, particularly in
mobile, while adapting to changing market dynamics and customer
needs. Maintaining competitive and relevant products, delivering
strong customer experiences, and increasing customer value remain
important to achieving Spark’s performance ambitions.
Management closely monitors market trends, customer behaviour,
and competitor activity to support timely decision-making and
ensure investment remains focused on areas that deliver sustainable
long-term value. Spark’s approach balances growth opportunities
with disciplined investment, a focus on core connectivity, and
long-term value creation.
• Ensuring the capability, skills and culture to deliver
performance outcomes
Spark has evolved its operating model to support delivery of its
strategic objectives and long-term performance ambitions. This
includes the use of strategic partnerships, access to specialist skills
and technology capabilities, and aligning workforce capability with
the future needs of the business. While these changes are now
largely embedded, Spark remains reliant on strategic partners to
deliver critical operational, customer, and commercial outcomes.
As Spark’s operating model and partnership arrangements mature,
management continues to focus on optimising performance,
strengthening accountability, and embedding effective ways of
working across its blended workforce model. Effective oversight of
partner performance remains important to ensuring expected
service, customer, and commercial outcomes are consistently
achieved.
Spark continues to refine governance arrangements, strengthen
relationships with strategic partners, and ensure it has access to the
skills and capabilities required to deliver its strategic objectives and
long-term business performance.
Business continuity and crisis management
The Business Continuity and Crisis Management Policy protects
customers from the impact of disruptive events. It also ensures
value-generating activities are resilient and comply with relevant
external standards, for example, Civil Defence and 111 obligations.
Spark’s framework is benchmarked to ISO 22301 and ISO 22313,
which are acknowledged as leading practice standards for business
continuity. It is overseen by the ARMC in a similar way to the
Managing Risk Policy and Framework. An internal governance
committee consisting of general managers from across Spark,
oversees and supports the implementation and maintenance of
Business Continuity programme activities across the Spark Group.
Regular reviews of the framework are performed by the Service
Resilience and Risk and Internal Audit teams to ensure it is effective.
External reviews and testing of key elements of the framework, such
as the Level One Crisis Management Plan and team, are also done to
validate the effectiveness of the framework. Our continued
investment in network resiliency also demonstrates application of the
framework in practice.
68Governance
Spark New Zealand Annual Report FY2669
Financial
statements
Financial statements
Spark New Zealand Annual Report FY2669
For running header don't delete
70Financial statements
Financial statements
71
Notes to the Financial statements
75
Section 1 General information
1.1About this report75
1.2Key estimates and assumptions76
1.3Significant transactions and events76
1.4Sale of data centre business - discontinued operation77
1.5Sale of interest-free payment (IFP) receivables80
Section 2 Financial performance information
2.1Segment information
82
2.2Operating revenues and other gains
83
2.3Operating expenses
86
2.4Finance income, finance expense, depreciation,
amortisation, and net investment (loss)/income
87
2.5Non-GAAP measures
88
Section 3 Assets
3 .1Receivables and prepayments
91
3.2Inventories
94
3.3Long-term investments
95
3.4Right-of-use assets
96
3.5Leased customer equipment assets
97
3.6Property, plant, and equipment
98
3.7Intangible assets
100
Section 4 Liabilities and equity
4 .1Payables, accruals, and provisions
102
4.2Lease liabilities
103
4.3Debt
105
4.4Capital risk management
106
4.5Equity and dividends
107
Section 5 Financial instruments
5 .1Derivatives and hedge accounting
109
5.2Financial risk management
113
Section 6 Other information
6 .1Income tax
116
6.2Employee share schemes
118
6.3Related party transactions
119
6.4Subsidiaries
120
6.5Reconciliation of net earnings to net cash flows from
operating activities
121
6.6Commitments and contingencies
121
6.7Events subsequent to balance date
121
Independent auditor’s report
122
Financial statements
Statement of profit or loss and other comprehensive income
YEAR ENDED 30 JUNE
20262025
NOTES$M$M
Operating revenues and other gains
1,2
2.2 3,949 3,725
Operating expenses
2
2.3 (2,654) (2,672)
Earnings before finance income and expense, income tax, depreciation, amortisation, and net
investment (loss)/income (EBITDAI)2.5 1,295 1,053
Finance income2.4 23 31
Finance expense
3
2.4 (141) (149)
Depreciation and amortisation2.4 (602) (590)
Net investment (loss)/income
1
2.4 (1) 2
Net earnings before income tax 574 347
Income tax expense
1,2
6.1 (88) (95)
Net earnings from continuing operations 486 252
Net earnings from discontinued operation1.4 13 8
Total net earnings 499 260
Other comprehensive income
Items that will not be reclassified to profit or loss:
Revaluation of long-term investments designated at fair value through other comprehensive
income– 5
Items that may be reclassified to profit or loss:
Translation of foreign operations 1 –
Change in hedge reserves net of tax5.1 11 (36)
Other comprehensive income/(loss) 12 (31)
Total comprehensive income 511 229
Earnings per share
Basic earnings per share (cents) from continuing operations
1,2
25.7 13.6
Basic earnings per share (cents) from discontinued operation 0.7 0.4
Basic earnings per share (cents) from continuing and discontinued operations
1,2
26.4 14.0
Diluted earnings per share (cents) from continuing operations
1,2
25.7 13.6
Diluted earnings per share (cents) from discontinued operation 0.7 0.4
Diluted earnings per share (cents) from continuing and discontinued operations
1,2
26.4 14.0
Weighted average ordinary shares (millions) – used for basic earnings per share 1,890 1,847
Dilutive potential ordinary share (options) – –
Weighted average ordinary shares (millions) – used for diluted earnings per share 1,890 1,847
See accompanying notes to the financial statements.
1. FY26 balances were impacted by the sale of the data centre business, see notes 1.4 and 2.5 for further details.
2. FY25 balances were impacted by the sale of the remaining Connexa investment and the transformation costs associated with Spark’s SPK-26 Operate Programme, see note
2.5 for further details.
3. FY26 balances were impacted by the sale of IFP receivables, see note 1.5 for further details.
Financial statements
Spark New Zealand Annual Report FY2671
Statement of financial position
AS AT
30 JUNE 2026
AS AT
30 JUNE 2025
NOTES$M$M
Current assets
Cash and cash equivalents4.4 157 34
Short-term receivables and prepayments
1,2
3.1 857 939
Short-term derivative assets5.1 3 –
Inventories3.2 94 83
Taxation recoverable6.1 157 114
Assets classified as held for sale
3
3 268
Total current assets 1,271 1,438
Non-current assets
Long-term receivables and prepayments
1,2
3.1 311 387
Long-term derivative assets5.1 24 11
Long-term investments
1
3.3 156 76
Deferred tax assets
1
6.1 – 11
Right-of-use assets
1
3.4 537 555
Leased customer equipment assets3.5 66 59
Property, plant, and equipment3.6 1,146 1,184
Intangible assets3.7 787 804
Total non-current assets 3,027 3,087
Total assets 4,298 4,525
Current liabilities
Short-term payables, accruals, and provisions
2
4.1 653 536
Short-term derivative liabilities5.1 1 7
Short-term lease liabilities
1
4.2 107 107
Current debt4.3 165 412
Liabilities classified as held for sale
3
– 4
Total current liabilities 926 1,066
Non-current liabilities
Long-term payables, accruals, and provisions
2
4.1 65 49
Long-term derivative liabilities5.1 21 60
Long-term lease liabilities
1
4.2 725 760
Non-current debt4.3 904 1,070
Deferred tax liabilities6.1 10 –
Total non-current liabilities 1,725 1,939
Total liabilities 2,651 3,005
Equity
Share capital 995 994
Reserves (30) (43)
Retained earnings 682 569
Total equity 1,647 1,520
Total liabilities and equity 4,298 4,525
Authorised for issue on 20 August 2026
On behalf of the Board
Justine Smyth, CNZM Jolie Hodson, MNZM
Chair Chief Executive
See accompanying notes to the financial statements.
1. FY26 balances were impacted by the sale of the data centre business, see note 1.4 for further details.
2. FY26 balances were impacted by the sale of IFP receivables, see note 1.5 for further details.
3. FY25 balances were impacted by the data centre business being classified as held for sale, see note 1.4 for further details.
72Financial statements
Statement of changes in equity
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVES
SHARE–BASED
COMPEN–
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2026NOTES$M$M$M$M$M$M$M
Balance at 1 July 2025 994 569 (24) 3 – (22) 1,520
Total net earnings – 499 – – – – 499
Other comprehensive income – – 11 – – 1 12
Total comprehensive income – 499 11 – – 1 511
Contributions by, and distributions to, owners:
Dividends1.3, 4.5 – (387) – – – – (387)
Supplementary dividends4.5 – (20) – – – – (20)
Tax credit on supplementary dividends – 20 – – – – 20
Issuance of shares under share schemes 2 – – 2 – – 4
Other transfers (1) 1 – (1) – – (1)
Total transactions with owners 1 (386) – 1 – – (384)
Balance at 30 June 2026 995 682 (13) 4 – (21) 1,647
SHARE
CAPITAL
RETAINED
EARNINGS
HEDGE
RESERVES
SHARE–BASED
COMPEN–
SATION
RESERVE
REVALUATION
RESERVE
FOREIGN
CURRENCY
TRANSLATION
RESERVETOTAL
YEAR ENDED 30 JUNE 2025NOTES$M$M$M$M$M$M$M
Balance at 1 July 2024 810 1,194 12 4 (407) (23) 1,590
Total net earnings – 260 – – – – 260
Other comprehensive income/(loss) – – (36) – 5 – (31)
Total comprehensive income/(loss) – 260 (36) – 5 – 229
Contributions by, and distributions to, owners:
Dividends4.5 – (484) – – – – (484)
Supplementary dividends4.5 – (37) – – – – (37)
Tax credit on supplementary dividends – 37 – – – – 37
Dividend reinvestment plan 182 – – – – – 182
Issuance of shares under share schemes 3 – – – – – 3
Transfer in relation to the disposal of investment
1
– (402) – – 402 – –
Other transfers (1) 1 – (1) – 1 –
Total transactions with owners 184 (885) – (1) 402 1 (299)
Balance at 30 June 2025 994 569 (24) 3 – (22) 1,520
See accompanying notes to the financial statements.
1. Transfer of revaluation losses previously recognised through other comprehensive income to retained earnings following the disposal of Spark’s investment in Hutchison
on 25 June 2025. See note 1.3 for more details.
Spark New Zealand Annual Report FY2673
Statement of cash flows
YEAR ENDED 30 JUNE
20262025
NOTES$M$M
Cash flows from operating activities
Receipts from customers
1
3,654 3,694
Receipts from sale of IFP receivables1.5 355 –
Receipts from interest 20 29
Payments to suppliers and employees (2,618) (2,711)
Payments for collections on derecognised IFP receivables and buy backs (117) –
Payments for income tax (net of refunds) (127) (186)
Payments for interest on debt (68) (90)
Payments for interest on leases (50) (50)
Payments for interest on leased customer equipment assets (5) (6)
Net cash flows from operating activities6.5 1,044 680
Cash flows from investing activities
Proceeds from sale of property, plant, and equipment 1 2
Proceeds from sale of businesses, net of cash acquired1.4 462 8
Proceeds from sale of long-term investment 48 309
Proceeds from long-term investment 21 17
Receipts from finance leases 1 –
Receipts from loans receivable – 3
Payments for purchase of business, net of cash acquired – (2)
Payments for purchase of property, plant, and equipment, intangible assets (excluding spectrum),
and capacity (374) (430)
Payments for assets classified as held for sale1.4 (62) (2)
Payments for purchase of spectrum intangible assets (1) (10)
Payments for capitalised interest (6) (7)
Net cash flows from investing activities 90 (112)
Cash flows from financing activities
Net repayments of debt and derivatives4.4 (464) (197)
Payments for dividends1.3 (387) (302)
Receipts from lease incentive – 22
Payments for leases (108) (92)
Payments for leased customer equipment assets (33) (24)
Payments for discounts on derecognised IFP receivables (19) –
Net cash flows from financing activities (1,011) (593)
Net cash flows 123 (25)
Opening cash and cash equivalents position 34 59
Closing cash and cash equivalents position
2
157 34
See accompanying notes to the financial statements.
1. FY26 balance includes $99 million of cash collected on behalf of Challenger Limited (Challenger). See note 1.5 for further details.
2. FY26 balance comprises $52 million of cash in banks and $105 million of short-term deposit which are classified as cash equivalents.
74Financial statements
1
Section 1
General information
1.1 About this report
Reporting entity
These financial statements are for Spark New Zealand Limited (the
Company) and its subsidiaries (together Spark or the Group).
Spark is a major supplier of telecommunications and digital services
in New Zealand. Spark provides a full range of telecommunications,
information technology, and other digital products and services,
including: mobile services; broadband services; voice services;
other connectivity; cloud services; IT services management; and
procurement and partner services.
The Company is incorporated and domiciled in New Zealand,
registered under the Companies Act 1993 and is an FMC reporting
entity under the Financial Markets Conduct Act 2013. The Company
is listed on the New Zealand Stock Exchange (NZX) and the
Australian Securities Exchange (ASX) and the address of its
registered office is at 50 Albert Street, Auckland 1010, New Zealand.
Basis of preparation
The financial statements have been prepared in accordance with
Generally Accepted Accounting Practice in New Zealand (NZ GAAP).
They comply with New Zealand equivalents to IFRS Accounting
Standards (NZ IFRS) and other applicable Financial Reporting
Standards, as appropriate for profit-oriented entities. The financial
statements also comply with IFRS Accounting Standards (IFRS).
The measurement basis adopted in the preparation of these
financial statements is historical cost, modified by the revaluation of
certain investments, contingent consideration receivable, and
financial instruments, as identified in the accompanying notes.
These financial statements are expressed in New Zealand dollars,
which is Spark’s functional and presentation currency. All financial
information has been rounded to the nearest million, unless
otherwise stated. The accompanying notes include results from the
continuing operations only, unless otherwise stated. Certain
comparative information has been updated to conform with the
current year’s presentation.
The material accounting policies applied in the preparation of these
financial statements are set out in the accompanying notes where
an accounting policy choice is provided by NZ IFRS. A policy is also
included when it is new, has changed, is specific to Spark’s
operations or is material. Where NZ IFRS does not provide an
accounting policy choice, Spark has applied the requirements of NZ
IFRS but a detailed accounting policy is not included.
New and amended standards
In FY26, Spark has early adopted the amendments to NZ IFRS 10
Consolidated Financial Statements and NZ IAS 28 Sale or
Contribution of Assets between an Investor and its Associate or Joint
Venture which require an investor to recognise the full gain or loss
on transactions involving the sale or contribution of assets that
constitute a business, as defined in NZ IFRS 3 Business
Combinations, between the investor and its associate or joint
venture. Spark has applied these amendments prospectively and
this has impacted the recognition of gain on sale of data centre
business disclosed in note 1.4.
NZ IFRS 18 Presentation and Disclosure in Financial Statements (NZ
IFRS 18) will replace NZ IAS 1 Presentation of Financial Statements
and may have a material impact on Spark’s disclosures. NZ IFRS 18
has been issued but is not yet effective until periods commencing
on or after 1 January 2027. NZ IFRS 18 sets out the requirements for
the presentation and disclosure of information in financial
statements, and will not change net profit reported, but how results
are presented on the statement of profit or loss and other
comprehensive income and what information is disclosed in the
notes. Spark is currently assessing the disclosure impacts of this
standard. The key changes of NZ IFRS 18 are expected to be:
• A more structured statement of profit or loss and other
comprehensive income, including new subtotals, and income and
expenses classified into five categories (operating, investing,
financing, discontinued operations, and income tax).
• Non-GAAP management performance measures are required to
be disclosed in the financial statements and subject to audit.
• New disclosures are required for items currently labelled as
‘other’, with enhanced guidance on how to group information
within the financial statements.
Amendments to NZ IFRS 9 Financial Instruments and NZ IFRS 7
Contracts Referencing Nature Dependent Electricity introduce
requirements which apply only to contracts that reference nature-
dependent electricity. The amendments:
• Clarify the application of the ‘own-use’ requirements for in-scope
contracts.
• Amend the designation requirements for a hedged item in a cash
flow hedging relationship for in-scope contracts.
• Add new disclosure requirements to enable investors to
understand the effect of these contracts on a company’s financial
performance and cash flows.
The amendments will take effect for annual reporting periods
commencing on or after 1 January 2026. Spark is yet to determine
the disclosure impacts of these standards.
There are no other new standards, amendments or interpretations
that have been issued as at 30 June 2026, and are not yet effective,
that are expected to have a significant impact on the financial
statements of Spark.
General information
NOTES TO THE FINANCIAL STATEMENTS
Spark New Zealand Annual Report FY2675
NOTES TO THE FINANCIAL STATEMENTS: GENERAL INFORMATION
1.2 Key estimates and assumptions
The preparation of these financial statements requires management
to make estimates and assumptions. These affect the amounts of
reported revenues and expenses, and the measurement of assets
and liabilities as at 30 June. Actual results could differ from these
estimates.
The principal areas of judgement and estimation for Spark in
preparing these financial statements are found in the following
notes:
• Note 1.4 Sale of data centre business - discontinued operation
• Note 1.5 Sale of IFP receivables
• Note 2.2 Operating revenues and other gains
• Note 3.1 Receivables and prepayments
• Note 3.7 Intangible assets
• Note 4.2 Lease liabilities
1.3 Significant transactions and events
The following significant transactions and events affected the
financial performance and financial position of Spark for the year
ended 30 June 2026:
Dividends (see note 4.5)
• Dividends paid during the year ended 30 June 2026 in relation
to the H2 FY25 second-half dividend (ordinary dividend of
12.5 cents per share) and H1 FY26 first-half dividend (ordinary
dividend of 8.0 cents per share) totalled $387 million or 20.5 cents
per share, with no shares offered under the dividend
reinvestment plan.
Debt programme (see notes 4.3 and 5.2)
• On 27 November 2025, Spark announced it has extended the
term of its existing $125 million committed revolving
sustainability linked loan facility with MUFG Bank, Ltd by one year,
to mature on 30 November 2026. This facility has been cancelled
and replaced by the new bank facilities below.
• On 29 May 2026, Spark announced it has established a new suite
of committed bank facilities totalling $500 million across multiple
banks who are high-credit quality financial institutions in line with
our treasury policy. One facility of $65 million will mature on
29 May 2029, two facilities totalling $100 million will mature on
29 May 2030, and two facilities totalling $135 million will mature
on 29 May 2031. In addition, three facilities totalling $200 million
are evergreen loans, which have no fixed maturity date and
remain available until the notice period expires following
cancellation by the lending banks. These new facilities replace all
previously held bank facilities.
Long-term investments (see note 3.3)
• On 23 June 2025, Spark announced that it had accepted an offer
from Hutchison Telecommunications (Amsterdam) BV, an indirect
wholly owned subsidiary of CK Hutchison Holdings Limited, to
sell its 10% shareholding in Hutchison Telecommunications
(Australia) Limited (Hutchison) at AU$0.032 per share. The transfer
of shares completed on 25 June 2025, with NZ$48 million cash
proceeds received on 17 July 2025 which are presented in the
statement of cash flows for the year ended 30 June 2026. As at 30
June 2025, Spark transferred the cumulative revaluation losses
previously recognised through other comprehensive income to
retained earnings in the statement of changes in equity.
• Spark received a $21 million dividend in June 2026 from
Southern Cross Cables Holdings Limited investment.
Capital expenditure (see notes 2.5, 3.4, 3.6, 3.7, and
page 17 of this Annual Report)
• Spark’s additions to property, plant, and equipment, intangible
assets, assets classified as held for sale, and capacity right-of-use
assets where such additions are paid up front (excluding
spectrum, goodwill, assets fully funded by customers or vendors
and other non-cash additions that may be required by NZ IFRS)
were $467 million, comprising $401 million of business as usual
(BAU) capital expenditure and $66 million of strategic capital
expenditure (for data centres prior to their sale).
Data centre business sale (see notes 1.4, 3.1, and 3.3)
• On 30 January 2026, Spark completed the sale of 75% interest in
its data centre business to Pacific Equity Partners. As part of the
transaction, Spark transferred its data centre assets and
operations into a new stand-alone company called TenPeaks
Holdco Limited (TenPeaks). Following the completion of the sale,
the remaining 25% interest in TenPeaks has been equity
accounted for as an investment in associate. As at 30 June 2025,
the data centre business was classified as a discontinuing
operation held for sale.
• A net gain on sale of $278 million was recognised.
Sale of IFP receivables (see note 1.5)
• On 22 December 2025, Spark announced its partnership with
ASX-listed financial services organisation Challenger Limited
(Challenger) to establish a new financing structure for the IFP
plans Spark offers to its customers to acquire mobile handsets
and other accessories.
• On 23 December 2025, Spark sold eligible receivables from its
existing IFP customers to Challenger for $239 million.
• In addition to the initial sale of Spark’s existing IFP receivables,
the partnership includes an ongoing arrangement with
Challenger to sell future IFP receivables on a regular basis. There
have been subsequent sales completed on a periodic basis
throughout the second half of the financial year. Spark will
continue to collect repayments from its mobile customers directly
and transfer eligible handset receivables to Challenger at fair
value, reflecting financing costs and credit risk.
76General information
1
1.4 Sale of data centre business – discontinued operation
As disclosed in note 1.3, the sale of a 75% interest in the data centre business to Pacific Equity Partners was completed on 30 January 2026.
The Group’s statement of profit or loss has been presented to show the data centre business results for the years ended 30 June 2026 and
30 June 2025 as a discontinued operation, separately from the Group’s continuing operations.
The discontinued operation’s net earnings are as follows:
30 JANUARY
2026
30 JUNE
2025
PERIOD ENDED $M$M
Operating revenues and other gains 29 46
Product costs– (1)
Labour (4) (7)
Other operating expenses
Network support costs (1) (1)
Accommodation costs (6) (12)
Earnings before finance income and expense, income tax, depreciation, amortisation, and net investment (loss)/
income (EBITDAI) from discontinued operation 18 25
Depreciation and amortisation expense
Depreciation and amortisation - property, plant, and equipment, and intangible assets– (13)
Depreciation - right-of-use assets– (1)
Net earnings before income tax from discontinued operation 18 11
Income tax expense (5) (3)
Net earnings from discontinued operation 13 8
As of 30 June 2025, the assets and liabilities associated with the data centre business were classified as held for sale. The major classes of
assets and liabilities comprising the discontinued operation classified as held for sale were as follows:
2025
YEAR ENDED 30 JUNENOTES$M
Short-term receivables and prepayments 18
Right-of-use assets3.4 3
Property, plant, and equipment3.6 236
Intangible assets3.7 11
Total assets classified as held for sale 268
Lease liabilities4.2 4
Total liabilities classified as held for sale 4
Spark New Zealand Annual Report FY2677
NOTES TO THE FINANCIAL STATEMENTS: GENERAL INFORMATION
1.4 Sale of data centre business – discontinued operation (continued)
The sale of the data centre business on 30 January 2026 resulted in a net gain of $278 million as set out below:
2026
NOTES$M
Cash inflow arising from sale of the data centre business 462
Less: incremental transaction costs (20)
Net cash flow on sale of the data centre business442
Assets and liabilities sold
Short-term receivables and prepayments (11)
Right-of-use assets (1)
Property, plant, and equipment (302)
Goodwill (10)
Intangible assets (1)
Deferred tax asset (9)
Other assets (3)
Unearned revenue 11
Lease liabilities 1
Sale and leaseback right-of-use asset recognised 21
Sale and leaseback liability recognised (27)
Investment in TenPeaks
Contingent consideration receivable3.1 63
Investment in associate3.3 104
Net gain on sale of the data centre business 278
The net cash flows generated/(incurred) by the discontinued operation are as follows:
30 JANUARY
2026
30 JUNE
2025
PERIOD ENDED$M$M
Net cash flows from operating activities 13 22
Net cash flows from investing activities (62) (50)
Net cash flows from financing activities– (1)
Net cash flows from discontinued operation (49) (29)
78General information
1
1.4 Sale of data centre business – discontinued operation (continued)
Impact of sale of the data centre business on the statement of financial position as at 30 June 2026
The significant balances included within the statement of financial position as at 30 June 2026 as a result of the sale of the data centre
business were as follows:
AS AT
30 JANUARY
2026
DESCRIPTION OF THE BALANCE RELATING TO THE DATA CENTRE SALE
NOTES$M
Short-term receivables and prepayments 3.1 31 Short-term portion of the contingent consideration receivable of
$29 million and trade receivables from TenPeaks of $2 million
Long-term receivables and prepayments 3.1 34 Long-term portion of the contingent consideration receivable
Long-term investments 3.3 103 Investment in associate
Right-of-use assets 18 Right-of-use assets relating to leases and sale and leaseback
arrangements
Deferred tax assets 1 Deferred tax assets relating to deductible temporary differences
Short-term payables, accruals, and
provisions
(1)Short-term trade accounts payable to TenPeaks
Short-term lease liabilities (8)Short-term portion of the sale and leaseback liability
Long-term lease liabilities (14)Long-term portion of the sale and leaseback liability
Contingent consideration receivable
As disclosed in note 1.3, the sale of Spark’s 75% interest in the data centre business was completed on 30 January 2026. As part of the
consideration, Spark is entitled to additional deferred consideration of up to $130 million (comprising up to $98 million in cash and up to
$32 million additional shares in TenPeaks). These amounts are contingent on the achievement of certain performance-based objectives by
firstly, 31 December 2026 to 28 February 2027 and secondly, 31 December 2027 to 31 March 2028. At 30 June 2026, the fair value estimate
of the contingent consideration was determined to be $83 million (being $63 million in cash and $20 million in additional shares, see notes
3.1 and 3.3 respectively) based on the current view of likely performance against these objectives. The amount and timing of the contingent
consideration contain significant judgement, and as such may vary from the above amounts.
The cash portion of the contingent consideration receivable is measured at fair value through profit or loss (FVTPL), therefore, it is not
subject to the expected credit loss impairment requirements of NZ IFRS 9 Financial Instruments. The cash portion of the contingent
consideration will be remeasured at fair value at each reporting date, with changes in fair value recognised in the statement of profit or loss
and other comprehensive income.
Movements in the contingent consideration receivable are as follows:
2026
YEAR ENDED 30 JUNENOTE$M
Opening balance as at 1 July–
Additions from data centre business sale 62
Fair value gain on receivables measured at FVTPL 2.4 1
Closing balance as at 30 June 63
Short-term contingent consideration receivable 29
Long-term contingent consideration receivable 34
Spark New Zealand Annual Report FY2679
NOTES TO THE FINANCIAL STATEMENTS: GENERAL INFORMATION
1.4 Sale of data centre business – discontinued operation (continued)
Key estimates and assumptions
The fair value of contingent consideration receivable is determined using probability-weighted discounted cash flow model, which
estimates the expected cash receipts under a range of potential performance outcomes and discounts those cash flows to present
value (level three on the fair value hierarchy). The significant unobservable inputs used in the valuation include the probability of
achieving each performance milestone and the risk-adjusted discount rate.
A sensitivity analysis was undertaken in relation to the significant assumptions used in calculating the fair value of the contingent
consideration receivable. A 10% increase/decrease in the probability of achievement of the performance milestones would result
in a corresponding increase/decrease of $10 million in the receivable. In addition, a 1% increase/decrease in the discount rate
would result in a corresponding decrease/increase of less than $1 million in the receivable.
1.5 Sale of IFP receivables
During the year ended 30 June 2026, Spark entered into a series of transactions to sell IFP receivables to Challenger. The initial sale
occurred on 23 December 2025, with subsequent sales completed on a periodic basis throughout the second half of the financial year. In
aggregate, the sales of IFP receivables resulted in a net loss of $14 million as set out below:
2026
YEAR ENDED 30 JUNENOTES$M
Net cash inflow arising from sale of IFP receivables 340
Less: transaction costs and service fees (5)
Net cash flow on sale of IFP receivables 335
Less: carrying amount of the IFP receivables sold (356)
Add: carrying amount of the associated expected credit loss allowance provision3.1 7
Net loss on sale of IFP receivables2.4, 6.5 (14)
Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows expire, or when the rights to receive those cash flows
are transferred and substantially all of the risks and rewards of ownership are transferred, in accordance with NZ IFRS 9.
Where IFP receivables are sold and the Group retains exposure to a portion of the future cash flows, the asset is derecognised only to the
extent that risks and rewards have been transferred. The Group recognises a continuing involvement asset for its retained interest and a
continuing involvement liability for any obligation to pass through or repay amounts under the transfer arrangement. These items are
measured at the lower of the retained interest in the asset and the maximum amount the Group may be required to repay.
Continuing involvement
Spark derecognised the IFP receivables sold to Challenger except for the extent of its continuing involvement which represents the
maximum amount of consideration that Spark may be required to repay in relation to the IFP discounts over the life of the plan. Given the
continuing involvement, which Spark has retained control over, Spark has neither transferred nor retained substantially all the risks and
rewards of ownership which is primarily credit risk. Continuing involvement balances are presented within receivables and payables
respectively. Where unbilled customer discounts relating to the transferred receivables are recognised as a discount liability under NZ IFRS
15 Revenue from Contracts with Customers, that liability is presented as a reduction of the continuing involvement asset in the statement of
financial position.
The carrying amount of continuing involvement receivables and liabilities are as follows:
2026
CURRENTNON-CURRENTTOTAL
$M$M$M
Continuing involvement receivables 18 9 27
Continuing involvement liabilities (27) (15) (42)
80General information
1
1.5 Sale of IFP receivables (continued)
Key estimates and assumptions
Judgement is required in assessing whether the sale of IFP receivables results in derecognition under NZ IFRS 9. Key judgements
include:
• Extent of risks and rewards transferred – evaluating whether the Group has transferred substantially all risks and rewards to the
purchaser.
• Assessment of continuing involvement – determining the portion of cash flow variability the Group remains exposed to and the
resulting continuing involvement asset and liability to recognise.
• Measurement of exposure – estimating the maximum amount the Group may be required to repay or pass through under the
transfer arrangement.
These judgements directly affect the amount of receivables derecognised and the measurement of related continuing involvement
balances.
Spark New Zealand Annual Report FY2681
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL PERFORMANCE INFORMATION
Section 2 Financial performance
information
2.1 Segment information
The segment results disclosed are based on those reported to the Chief Executive and are how Spark reviews its performance. Spark’s
material assets and operations are in New Zealand, therefore no separate geographical information is provided.
Spark’s segments are measured based on product margin, which includes product operating revenues and direct product costs. The
segment results exclude other gains, labour, other operating expenses, finance income and expense, depreciation and amortisation, net
investment (loss)/income, and income tax expense, as these are assessed at an overall Group level by the Chief Executive.
Changes to segment results classification:
In FY26 Spark made changes to its segments to align with the SPK-30 business strategy. As a result, the 2025 segment results have been
reclassified as follows:
• The IT products, IT services, and High tech were reclassified between Other products and three new categories: Other connectivity,
Cloud, and IT services management in FY26 to more accurately reflect how these products are viewed and the comparative information
has been re-presented to reflect this.
There is no change to the overall Spark reported result because of these reclassifications.
20262025
YEAR ENDED 30 JUNE
OPERATING
REVENUES
$M
PRODUCT
COSTS
$M
PRODUCT
MARGIN
$M
OPERATING
REVENUES
$M
PRODUCT
COSTS
$M
PRODUCT
MARGIN
$M
Mobile 1,517 (490) 1,027 1,453 (457) 996
Broadband 596 (318) 278 608 (331) 277
Voice 126 (57) 69 150 (68) 82
Other connectivity
1
327 (171) 156 363 (196) 167
Cloud 233 (121) 112 235 (111) 124
IT services management 104 (30)74 116 (33) 83
Procurement and partners 563 (522)41 538 (473) 65
Other products
2
171 (53) 118 160 (62) 98
Segment results from continuing operations 3,637 (1,762) 1,875 3,623 (1,731) 1,892
1. Other connectivity includes IoT, managed data, networks, security, and collaboration.
2. See note 2.2 for a description of other products.
Reconciliation from segment product margin to consolidated net earnings before income tax
20262025
YEAR ENDED 30 JUNE $M$M
Segment product margin 1,8751,892
Other gains
3
312102
Labour (381)(439)
Other operating expenses
4
(511)(502)
Earnings before finance income and expense, income tax, depreciation, amortisation, and net
investment (loss)/ income (EBITDAI) 1,2951,053
Finance income 2331
Finance expense (141)(149)
Depreciation and amortisation (602)(590)
Net investment (loss)/income (1)2
Net earnings before income tax from continuing operations 574347
3. See note 2.2 for a description of other gains.
4. See note 2.3 for a breakdown of other operating expenses.
Financial performance information
82Financial performance information
2
2.2 Operating revenues and other gains
The accounting policies specific to Spark’s operating revenues are outlined below:
Contracts with customers
Spark records revenue from contracts with customers in accordance with the five steps in NZ IFRS 15:
1. Identify the contract with a customer
2. Identify the performance obligations in the contract
3. Determine the transaction price, which is the total consideration provided by the customer
4. Allocate the transaction price amount to the performance obligations in the contract based on their relative stand-alone selling prices
5. Recognise revenue when or as the performance obligation is satisfied.
Spark often provides products and services in bundled arrangements (for example, a broadband modem together with a broadband
service). Where multiple products or services are sold in a single arrangement, revenue is recognised in relation to each distinct good or
service. A product or service is distinct where, amongst other criteria, a customer can benefit from it on its own or together with other
resources that are readily available. Revenue is allocated to each distinct product or service in proportion to its stand-alone selling price and
recognised when, or as, control is transferred to the customer.
Generally, control for products is transferred and revenue recognised at the point in time it is delivered to the customer and for services,
control is transferred, and revenue recognised, over time as the service is provided. Revenue for performance obligations satisfied over time
is recognised using the ‘resources consumed by customers’ method or the ‘time-elapsed’ method, as these best depict the transfer of
goods or services to customers.
Performance obligations, where Spark acts as an agent, includes some third-party media services and certain cloud, security, and service
management contracts. Contracts with a significant financing component include those that have goods that were purchased on interest-
free payment terms of greater than 12 months.
The nature of the various performance obligations in our contracts with customers and when revenue is recognised is outlined below:
PERFORMANCE OBLIGATIONS
FROM CONTRACTS WITH CUSTOMERS
TIMING OF SATISFACTION
OF THE PERFORMANCE OBLIGATION AND PAYMENT
Mobile services, broadband services, media services,
cloud, other connectivity, IT services management, and
rental of equipment
As the service is provided (usually monthly). Generally billed and paid on a
monthly basis.
Usage, other optional or non-subscription services, and
pay-per-use services
As the service is provided. Generally billed and paid on a monthly basis.
Fixed modems, mobile handsets, and other distinct goodsWhen control is passed to the customer, generally when the customer takes
possession of the goods. For goods sold in packages or on interest-free terms,
customers usually pay in equal instalments over 6 to 36 months.
Installation or set-up services (where distinct)As the service is provided. Generally billed and paid following the provision of
the service.
Network infrastructureAs the goods or services are provided. Generally billed when milestones are
completed and revenue recognised when the milestones are completed or
once control of goods passes to the customer.
Spark New Zealand Annual Report FY2683
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL PERFORMANCE INFORMATION
2.2 Operating revenues and other gains (continued)
20262025
YEAR ENDED 30 JUNENOTE $M$M
Operating revenues
Mobile 1,517 1,453
Broadband 596 608
Voice 126 150
Other connectivity 327 363
Cloud 233 235
IT services management 104 116
Procurement and partners 563 538
Other products 171 160
3,637 3,623
Other gains
Net gain on sale of Connexa investment– 71
Net gain on sale and acquisition of property, plant, and equipment, and intangible assets 12 8
Net gain on lease modifications and terminations 22 24
Net gain/(loss) on sale of long-term businesses
1
1.4 278 (1)
312 102
Total operating revenues and other gains from continuing operations 3,949 3,725
1. FY26 balance has been impacted by the sale of the data centre business, see note 1.4 for further details.
Other products
Included in other products is revenue from mobile infrastructure and exchange building sharing arrangements.
Other gains
For the year ended 30 June 2026, other gains included the net gain on the sale of the data centre business of $278 million, the sale of
property, plant, and equipment, together with the fair value of vendor funded equipment and software to support revenue growth
opportunities of $12 million, and net gain from lease modifications and terminations of $22 million (primarily relates to mobile and
exchange sites).
For the year ended 30 June 2025, other gains included the net gain on the sale of Connexa investment of $71 million, the sale of property,
plant, and equipment, together with the fair value of vendor funded equipment and software to support revenue growth opportunities of
$8 million, net gain from lease modifications and terminations of $24 million (primarily relates to property and exchange sites), and a
$1 million net loss on disposal of Digital Island Limited.
84Financial performance information
2
2.2 Operating revenues and other gains (continued)
Key estimates and assumptions
Determining the transaction price
Determining the transaction price of Spark’s contracts requires judgement in estimating the amount of revenue we expect to be
entitled to for delivering the performance obligations within a contract. The transaction price is the amount of consideration that is
enforceable and to which we expect to be entitled in exchange for the goods and services we have promised to our customer. We
determine the transaction price by considering the terms of the contract and business practices that are customary within that
product, as well as adjusting the transaction price for estimated variable consideration and for any effects of the time value of
money. The ‘expected value’ or ‘most likely’ amount methods are used to determine variable consideration and any amount where
it is determined that it is highly probable a revenue reversal will not subsequently occur is included in the transaction price. In
making this determination consideration is given to the likelihood and potential magnitude of the revenue reversal, as well as
factors outside of Spark’s influence, the time when the uncertainty is expected to be resolved and Spark’s experience with similar
types of contracts. Judgement is required to determine the discount rate underlying any time value of money calculations, as well
as whether the financing component in a contract is significant. Discounts, rebates, refunds, credits, price concessions, incentives,
penalties, and other similar items are reflected in the transaction price at contract inception.
Determining the stand-alone selling price and the allocation of the transaction price
Determining the stand-alone selling price of performance obligations and the allocation of the transaction price between
performance obligations involves judgement. The transaction price is allocated to performance obligations based on the relative
stand-alone selling prices of the distinct goods or services in the contract. The best evidence of a stand-alone selling price is the
observable price of a good or service when the entity sells that good or service separately in similar circumstances and to similar
customers. If a stand-alone selling price is not directly observable, we estimate the stand-alone selling price taking into account
reasonably available information relating to the market conditions, entity-specific factors, and the class of customer. In determining
the stand-alone selling price, we allocate revenue between performance obligations based on expected minimum enforceable
amounts to which Spark is entitled. Any amounts above the minimum enforceable amounts are recognised as revenue as they are
earned. Discounts are allocated to performance obligations on the basis of their relative stand-alone selling prices. However,
where there is observable evidence that a discount relates entirely to one or more, but not all, performance obligations in a
contract (or a portfolio of contracts, where applicable), the discount is allocated to those specific performance obligations in
accordance with NZ IFRS 15.
Distinct goods and services
We make judgements in determining whether a promise to deliver goods or services is considered distinct. We account for
individual products and services separately if they are distinct (i.e. if a product or service is separately identifiable from other items
in the bundled package and if the customer can benefit from it). The consideration is allocated between separate products and
services in a bundle based on their stand-alone selling prices.
Timing of satisfaction of performance obligations
We make judgements in determining whether performance obligations are satisfied over time or at a point in time, as well as the
methods used for measuring progress towards completed satisfaction of performance obligations. Refer to page 83 for Spark’s
accounting policy on timing of satisfaction of performance obligations.
Spark New Zealand Annual Report FY2685
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL PERFORMANCE INFORMATION
2.3 Operating expenses
20262025
YEAR ENDED 30 JUNE$M$M
Product costs 1,762 1,731
Labour
1
381 439
Other operating expenses
Network support costs 106 78
Computer costs 155 132
Accommodation costs 82 84
Advertising, promotions, and communication 69 58
Bad debts 16 19
Other
1
83 131
Total other operating expenses 511 502
Total operating expenses from continuing operations 2,654 2,672
1. FY25 balances include additional transformation costs of $53 million ($3 million in labour and $50 million in other operating costs which were mostly severances)
incurred in the implementation of Spark’s SPK-26 Operate Programme.
Pension contributions
Labour costs include post-employment benefits (Kiwisaver and Superannuation) of $13 million (30 June 2025: $15 million).
Cost of inventories recognised as an expense
The cost of inventories recognised as an expense in relation to broadband modems, mobile devices, and other accessories was
$356 million (30 June 2025: $330 million).
Lease expenses
Expenses relating to short-term leases and leases of low-value assets were $6 million (30 June 2025: $8 million).
Donations
Donations for the year ended 30 June 2026 were $1,941,262 and comprised Spark’s donation to Spark Foundation of $1,918,262, and
payroll giving and other donations of $23,000 (30 June 2025: $1,931,000, comprised Spark’s donation to the Spark Foundation of
$1,894,000 and payroll giving and other donations of $37,000). Spark made no donations to political parties in the years ended 30 June
2026 and 30 June 2025.
Auditor’s remuneration
20262025
YEAR ENDED 30 JUNE$’000$’000
Audit and review of financial statements
1
1,255 1,361
Audit or review related services
2
58 57
Other assurance services and other agreed upon procedures engagements
3
93 87
Taxation services
4
28 –
Human resource services
5
70 45
Other services
6
17 27
Total fees paid to auditor 1,521 1,577
1. The audit fee includes fees for both the annual audit of the financial statements and the review of the interim financial statements.
2. Audit or review related services consist of the audit of telecommunications-related regulatory disclosures.
3. Other assurance services relate to assurance over the Group’s greenhouse gas emissions of $72k (2025: $67k) and sustainability linked loan of $21k (2025:$20k).
4. Taxation services relate to international tax advisory support.
5. Human resource services for current year relates to the process design capability uplift programme. FY25 human resource services relate to business partner training
programme.
6. Other services relate to other advisory services of $17k for the Corporate Taxpayer Group of which Spark, alongside a number of organisations, is a member of (2025:
$17k). FY25 also includes services relating to the CPO Vantage Programme of $5k and CFO Vantage Programme of $5k.
86Financial performance information
2
2.4 Finance income, finance expense, depreciation, amortisation, and net investment
(loss)/income
20262025
YEAR ENDED 30 JUNENOTES$M$M
Finance income
Finance lease interest income 8 8
Other interest income 15 23
23 31
Finance expense
Finance expense on debt (66) (79)
Lease interest expense4.2 (51) (51)
Leased customer equipment interest expense (5) (6)
Loss on sale of IFP receivables1.5 (14) -
Other interest and finance expenses (11) (20)
(147) (156)
Plus: interest capitalised
1
6 7
(141) (149)
Depreciation and amortisation
Depreciation – property, plant, and equipment3.6 (270) (274)
Depreciation – right-of-use assets3.4 (111) (103)
Depreciation – leased customer equipment assets3.5 (27) (27)
Amortisation – intangible assets3.7 (194) (186)
(602) (590)
Net investment (loss)/income
Share of associates' and joint ventures' net losses3.3 (2) (6)
Interest income on loans receivable from associates and joint ventures - 8
Fair value gain on receivables measured at FVTPL1.4 1 -
(1) 2
1. Interest was capitalised on property, plant, and equipment, and intangible assets under development for the year ended 30 June 2026 at an annualised rate of 5.6% (30
June 2025: 5.7%).
Spark New Zealand Annual Report FY2687
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL PERFORMANCE INFORMATION
2.5 Non-GAAP measures
Spark uses non-GAAP financial measures that are not prepared in accordance with NZ IFRS. Spark believes that these non-GAAP financial
measures provide useful information to readers to assist in the understanding of the financial performance, financial position or returns of
Spark. These measures are also used internally to evaluate performance of products, to analyse trends in cash-based expenses, to establish
operational goals, and allocate resources. However, they should not be viewed in isolation, nor considered as a substitute for measures
reported in accordance with NZ IFRS, as they are not uniformly defined or utilised by all companies in New Zealand or the
telecommunications industry.
Earnings before finance income and expense, income tax, depreciation, amortisation, and net investment
(loss)/income (EBITDAI)
Spark calculates EBITDAI from continuing operations by taking net earnings from continuing operations, adding back finance expense,
depreciation and amortisation, and income tax expense, subtracting finance income, and adjusting for net investment (loss)/income (which
includes Spark’s share of net profits or losses from associates and joint ventures, interest income on loans receivable from associates and
joint ventures, fair value gain on receivables measured at FVTPL, and dividend income). A reconciliation of Spark’s EBITDAI from continuing
operations is provided below and based on amounts taken from, and consistent with, those presented in these financial statements.
20262025
YEAR ENDED 30 JUNENOTES$M$M
Net earnings from continuing operations reported under NZ IFRS 486 252
Less: finance income2.4 (23) (31)
Add back: finance expense2.4 141 149
Add back: depreciation and amortisation2.4 602 590
Add/(Less): net investment loss/income2.4 1 (2)
Add back: income tax expense6.1 88 95
EBITDAI from continuing operations 1,295 1,053
88Financial performance information
2
2.5 Non–GAAP measures (continued)
Adjusted EBITDAI and adjusted net earnings
Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes significant items of unusual or
infrequent nature (such as gains, expenses, and impairments) individually greater than $25 million. In the year ended 30 June 2026, the net
gain on sale of the data centre business of $278 million and any associated tax impact were deemed significant to adjust. In the year ended
30 June 2025, the net gain on sale of the remaining Connexa investment of $71 million, the transformation costs associated with Spark’s
SPK-26 Operate Programme of $53 million, and any associated tax impacts were deemed significant to adjust.
20262025
YEAR ENDED 30 JUNENOTES$M$M
EBITDAI from continuing operations 1,295 1,053
EBITDAI from discontinued operation1.4 18 25
Less: net gain on sale of Connexa investment2.2– (71)
Less: net gain on sale of data centre business1.4 (278) –
Add: transformation costs2.3 – 53
Adjusted total EBITDAI 1,035 1,060
Net earnings from continuing operations reported under NZ IFRS 486 252
Net earnings from discontinued operation reported under NZ IFRS1.4 13 8
Less: net gain on sale of Connexa investment2.2 – (71)
Less: net gain on sale of data centre business1.4 (278) –
Add: tax effect on sale of data centre business6.1 4 –
Add: transformation costs2.3 – 53
Add: tax effect of transformation costs6.1 – (15)
Adjusted total net earnings 225 227
Capital expenditure
Capital expenditure is the additions to property, plant, and equipment, and intangible assets (excluding spectrum, goodwill, acquisitions,
assets fully funded by customers or vendors, and other non-cash additions that may be required by NZ IFRS, such as decommissioning
costs), assets classified as held for sale, and additions to capacity right-of-use assets where such additions are paid up front.
20262025
YEAR ENDED 30 JUNENOTES$M$M
Additions to property, plant, and equipment3.6 232 316
Additions to intangible assets3.7 178 157
Additions to assets classified as held for sale
1
66 –
Additions to capacity right-of-use assets3.4 14 3
Total additions 490 476
Less: assets fully funded by customers or vendors3.6, 3.7 (16) (47)
Less: spectrum additions3.7 (7)–
Capital expenditure 467 429
BAU capital expenditure 401 401
Strategic capital expenditure (for data centres prior to their sale)
1
66 28
1. This expenditure was recovered as part of the proceeds received from the sale of the data centre business.
Spark New Zealand Annual Report FY2689
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL PERFORMANCE INFORMATION
2.5 Non–GAAP measures (continued)
Net debt
Net debt at hedged rates, the primary net debt measure Spark monitors, includes debt at the value of hedged cash flows due to arise on
maturity, less any cash and cash equivalents. Net debt at carrying value includes the non-cash impact of fair value hedge adjustments and
any unamortised discount.
Net debt at hedged rates is a non-GAAP measure and is not defined in accordance with NZ IFRS but is a measure used by management. A
reconciliation of net debt at hedged rates and net debt at carrying value is provided in note 4.4.
Net tangible assets
Net tangible assets per share is a non-GAAP financial measure that is not defined in NZ IFRS. Total assets include assets classified as held for
sale and right-of-use assets. Total liabilities include liabilities classified as held for sale and lease liabilities.
The calculation of Spark’s net tangible assets per share and its reconciliation to the statement of financial position is presented below:
20262025
YEAR ENDED 30 JUNENOTE$M$M
Total assets 4,298 4,525
Less: intangible assets (787) (804)
Less: total liabilities (2,651) (3,005)
Net tangible assets 860 716
Number of shares outstanding (in millions)4.5 1,890 1,889
Net tangible assets per share$0.46$0.38
90Financial performance information
3
Section 3 Assets
3.1 Receivables and prepayments
20262025
AS AT 30 JUNENOTES$M$M
Short-term receivables and prepayments
Trade receivables 422 422
Short-term prepayments 165 108
Short-term unbilled revenue
1
144 294
Short-term contract costs 55 52
Short-term finance lease receivables 14 13
Short-term receivables measured at FVTPL1.4 29 –
Other short-term receivables
1,2
28 50
857 939
Long-term receivables and prepayments
Long-term unbilled revenue
1
49 99
Long-term prepayments 29 105
Long-term contract costs 81 84
Long-term finance lease receivables 106 96
Long-term loans receivable 2 3
Long-term receivables measured at FVTPL1.4 34 –
Other long-term receivables
1
10 –
311 387
1. FY26 balances have been impacted by the sale of IFP receivables. See note 1.5 for more details.
2. FY25 balance includes $47 million for the sale of shares in Hutchison, received on 17 July 2025, see note 1.3 for further details.
Amounts are stated at their net carrying value, including expected credit loss allowance provisions for those measured at amortised cost.
The fair value of finance lease receivables is estimated to be $134 million (30 June 2025: $116 million) and the carrying amount of all other
receivables measured at amortised cost are approximately equivalent to their fair value.
Assets
Spark New Zealand Annual Report FY2691
NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3 .1 Receivables and prepayments (continued)
Contract costs
Contract costs include costs to obtain a contract and costs to fulfil a contract. These costs are expected to be recovered and are therefore
initially deferred to the statement of financial position and then recognised within operating expenses on a systematic basis that is
consistent with the transfer to the customer of the goods or services to which the asset relates. The following summarises changes in those
balances:
20262025
COSTS TO
OBTAIN A
CONTRACT
COSTS TO
FULFIL A
CONTRACTTOTAL
COSTS TO
OBTAIN A
CONTRACT
COSTS TO
FULFIL A
CONTRACTTOTAL
YEAR ENDED 30 JUNE$M$M$M$M$M$M
Opening balance as at 1 July 29 107 136 26 112 138
Additions 14 41 55 9 51 60
Transferred to assets held for sale – (1) (1) – – –
Amortisation recognised in operating expenses (8) (46) (54) (6) (56) (62)
Closing balance as at 30 June 35 101 136 29 107 136
Short-term contract costs 9 46 55 6 46 52
Long-term contract costs 26 55 81 23 61 84
Key estimates and assumptions
Determining the costs incurred to obtain or fulfil a contract that meet the deferral criteria within NZ IFRS 15 requires significant
judgement. Further, where such costs can be deferred, determining the appropriate amortisation period to recognise the costs
within operating expenses requires management judgement, including assessing the expected average customer tenure for
consumer customers and the expected contract term for enterprise customers. The amortisation period of the contract costs
ranges from 2 years to 11 years.
Expected credit loss allowance provision
Movements in the loss allowance provision are as follows:
20262025
YEAR ENDED 30 JUNENOTE$M$M
Opening balance as at 1 July2220
Charged to expenses 20 22
Released from IFP sale 1.5 (7)–
Bad debts recovered (3) (3)
Utilised(18)(17)
Closing balance as at 30 June 14 22
Assets
92Assets
3
3 .1 Receivables and prepayments (continued)
Spark has applied the simplified approach to providing for expected credit losses, which requires the recognition of a lifetime expected loss
provision for trade receivables, unbilled revenue, contract costs, and finance lease receivables. The calculation of the allowance provision
incorporates Spark’s previous collection history and forward-looking information, such as forecasted economic conditions.
The expected credit loss allowance provision has been determined as follows:
CURRENT≤ 1 MONTH> 1 MONTHTOTAL
AS AT 30 JUNE 2026$M$M$M$M
Expected loss rate1.0%0.7%6.3%1.5%
Gross carrying amount 693 136 96 925
Expected credit loss allowance provision 7 1 6 14
Short-term loss allowance provision 5 1 6 12
Long-term loss allowance provision 2 –– 2
AS AT 30 JUNE 2025
Expected loss rate1.6%0.5%15.6%1.9%
Gross carrying amount 892 198 45 1,135
Expected credit loss allowance provision 14 1 7 22
Short-term loss allowance provision 10 1 7 18
Long-term loss allowance provision 4 –– 4
The composition of the credit loss allowance provision between receivable types is as follows:
20262025
AS AT 30 JUNE$M$M
Trade receivables 8 10
Unbilled revenue 3 9
Contract costs 2 2
Finance lease receivables 1 1
Expected credit loss allowance provision 14 22
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of
recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could
generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject
to enforcement activities to comply with the Group’s procedures for recovery of amounts due.
Key estimates and assumptions
The expected credit loss allowance provision is determined based on assumptions about the risk of default and expected loss
rates of customers and other counterparties. Spark uses judgement in making these assumptions and selecting the inputs to the
impairment calculation based on Spark’s past collection history, existing market conditions, as well as forward-looking estimates at
the end of the reporting period. Forward-looking estimates include assessment of forecasted changes to interest rates,
unemployment rates, and Gross Domestic Product in New Zealand.
Spark considers a financial asset to be in default when:
• the debtor is unlikely to pay its credit obligations to Spark in full, without recourse by Spark to actions such as realising security
(if any is held); or
• the financial asset is more than 90 days past due.
Spark New Zealand Annual Report FY2693
NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3 .1 Receivables and prepayments (continued)
Finance lease receivables
Spark has a number of leases for space in exchange buildings, including as a lessor for space in Spark exchanges and a lessee for space in
Chorus exchanges. These leases include a legal right of offset, as Spark and Chorus settle the payments on a net basis, and are therefore
shown as a net finance lease receivable or net lease liability on the statement of financial position.
In FY26, Spark assigned its leases for two data centres to TenPeaks. In FY25, Spark assigned its leases for its former corporate office in
Victoria Street, Auckland to a third party. In FY23, Spark assigned its ground leases for the mobile site assets sold to Connexa. As a result,
Spark recorded finance lease receivables equal to the lease liabilities for these leases. Spark is unwinding these balances over the remaining
term to the next right of renewal, at which point they will be terminated or novated.
In addition, Spark subleases a number of office building floors. Where subleases are for the whole of the remaining non-cancellable term of
the head lease, these are classified as a finance lease.
The profile of lease net receipts is set out below:
20262025
UNDISCOUNTEDDISCOUNTEDUNDISCOUNTEDDISCOUNTED
AS AT 30 JUNE$M$M$M$M
Less than one year 23 14 20 13
Between one and five years 51 21 51 26
More than five years 146 85 129 70
Net finance lease receivables 220 120 200 109
Less: unearned finance income (100)– (91)–
Present value of finance lease receivables 120 120 109 109
Short-term finance lease receivables 14 13
Long-term finance lease receivables 106 96
The lease with Chorus, where Spark is the lessor, has multiple rights of renewals and the full lease term has been used in the majority of the
calculation of the financial lease receivable at lease inception, as it was likely that because of the specialised nature of the buildings, the
lease would be renewed to the maximum term.
3.2 Inventories
20262025
AS AT 30 JUNE$M$M
Goods held for resale 94 83
Total inventories 94 83
94Assets
3
3.3 Long-term investments
20262025
AS AT 30 JUNEMEASUREMENT BASIS$M$M
Investment in associates and joint venturesEquity method 153 73
Other long-term investmentsCost 3 3
156 76
Following the completion of the sale of the data centre business on 30 January 2026, Spark’s 25% interest in TenPeaks is equity accounted
for as an investment in associate. Spark has significant influence over TenPeaks but does not control the entity. Significant influence arises
from Spark’s equity interest and governance arrangements, including representation on the board and participation in relevant
decision-making processes.
The investment in TenPeaks was initially recognised at $104 million (includes $20 million contingent share consideration) which is the fair
value of Spark’s retained interest at the sale completion date. Subsequently, the carrying amount was adjusted to recognise Spark’s share
of profit or loss, other comprehensive income, and any dividends received. As of 30 June 2026, the carrying amount of the investment in
TenPeaks is $103 million.
In FY26, Spark received a dividend of $21 million from Southern Cross Cables Holdings Limited (FY25: $17 million return of capital
was received from Southern Cross Cables Holdings Limited).
On 25 June 2025, Spark sold its 10% shareholding in Hutchison for AU$0.032 per share, with $48 million cash proceeds received on
17 July 2025.
Investment in associates and joint ventures
Spark’s investment in associates and joint ventures at 30 June 2026 consists of the following:
NAMETYPECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Flok LimitedAssociate New Zealand38%Hardware and software development
Hourua LimitedJoint VentureNew Zealand50%Delivering the Public Safety Network
Pacific Carriage Holdings Limited, Inc.AssociateUnited States41%A holding company
Rural Connectivity Group LimitedJoint VentureNew Zealand33%Rural broadband
Southern Cross Cables Holdings LimitedAssociateBermuda41%A holding company
TNAS LimitedJoint VentureNew Zealand50%Telecommunications development
TenPeaks HoldCo LimitedAssociateNew Zealand25%Data centre infrastructure
All investments in associates and joint ventures are measured using the equity method. Changes in the aggregate carrying amount of
Spark’s investment in associates and joint ventures were as follows:
20262025
ASSOCIATESJOINT VENTURESTOTALASSOCIATESJOINT VENTURESTOTAL
YEAR ENDED 30 JUNENOTES$M$M$M$M$M$M
Opening balance as at 1 July 56 17 73 143 18 161
Additional investments during the year 104 – 104 – – –
Disposals – – – (65) – (65)
Dividends/return of capital1.3 (21) – (21) (17) – (17)
Share of net losses2.4 – (2) (2) (5) (1) (6)
Other (1) – (1) – – –
Closing balance as at 30 June 138 15 153 56 17 73
Spark has suspended equity accounting for Pacific Carriage Holdings Limited Inc and Southern Cross Cables Holdings Limited (together
‘Southern Cross’) as their carrying values were reduced to nil. Spark has no obligation to fund Southern Cross deficits or repay dividends.
For the year ended 30 June 2026, Spark’s share of Southern Cross profits was not recognised because of the existence of historic
cumulative Southern Cross deficits. In the current year, Southern Cross profit was $44 million (30 June 2025: profit of $53 million).
Spark New Zealand Annual Report FY2695
NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.4 Right–of–use assets
Spark is a lessee for a large number of leases, including:
• Property – Spark leases a number of office buildings and retail stores. Some of these leases have rights of renewal that are reasonably
certain to be exercised and therefore may have long expected lease terms
• Capacity arrangements – Spark enters into a number of indefeasible right-of-use capacity arrangements for cable capacity
• Mobile sites – Spark has entered into a number of agreements to allow the operation of mobile network infrastructure throughout
New Zealand
• Motor vehicles – Spark leases motor vehicles for use in sales, field operations, and maintenance of infrastructure equipment
• IT storage and compute – Spark leases IT capacity infrastructure including racks to process, store, and manage data for use in providing
services to customers
• Other – Spark leases equipment that is held at Spark premises and used to provide services to customers or for Spark’s own use.
Movements in right-of-use assets are summarised below:
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLES
IT STORAGE
AND COMPUTEOTHERTOTAL
YEAR ENDED 30 JUNE 2026NOTE$M$M$M$M$M$M$M
Opening net book value182 176 110 2 80 5 555
Additions and acquisitions9 14 38 – 26 5 92
Disposals(5)– (1)– – – (6)
Assets transferred back from
held for sale3 – – – – – 3
Remeasurements3 – – 1 – – 4
Depreciation charge2.4(34)(25)(14)(2)(34)(2)(111)
Closing net book value158 165 133 1 72 8 537
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLES
IT STORAGE
AND COMPUTEOTHERTOTAL
YEAR ENDED 30 JUNE 2025NOTES$M$M$M$M$M$M$M
Opening net book value132 197 78 5 72 3 487
Additions and acquisitions105 3 38 – 36 3 185
Disposals(22)– (1)(1)– – (24)
Assets classified as held for sale(3)– – – – – (3)
Remeasurements6 1 5 – 1 1 14
Depreciation charge
1
1.4, 2.4(36)(25)(10)(2)(29)(2)(104)
Closing net book value182 176 110 2 80 5 555
1. Depreciation includes charges for continuing and discontinued operations in FY25.
All capacity additions for the years ended 30 June 2026 and 30 June 2025 were fully paid on control being obtained and therefore deemed
capital expenditure, which is a non-GAAP measure, as defined and reconciled in note 2.5.
Income from subleasing right-of-use assets for the year ended 30 June 2026 was $2 million (30 June 2025: $1 million).
96Assets
3
3.4 Right–of–use assets (continued)
Key estimates and assumptions
At inception of a contract Spark assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract
conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a
contract conveys the right to control the use of an identified asset, Spark assesses whether:
• The contract involves the use of an identified asset
• Spark has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use
• Spark has the right to direct the use of the asset
At inception or on reassessment of a contract that contains a lease component, Spark allocates the consideration in the contract to
each lease component on the basis of their relative stand-alone prices. Spark recognises a right-of-use asset at the lease
commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate
of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any
lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of
the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are
determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically assessed for
impairment losses and adjusted for certain remeasurements of the lease liability.
3.5 Leased customer equipment assets
Spark acts as the intermediate party (as a lessee and a lessor) in a number of lease arrangements for customer premises equipment. Such
arrangements may also include an initial sale and leaseback transaction. A sale and leaseback transaction contains a genuine sale if control
of an asset is transferred under NZ IFRS 15. For Spark’s back-to-back lease arrangements we have assessed that a sale does not occur, as
control over the equipment remains with Spark instead of passing to the buyer-lessor. Spark also acts as a lessor, where there is no
intermediate party, for customer premises equipment.
Spark as the seller-lessee or lessor (when the lease is an operating lease) continues to recognise the leased customer equipment asset,
which is initially measured at cost. The assets are subsequently depreciated using the straight-line method based on their estimated useful
lives. Movements in leased customer equipment assets are summarised below:
20262025
YEAR ENDED 30 JUNENOTE$M$M
Opening net book value59 70
Additions37 17
Disposals (3)(1)
Depreciation charge2.4(27)(27)
Closing net book value66 59
AS AT 30 JUNE
Cost220 210
Accumulated depreciation and impairment losses(154)(151)
Closing net book value66 59
Leased customer equipment assets are leased to customers under operating leases. Revenue received from these arrangements and other
operating leases for the year ended 30 June 2026, including from discontinued operation, was $55 million (30 June 2025: $62 million).
Spark New Zealand Annual Report FY2697
NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.6 Property, plant, and equipment
TELECOMMUNI–
CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2026NOTES$M$M$M$M$M$M
Opening net book value710 50 176 139 109 1,184
Additions and acquisitions
1
2.5– – – – 232 232
Transfers183 – 4 34 (221)–
Depreciation charge2.4(210)– (20)(40)– (270)
Closing net book value683 50 160 133 120 1,146
AS AT 30 JUNE 2026
Cost3,573 50 505 465 120 4,713
Accumulated depreciation and impairment losses(2,890)– (345)(332)– (3,567)
Closing net book value683 50 160 133 120 1,146
TELECOMMUNI–
CATIONS
EQUIPMENT
AND PLANTFREEHOLD LANDBUILDINGSOTHER ASSETS
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2025NOTES$M$M$M$M$M$M
Opening net book value 792 59 260 85 198 1,394
Additions and acquisitions
1
2.5 – – – – 316 316
Assets classified as held for sale1.4 (98) (9) (88) (1) (40) (236)
Transfers 238 – 30 95 (363) –
Disposals – – – (1) (2) (3)
Depreciation charge
2
1.4, 2.4 (222) – (26) (39) – (287)
Closing net book value 710 50 176 139 109 1,184
AS AT 30 JUNE 2025
Cost 3,581 50 508 572 109 4,820
Accumulated depreciation and impairment losses (2,871) – (332) (433) – (3,636)
Closing net book value 710 50 176 139 109 1,184
1. Included in additions is $16 million (30 June 2025: $44 million) of assets fully funded by customers or vendors.
2. Depreciation includes charges for continuing and discontinued operations in FY25.
98Assets
3
3.6 Property, plant, and equipment (continued)
Joint arrangement
Spark has a joint arrangement relating to the construction and operation of the Tasman Global Access fibre-optic submarine cable between
Australia and New Zealand. As at 30 June 2026, the carrying values of Spark’s share of property, plant, and equipment, and capacity right-of-
use assets in the joint operation were $11 million and $18 million, respectively (30 June 2025: $10 million and $19 million, respectively).
Key estimates and assumptions
Spark’s property, plant, and equipment is measured at cost and depreciation is charged on a straight-line basis over the assets’
estimated useful lives. Determining the appropriate useful life of property, plant, and equipment requires management
judgement, including the expected period of service potential, the likelihood technological advances will make the asset obsolete,
the likelihood of Spark ceasing to use it, and the effect of government regulation.
The estimated useful lives of Spark’s property, plant, and equipment are as follows:
Telecommunications equipment
Links and cables 9 – 50 years
Network transport 2 – 15 years
Mobile radio access network 5 – 25 years
Customer premises equipment 3 – 5 years
International cable and satellite 10 – 15 years
Buildings
Buildings 15 – 53 years
Furniture and fittings 3 – 20 years
Air conditioning 5 – 20 years
Power systems 3 – 25 years
Batteries 5 – 15 years
Other
Motor vehicles 6 years
Computer equipment 2 – 8 years
Internal IT system assets 3 – 15 years
The assessment of assets for impairment is based on a large number of factors, such as changes in current competitive conditions,
expectations of growth in the telecommunications industry, the discontinuance of services, the expected future cash flows an asset
is expected to generate, and other changes in circumstances that indicate an impairment exists. Key judgements include rates of
expected revenue growth or decline, expected future margins, and the selection of an appropriate discount rate for valuing future
cash flows.
Spark New Zealand Annual Report FY2699
NOTES TO THE FINANCIAL STATEMENTS: ASSETS
3.7 Intangible assets
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2026NOTES$M$M$M$M$M$M
Opening net book value 381 145 8 230 40 804
Additions and acquisitions
1
2.5 – 7 – – 171 178
Transfers 159 – – – (160) (1)
Amortisation charge 2.4 (173) (19) (2)– – (194)
Closing net book value 367 133 6 230 51 787
AS AT 30 JUNE 2026
Cost 2,103 361 74 278 51 2,867
Accumulated amortisation and impairment losses (1,736) (228) (68) (48)– (2,080)
Closing net book value 367 133 6 230 51 787
SOFTWARE
SPECTRUM
LICENCES
OTHER
INTANGIBLESGOODWILL
WORK IN
PROGRESSTOTAL
YEAR ENDED 30 JUNE 2025NOTES$M$M$M$M$M$M
Opening net book value 352 163 15 244 77 851
Additions and acquisitions
1
2.5 – – – – 157 157
Assets classified as held for sale 1.4 – – – (10) (1) (11)
Transfers 192 – 1 – (193)–
Disposals– – (3) (4)– (7)
Amortisation charge 2.4 (163) (18) (5)– – (186)
Closing net book value 381 145 8 230 40 804
AS AT 30 JUNE 2025
Cost 1,957 355 73 278 40 2,703
Accumulated amortisation and impairment losses (1,576) (210) (65) (48)– (1,899)
Closing net book value 381 145 8 230 40 804
1. FY25 additions included $3 million of assets fully funded by customers or vendors. Total software capitalised in the year ended 30 June 2026 includes $85 million
(30 June 2025: $97 million) of internally generated assets. Other software capitalised in the year includes software licences and externally supplied labour.
Key estimates and assumptions
Intangible assets are amortised over their useful lives on a straight-line basis, except goodwill, which is tested for impairment
annually. Determining the appropriate useful life of an intangible asset requires management judgement, including assessing the
expected period of service potential, the likelihood technological advances will make it obsolete, and the likelihood of Spark
ceasing to use it.
The estimated useful lives of Spark’s intangible assets are as follows:
Spectrum licences 2 – 21 years
Software 2 – 16 years
Customer contracts and brands 5 – 10 years
Other intangible assets 2 – 100 years
100Assets
3
3.7 Intangible assets (continued)
Goodwill
Goodwill by cash-generating unit (CGU) is presented below:
20262025
AS AT 30 JUNE$M$M
Mobile 47 47
Broadband 3 3
Other connectivity 75 75
Cloud 52 52
IT services management 43 43
Other products 10 10
230 230
The comparative goodwill balances have been reclassified to align with the revised segment presentation disclosed in note 2.1.
During the years ended 30 June 2026 and 30 June 2025, no impairment arose as a result of the assessment of the carrying value of
goodwill. Headroom currently exists in each CGU and, based on the sensitivity analysis performed, no reasonably possible changes in the
assumptions would cause the carrying amount of the CGUs to exceed their recoverable amounts.
Key estimates and assumptions
Goodwill is assessed annually for impairment using a value-in-use model, which estimates the future cash flows, based on the FY26
Board-approved business plan, applied to the next three years, with key assumptions being forecast earnings and capital
expenditure for each CGU. The forecast financial information is based on both past experience and future expectations of CGU
performance. The key inputs and assumptions used in performing an impairment assessment that require judgement include
revenue forecasts, operating cost projections, customer numbers and customer churn, discount rates, growth rates, and future
technology paths.
Nil terminal growth was applied to all CGUs and a pre-tax discount rate of 11.4% was utilised for the year ended 30 June 2026 (30
June 2025: 11.0%). Management considers that the risk aspects, prospects, and exposure are sufficiently similar to apply these
rates across all CGU’s.
Spark New Zealand Annual Report FY26101
NOTES TO THE FINANCIAL STATEMENTS: LIABILITIES AND EQUITY
Section 4 Liabilities and equity
4.1 Payables, accruals, and provisions
20262025
AS AT 30 JUNE$M$M
Short-term payables, accruals, and provisions
Trade accounts payable and accruals 383 321
Revenue billed in advance 130 111
Accrued personnel costs 34 29
Accrued interest 3 4
GST payable 42 36
Short-term sale and leaseback liabilities 16 18
Short-term provisions 9 8
Other short-term payables and accruals
1
36 9
653 536
Long-term payables, accruals, and provisions
Long-term sale and leaseback liabilities 35 31
Long-term revenue billed in advance 11 13
Long-term provisions 3 3
Other long-term payables and accruals
1
16 2
65 49
1. These balances have been impacted by the sale of IFP receivables. See note 1.5 for more details.
Trade accounts payable and sale and leaseback liabilities are financial instruments held at amortised cost.
Provisions
The following table summarises movements in provisions in the year:
SPARK SPORT
PROVISION
MAKE-GOOD
PROVISIONS TOTAL
YEAR ENDED 30 JUNE 2026$M$M$M
Opening balance as at 1 July 7 4 11
Additional provisions made in the year 1 8 9
Amounts utilised during the year (7) (2) (9)
Unwinding of discount 1 1 2
Reversal of unused provisions– (1) (1)
Closing balance at 30 June 2 10 12
Short-term provisions 2 7 9
Long-term provisions– 3 3
Liabilities and equity
102Liabilities and equity
4
4.2 Lease liabilities
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLES
IT STORAGE
AND COMPUTEOTHERTOTAL
YEAR ENDED 30 JUNE 2026NOTE$M$M$M$M$M$M$M
Opening lease liability balance 267 2 499 2 91 6 867
Leases entered into during the year 9 1 39 – 32 5 86
Disposals (1)– (3)– – – (4)
Liabilities transferred back from held for sale 3 – – – – – 3
Interest expense2.4 13 – 33 – 5 – 51
Principal repayments (60) (1) (64) (2) (41) (2) (170)
Remeasurements 1 – (3) 1 – – (1)
Balance at the end of the year 232 2 501 1 87 9 832
Short-term lease liabilities 38 1 31 1 33 3 107
Long-term lease liabilities 194 1 470 – 54 6 725
Lease liabilities – non-cancellable
commitments
1
225 2 882 1 87 9 1,206
PROPERTYCAPACITY
MOBILE
SITES
MOTOR
VEHICLES
IT STORAGE
AND COMPUTEOTHERTOTAL
YEAR ENDED 30 JUNE 2025NOTES$M$M$M$M$M$M$M
Opening lease liability balance 162 2 488 5 79 5 741
Leases entered into during the year148 – 38 – 37 3 226
Disposals(4)– (8)– – – (12)
Liabilities classified as held for sale1.4(4)– – – – – (4)
Interest expense2.412 – 33 – 6 – 51
Principal repayments(53)(1)(60)(3)(32)(2)(151)
Remeasurements6 1 8 – 1 – 16
Balance at the end of the year267 2 499 2 91 6 867
Short-term lease liabilities40 – 34 1 30 2 107
Long-term lease liabilities227 2 465 1 61 4 760
Lease liabilities - non-cancellable
commitments
1
251 2 687 2 91 6 1,039
1. Relates to the discounted lease liability for future minimum rental commitments for non-cancellable periods of leases, excluding rights of renewal, which are at Spark’s
option, including leases committed to that have not yet commenced.
Spark New Zealand Annual Report FY26103
NOTES TO THE FINANCIAL STATEMENTS: LIABILITIES AND EQUITY
4.2 Lease liabilities (continued)
Key estimates and assumptions
Spark recognises a lease liability at the lease commencement date. The lease liability is initially measured at the present value of
the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that
rate cannot be readily determined, Spark’s incremental borrowing rate. Generally Spark uses its incremental borrowing rate as the
discount rate, with adjustments for the type and term of the lease.
Lease payments included in the measurement of the lease liability which comprise:
• Fixed payments, including in-substance fixed payments
• Variable lease payments that depend on an index or rate, initially measured using the index or rate as at the commencement date
• Amounts expected to be payable under a residual value guarantee
• The exercise price under a purchase option that Spark is reasonably certain to exercise
• Lease payments in an optional renewal period if Spark is reasonably certain to exercise an extension option
The lease liability is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there
is a change in Spark’s estimate of the amount expected to be payable under a residual value guarantee or if Spark changes its
assessment of whether it will exercise a purchase or extension option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use
asset or it is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Spark has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have lease terms of 12 months
or less and leases of low-value assets. Spark recognises the lease payments associated with these leases within operating expenses
on a straight-line basis over their lease terms.
104Liabilities and equity
4
4.3 Debt
Debt is recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, debt is classified and measured
at amortised cost plus, for hedged liabilities that are in a fair value hedging relationship, adjustments for fair value changes attributable to
the risk being hedged. Any difference between cost and redemption value (including fair value changes) is recognised in the statement of
profit or loss and other comprehensive income over the period of the borrowings, using the effective interest rate method.
20262025
AS AT 30 JUNENOTESFACILITYCOUPON RATEMATURITY
$M$M
Current debt
Commercial paperVariable< 3 months 20 150
20 150
Supplier financing arrangements
1
Variable< 30/09/2042 20 32
20 32
Bank funding
MUFG Bank Ltd
2
125 million NZDVariable29/05/2026 – 125
– 125
Domestic notes
125 million NZD5.13.94%07/09/2026 125 –
125 –
Foreign currency Medium Term Notes
Australian Medium Term Notes – 100 million AUD5.11.90%05/06/2026 – 105
– 105
Total current debt4.4 165 412
Non-current debt
Supplier financing arrangements
1
Variable< 30/09/2042 14 28
14 28
Bank funding
Commonwealth Bank of Australia
2
100 million NZDVariable30/11/2027 – 70
– 70
Domestic notes
125 million NZD5.13.94%07/09/2026 – 124
100 million NZD
3
4.37%29/09/2028 100 100
125 million NZD5.15.21%18/09/2029 128 129
175 million NZD5.15.45%18/09/2031 181 182
409 535
Foreign currency Medium Term Notes
Australian Medium Term Notes – 150 million AUD5.14.00%20/10/2027 179 160
Australian Medium Term Notes – 125 million AUD5.12.60%18/03/2030 136 123
Norwegian Medium Term Notes – 1 billion NOK
4
5.13.07%19/03/2029 166 154
481 437
Total non-current debt4.4 904 1,070
Total debt 1,069 1,482
1. With respect to arrangements with outstanding liabilities during the year, including those entered into in prior years, financing providers have paid suppliers a total of
$113 million, Spark has accrued interest of $7 million and made payments against these arrangements of $86 million, resulting in a closing liability of $34 million as at
30 June 2026 (30 June 2025: financers have paid suppliers $109 million, Spark has accrued interest of $5 million and made payments against these arrangements of
$54 million, resulting in a closing liability of $60 million). Amounts paid under these arrangements are presented in the statement of cash flows within financing activities.
These supplier financing arrangements have extended payment terms ranging from two to nineteen years from initial supplier financing arrangement commencement
dates, generally with monthly or yearly repayments. Comparable trade payables have payment terms ranging from 30 days to 60 days. There are no security or
guarantees provided relating to these arrangements. There were no significant non-cash changes in the carrying amounts of these supplier financing arrangements.
2. These facilities were sustainability linked loans which have been cancelled in FY26 and replaced by a new suite of committed bank facilities which are not sustainability
linked.
3. This bond is a sustainability linked bond. The bond includes an increase to interest rate if the sustainability target is not achieved. The target was achieved as at
30 June 2026.
4. Norwegian krone.
Spark New Zealand Annual Report FY26105
NOTES TO THE FINANCIAL STATEMENTS: LIABILITIES AND EQUITY
4.3 Debt (continued)
Changes in Spark’s short-term and long-term financing are disclosed in note 1.3 of these financial statements.
None of Spark’s debt is secured and all debt ranks equally with other liabilities. There are no financial covenants over Spark’s debt, however,
there are certain triggers in the event of default, as defined in the various debt agreements. There have been no events of default over
Spark’s debt in the years ended 30 June 2026 and 30 June 2025.
The fair value of total debt based on market observable prices was $1,086 million compared to a carrying value of $1,069 million as at
30 June 2026 (30 June 2025: fair value of $1,489 million compared to a carrying value of $1,482 million).
4.4 Capital risk management
Spark manages its capital considering shareholders’ interests, the value of Spark’s assets, and the Company’s credit rating. The Board
is focused on the Company retaining a strong balance sheet, targeting metrics consistent with its current S&P Global credit ratings.
At 30 June 2026, Spark’s net debt to EBITDAI (including lease liabilities and other estimated credit rating agency adjustments) ratio was
~1.7x (2025: 2.2x).
As at 30 June 2026, the Company’s S&P Global credit ratings for long-term and short-term debt was, respectively, A- and A-2 with outlook
negative (30 June 2025: A- and A-2 with outlook negative).
Net debt
A reconciliation of net debt at hedged rates (a non-GAAP measure) and net debt at carrying value is provided below:
20262025
AS AT 30 JUNE$M$M
Cash and cash equivalents (157) (34)
Current debt at face value 166 417
Non-current debt at face value 934 1,085
Net debt at face value 943 1,468
To retranslate debt balances at swap rates where hedged by currency swaps (45) 7
Net debt at hedged rates
1
898 1,475
Non-cash adjustments
Impact of fair value hedge adjustments
2
47
Unamortised discount (9) (4)
Net debt at carrying value 893 1,478
1. Net debt at hedged rates is the value of hedged cash flows due to arise on maturity.
2. Fair value hedge adjustments arise on domestic notes in fair value hedges and foreign currency medium term notes in dual fair value and cash flow hedges. These have
no impact on the cash flows to arise on maturity.
106Liabilities and equity
4
4.4 Capital risk management (continued)
A reconciliation of movements in net debt is provided below:
CASH FLOWSNON–CASH MOVEMENTS
YEAR ENDED 30 JUNE 2026NOTES
AS AT 1 JULY
2025
$M
PROCEEDS
$M
PAYMENTS
$M
INTEREST
AMORTISATION
$M
FAIR VALUE
CHANGES
$M
FOREIGN
EXCHANGE
MOVEMENT
$M
OTHER
$M
AS AT 30 JUNE
2026
$M
Cash and cash equivalents(34)(11,325)11,202––––(157)
Current debt 4.34121,964(2,373)–314145165
Non-current debt 4.31,0704,715(4,785)–(10)53(139)904
Derivatives30122(107)–3(67)–(19)
Net debt at carrying value 1,478 (4,524) 3,937 – (4) – 6 893
CASH FLOWSNON–CASH MOVEMENTS
YEAR ENDED 30 JUNE 2025NOTES
AS AT 1 JULY
2024
$M
PROCEEDS
$M
PAYMENTS
$M
INTEREST
AMORTISATION
$M
FAIR VALUE
CHANGES
$M
FOREIGN
EXCHANGE
MOVEMENT
$M
OTHER
$M
AS AT 30 JUNE
2025
$M
Cash and cash equivalents(59)(16,466)16,491––––(34)
Current debt 4.34142,219(2,358)(1)––138412
Non-current debt 4.31,20510,163(10,221)–433(123)1,070
Derivatives78–––(45)(3)–30
Net debt at carrying value 1,638 (4,084) 3,912 (1) (2) – 15 1,478
4.5 Equity and dividends
Share capital
Movements in the Company’s issued ordinary shares were as follows:
20262025
YEAR ENDED 30 JUNENUMBERNUMBER
Shares at the beginning of the year 1,889,322,507 1,814,155,480
Dividend reinvestment plan– 74,185,274
Issuance of shares under share schemes and other transfers 807,601 981,753
Shares at the end of the year 1,890,130,108 1,889,322,507
All issued shares are fully paid and have no par value. Shareholders of ordinary shares have the right to vote at any general meeting of the Company.
Dividends
1
20262025
YEAR ENDED 30 JUNE
CENTS PER
SHARE$M
CENTS PER
SHARE$M
Previous year second half-year dividend 12.5 236 14.0 254
First half-year dividend 8.0 151 12.5 230
Total dividends in the year 20.5 387 26.5 484
Second half-year dividend declared subsequent to balance date not provided for8 151 12.5 236
1. Dividends paid disclosed above exclude supplementary dividends. For the year ended 30 June 2026, supplementary dividends paid were $20 million (30 June 2025:
$37 million).
Events after balance date
On 19 August 2026 the Board approved the payment of a second-half ordinary dividend of 8.0 cents per share or approximately
$151 million. This ordinary dividend will be 50% imputed. In addition, supplementary dividends totalling approximately $6 million will
be payable to shareholders who are not resident in New Zealand. In accordance with the Income Tax Act 2007, Spark will receive a tax
credit from Inland Revenue equivalent to the amount of supplementary dividends paid.
Spark New Zealand Annual Report FY26107
NOTES TO THE FINANCIAL STATEMENTS: LIABILITIES AND EQUITY
4.5 Equity and dividends (continued)
H1 FY26 H2 FY26
ORDINARY DIVIDENDS ORDINARY DIVIDENDS
Dividends declared
Ordinary shares 8.0 cents 8.0 cents
American Depositary Shares
1
24.16 US cents 23.41 US cents
Imputation
Percentage imputed50%50%
Imputation credits per share 1.5556 cents 1.5556 cents
Supplementary dividend per share
2
0.7059 cents 0.7059 cents
‘Ex’ dividend dates
New Zealand Stock Exchange19/03/202610/09/2026
Australian Securities Exchange19/03/202610/09/2026
American Depositary Shares 20/03/202611/09/2026
Record dates
New Zealand Stock Exchange20/03/202611/09/2026
Australian Securities Exchange20/03/202611/09/2026
American Depositary Shares 20/03/202611/09/2026
Payment dates
New Zealand and Australia 10/04/20262/10/2026
American Depositary Shares 20/04/202612/10/2026
1. Spark’s American Depositary Shares, each representing five ordinary Spark shares and evidenced by American Depositary Receipts (ADRs), are traded over-the-counter in
the United States. This is a Level 1 ADR programme that is sponsored by Bank of New York Mellon. For H2 FY26, these are based on the exchange rate at 12 August 2026
of NZ$1 to US$0.5852 and a ratio of five ordinary shares per one American Depositary Share. The actual exchange rate used for conversion is determined in the week
prior to payment when the Bank of New York Mellon performs the physical currency conversion.
2. Supplementary dividends are paid to non-resident shareholders.
Dividend reinvestment plan
The company has a dividend reinvestment plan under which shareholders can elect to receive dividends in additional shares. The dividend
reinvestment plan has been reinstated for the H2 FY26 dividend after being suspended in 2025. Shares issued under the dividend
reinvestment plan will be issued at the prevailing market price determined in accordance with the terms of the plan, with no discount
applied. The last date for shareholders to elect to participate in the dividend reinvestment plan for the H2 FY26 dividend is 14 September
2026. Spark’s Dividend Reinvestment Plan Offer Document and Participation Notice can be found on Spark’s Investor Centre Website:
investors.sparknz.co.nz.
108Liabilities and equity
5
Section 5 Financial instruments
5.1 Derivatives and hedge accounting
20262025
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
DERIVATIVE
ASSETS
DERIVATIVE
LIABILITIES
AS AT 30 JUNE$M$M$M$M
Designated in a cash flow hedge3 (17)– (26)
Designated in a fair value hedge9 – 11 (1)
Designated in a dual fair value and cash flow hedge15 (5)– (40)
27 (22)11 (67)
Short-term derivatives3 (1)– (7)
Long-term derivatives24 (21)11 (60)
Spark’s derivatives are held at fair value, calculated using discounted cash flow models and observable market rates of interest and foreign
exchange prices. This represents a level two measurement under the fair value measurement hierarchy, being inputs other than quoted prices
included within level one that are observable for the asset or liability. As at 30 June 2026 and 30 June 2025, no derivative financial assets or
derivative financial liabilities have been offset in the statement of financial position. The potential for offsetting of any derivative financial
instruments is $9 million (30 June 2025: $10 million), which if applied would result in a reduction of derivative assets and derivative liabilities.
Hedge accounting
Derivatives are hedge accounted when they are designated into an effective hedge relationship as a hedging instrument. The nature and
the effectiveness of the hedge accounting relationship will determine where the gains and losses on remeasurement are recognised.
Derivatives are designated as:
• Fair value hedges, where the derivative is used to manage interest rate risk in relation to debt.
• Cash flow hedges, where the derivative is used to manage the variability in cash flows of highly probable forecast transactions.
• Dual fair value and cash flow hedges, where the derivative is used to hedge the interest rate risk on foreign debt and the variability in cash
flows due to movements in foreign exchange rates.
At inception, each hedge relationship is formalised in hedge documentation. Hedge accounting is discontinued when the hedge instrument
expires or is sold, terminated, exercised or no longer qualifies for hedge accounting. Spark 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,
reference interest rates, tenors (time to maturity), repricing dates, maturities, and notional amounts. Spark 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 using the hypothetical derivative method.
Derivatives in hedge relationships are designated based on a hedge ratio of 1:1. In these hedge relationships the main source of
ineffectiveness is the effect of the counterparty and Spark’s own credit risk on the fair value of the derivatives, which is not reflected in the
change in the fair value of the hedged item attributable to changes in foreign exchange and interest rates.
Cash flow hedges
Cross-currency interest rate swaps and interest rate swaps are jointly designated in cash flow hedges to manage interest and foreign
exchange rate risk on debt. The hedged cash flows will affect Spark’s statement of profit or loss and other comprehensive income as interest
and principal amounts are repaid over the remaining term of the debt.
Interest rate swaps are designated in cash flow hedges to manage the interest rate exposure of highly probable forecast variable rate debt
and aggregate variable interest rate exposures created by swapping local or foreign currency floating-rate (variable) debt into fixed-rate debt.
Spark also enters into forward foreign exchange contracts to hedge forecast foreign currency purchases, the majority expected to be made
within 12 months. The related cash flows are recognised in the statement of profit or loss and other comprehensive income over this period.
Financial instruments
Spark New Zealand Annual Report FY26109
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTRUMENTS
5.1 Derivatives and hedge accounting (continued)
A reconciliation of movements in the hedge reserves, net of tax, is outlined below:
20262025
YEAR ENDED 30 JUNE$M$M
Opening balance as at 1 July (24) 12
Loss recognised in other comprehensive income (4) (48)
Amount reclassified to finance expense 12 9
Amount reclassified to property, plant, and equipment, intangible assets, and inventory 3 3
Total movements to other comprehensive income 11 (36)
Closing balance as at 30 June (13) (24)
Included within the closing balance at 30 June 2026 is $2 million relating to the cost of hedging reserve (30 June 2025: $3 million). The
movement in the hedge reserves includes $9 million in the change in fair value of cross-currency and domestic interest rate swaps, less
$3 million associated deferred tax, and $5 million for forward foreign exchange contracts (30 June 2025: $45 million in the change in fair
value of cross-currency and domestic interest rate swaps, less $13 million associated deferred tax, and $4 million for forward foreign
exchange contracts).
Fair value hedges
Interest rate swaps are designated in a fair value hedge to manage interest rate risk in relation to debt. The gain or loss from remeasuring
the interest rate swaps and debt at fair value is recognised in the statement of profit or loss and other comprehensive income. During the
year ended 30 June 2026, there has been no material ineffectiveness on fair value hedging relationships (30 June 2025: no material
ineffectiveness) and as a result, no material changes have been recognised in profit and loss.
Dual fair value and cash flow hedges
Spark has Australian dollar (AUD) and Norwegian krone (NOK) denominated debt. As part of Spark’s risk management policy, cross-
currency interest rate swaps (CCIRSs) are entered into to convert all of the proceeds of the debt issuances to New Zealand dollars and
convert the foreign currency fixed rate of the debt issuance to a New Zealand dollar floating rate. To mitigate profit or loss volatility, the
CCIRSs were designated into a dual fair value and cash flow hedge relationship. The foreign currency basis element of the CCIRSs are
excluded from the designation and are separately recognised in other comprehensive income in a cost of hedging reserve.
For fair value hedges, the gain or loss from remeasuring the CCIRSs and debt at fair value is recognised in the statement of profit or loss and
other comprehensive income. For cash flow hedges, gains or losses deferred in the cash flow hedge reserve will be reclassified to Spark’s
statement of profit or loss and other comprehensive income as interest and principal amounts are repaid over the remaining term of the debt.
The change in fair value of the hedging instruments relating to the foreign currency basis component of the CCIRSs are recognised in other
comprehensive income and accumulated in a cost of hedging reserve. Subsequently, the cumulative amount is transferred to profit or loss
at the same time as the hedged item impacts profit or loss.
110Financial instruments
5
5.1 Derivatives and hedge accounting (continued)
The details of the hedging instruments are as follows:
NOTIONAL
AMOUNT OF
HEDGING
INSTRUMENT
STATEMENT
OF FINANCIAL
POSITION
LINE ITEM
CARRYING AMOUNT OF
THE HEDGING INSTRUMENT
LIFE–TO–DATE
CHANGE–IN–
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE–
NESSASSETSLIABILITIES
AS AT 30 JUNE 2026$M$M$M
Cash flow hedges
Interest rate swaps NZD 1b Derivatives – (17) (17)
Forward foreign exchange contracts NZD 86m Derivatives 3 – 3
Fair value hedges
Interest rate swaps NZD 425m Derivatives 9 – 9
Fair value and cash flow hedges
Cross-currency interest rate swaps AUD 150m Derivatives 13 – 13
Cross-currency interest rate swaps AUD 125m Derivatives 2 – 2
Cross-currency interest rate swaps NOK 1b Derivatives – (5) (5)
27 (22) 5
NOTIONAL
AMOUNT OF
HEDGING
INSTRUMENT
STATEMENT
OF FINANCIAL
POSITION
LINE ITEM
CARRYING AMOUNT OF
THE HEDGING INSTRUMENT
LIFE–TO–DATE
CHANGE–IN–
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE–
NESSASSETSLIABILITIES
AS AT 30 JUNE 2025$M$M$M
Cash flow hedges
Interest rate swaps NZD 1b Derivatives – (22) (22)
Forward foreign exchange contracts NZD 110m Derivatives – (4) (4)
Fair value hedges
Interest rate swaps NZD 425m Derivatives 11 (1) 10
Fair value and cash flow hedges
Cross-currency interest rate swaps AUD 100m Derivatives – (2) (2)
Cross-currency interest rate swaps AUD 150m Derivatives – (6) (6)
Cross-currency interest rate swaps AUD 125m Derivatives – (13) (13)
Cross-currency interest rate swaps NOK 1b Derivatives – (19) (19)
11 (67) (56)
Spark New Zealand Annual Report FY26111
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTRUMENTS
5.1 Derivatives and hedge accounting (continued)
The details of hedged items are as follows:
STATEMENT OF FINANCIAL
POSITION LINE ITEM
CARRYING AMOUNT OF
THE HEDGED ITEM
ACCUMULATED AMOUNT OF FAIR
VALUE HEDGE ADJUSTMENTS ON
THE HEDGED ITEM INCLUDED IN
THE CARRYING AMOUNT OF THE
HEDGED ITEM
LIFE–TO–DATE
CHANGE–IN–
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE–
NESSASSETSLIABILITIESASSETSLIABILITIES
AS AT 30 JUNE 2026NOTES$M$M$M$M$M
Cash flow hedges
Aggregated variable interest rate exposure – – – – – 17
Committed foreign exchange transactions – – – – – (3)
Fair value hedges
Domestic Notes4.3 Current and
non-current debt – (434) – (9) (9)
Fair value and cash flow hedges
Australian Medium Term Notes (AUD 150m)4.3 Non-current debt – (179) 4 – (13)
Australian Medium Term Notes (AUD 125m)4.3 Non-current debt – (136) 16 – (2)
Norwegian Medium Term Notes (NOK 1b)4.3 Non-current debt – (166) 12 – 5
– (915) 32 (9) (5)
NOTES
STATEMENT OF FINANCIAL
POSITION LINE ITEM
CARRYING AMOUNT OF
THE HEDGED ITEM
ACCUMULATED AMOUNT OF FAIR
VALUE HEDGE ADJUSTMENTS ON
THE HEDGED ITEM INCLUDED IN
THE CARRYING AMOUNT OF THE
HEDGED ITEM
LIFE–TO–DATE
CHANGE–IN–
VALUE USED FOR
CALCULATING
HEDGE
INEFFECTIVE–
NESSASSETSLIABILITIESASSETSLIABILITIES
AS AT 30 JUNE 2025$M$M$M$M$M
Cash flow hedges
Aggregated variable interest rate exposure – – – – – 22
Committed foreign exchange transactions – – – – – 4
Fair value hedges
Domestic Notes4.3 Non-current debt – (435) 1 (11) (10)
Fair value and cash flow hedges
Australian Medium Term Notes (AUD 100m)4.3 Current debt – (105) 3 – 2
Australian Medium Term Notes (AUD 150m)4.3 Non-current debt – (160) 1 – 6
Australian Medium Term Notes (AUD 125m)4.3 Non-current debt – (123) 12 – 13
Norwegian Medium Term Notes (NOK 1b)4.3 Non-current debt – (154) 9 – 19
– (977) 26 (11) 56
112Financial instruments
5
5.2 Financial risk management
a) Market risk
Spark is exposed to market risk primarily from changes in foreign
currency exchange rates and interest rates. Spark employs risk
management strategies, including the use of derivative financial
instruments, to manage these exposures through a Board-approved
treasury policy, which provides the framework within which
treasury-related activities are conducted.
Spark manages the concentration of exposures using well-defined
market and credit risk limits and through timely reporting to senior
management. All contracts have been entered into with high-credit
quality financial institutions. The risk associated with these
transactions is that the fair value or cash flows of financial
instruments will change due to movements in market rates or, in the
case of default by a counterparty, through the cost of replacement
at the current market rates.
Currency risk
Nature of the risk
Currency risk is the risk that eventual New Zealand dollar net cash
flows from transactions undertaken by Spark will be adversely
affected by changes in foreign currency exchange rates.
Exposure and risk management
Spark’s total net exposure (from non-derivative financial
instruments) to foreign currency as at 30 June 2026 is $530 million
(30 June 2025: $578 million). This includes $178 million long-term
debt principal denominated in NOK (30 June 2025: $163 million)
and $335 million long-term debt principal denominated in AUD (30
June 2025: $405 million). The remaining exposure is primarily trade
payables and other receivables denominated in United States
dollars (USD).
Spark manages currency risk arising from foreign currency debt
through hedging. Spark’s long-term debt issued in NOK and AUD is
fully hedged using cross-currency interest rate swaps to convert
foreign currency cashflows into floating-rate New Zealand dollar
exposures.
Currency risk from capital and operational expenditure in foreign
currencies (and related trade payables) has been substantially
hedged by entering into forward foreign exchange contracts.
Sensitivity to foreign currency movements
As at 30 June 2026, a movement of 10% in the New Zealand dollar
would (after hedging) impact the statement of profit or loss by $1
million to $3 million (30 June 2025: less than $2 million) and the
statement of changes in equity by $8 million to $10 million (30 June
2025: $9 million to $15 million). This analysis assumes a movement
in the New Zealand dollar across all currencies and only includes
the effect of foreign exchange movements on monetary financial
instruments.
Interest rate risk
Nature of the risk
Interest rate risk is the risk that fluctuations in interest rates impact
Spark’s cash flows, financial performance or the fair value of its
holdings of financial instruments.
Exposure and risk management
Spark is exposed to interest rate risk from its financing activities,
which primarily include loans and debt issuance either at fixed or
floating rates. For floating-rate exposures Spark employs the use of
derivative financial instruments to reduce its exposure to
fluctuations in interest rates, with the objective to minimise the cost
of net borrowings and to minimise the impact of interest rate
movements on interest expense and net earnings.
Cross-currency interest rate swaps are used to convert foreign
currency debt into floating-rate New Zealand dollar exposures.
Interest rate swaps are used to convert floating-rate exposures into
fixed-rate exposures and vice versa. As a result, Spark’s interest rate
exposure is limited to New Zealand only.
Sensitivity to interest rate movements
As at 30 June 2026, a movement in interest rates of 25 basis points
would (after hedging) impact the statement of profit or loss by less
than $1 million (30 June 2025: less than $1 million) and the statement
of changes in equity by $3 million to $4 million (30 June 2025:
$4 million to $5 million).
Spark New Zealand Annual Report FY26113
NOTES TO THE FINANCIAL STATEMENTS: FINANCIAL INSTRUMENTS
5.2 Financial risk management (continued)
b) Credit risk
Nature of the risk
Credit risk arises in the normal course of Spark’s business on cash,
receivables, and derivative financial instruments if a counterparty
fails to meet its contractual obligations.
Exposure and risk management
Spark is exposed to credit risk if customers and counterparties fail
to make payments in respect of:
• Payment of trade and other receivables as they fall due; and
• Contractual cash flows of derivative assets held at fair value.
Spark’s assets subject to credit risk as at 30 June 2026 were $1,158
million (30 June 2025: $1,158 million).
Spark considers the probability of default upon initial recognition of
cash and cash equivalents, receivables, and derivative assets and
whether there has been a significant and ongoing increase in credit
risk at the end of each reporting period. To assess this Spark
compares the risk of default occurring on these assets at the
reporting date, with the risk of default at the date of initial
recognition. Available, reasonable and supportive forward-looking
information is considered, especially the following indicators:
• External credit rating (as far as available);
• Actual or expected significant adverse changes in business,
financial or economic conditions that are expected to cause a
significant change to the customer or counterparty’s ability to
meet their obligations; and
• Significant changes in the value of the collateral supporting the
obligation or in the quality of third-party guarantees or credit
enhancements.
Spark considers a financial asset to have low credit risk when the
asset is held with a high-credit quality financial institution or with a
party that has a strong financial position with no past due amounts.
Spark manages its exposure using a credit policy that includes limits
on exposures with significant counterparties that have been set and
approved by the Board and are monitored on a regular basis. Spark
places its cash and cash equivalents and derivative financial
instruments with high-credit quality financial institutions and does
not have significant concentration of risk with any single financial
institution. Spark has finance lease receivables which are deemed
low credit risk. Concentration of credit risk for trade and other
receivables is limited because of Spark’s large customer base.
Letters of credit and guarantees may be held over some receivable
amounts. The carrying amounts of financial assets represent the
maximum credit exposure.
c) Liquidity risk
Nature of the risk
Liquidity risk represents Spark’s ability to meet its contractual
obligations as they fall due.
Exposure and risk management
Spark uses cash and cash equivalents, debt, and derivative financial
instruments to manage liquidity and evaluates its liquidity
requirements on an ongoing basis. In general, Spark generates
sufficient cash flows from its operating activities to meet its financial
liabilities. As at 30 June 2026, Spark had current assets of $1,271
million and current liabilities of $926 million (30 June 2025: current
assets of $1,438 million and current liabilities of $1,066 million).
Positive operating cash flows enable working capital to be managed
to meet short-term liabilities as they fall due.
In the event of any shortfalls Spark has the following financing
programmes:
• Undrawn committed bank facilities of $500 million with New
Zealand and international banks (30 June 2025: $625 million
facilities including the standby facility with $195 million drawn)
• Undrawn committed bank overdraft facilities of $15 million with
New Zealand banks (30 June 2025: $15 million).
There are no compensating balance requirements associated with
these facilities.
Spark’s liquidity policy is to maintain unutilised committed facilities
of at least 110% of the next 12 months’ forecast peak net funding
requirements, including coverage for short-term capital market
issues and uncommitted facilities. Spark’s funding policy requires
that no more than 30% of total debt (including undrawn and
standby facilities) can mature within any rolling 12 month period,
which has been met.
114Financial instruments
5
5.2 Financial risk management (continued)
c) Liquidity risk (continued)
Maturity analysis
The following table provides an analysis of Spark’s remaining contractual cash flows relating to non-derivative financial liabilities and
derivative financial assets and liabilities. Contractual cash flows include contractual undiscounted principal and interest amounts.
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2026$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade accounts payable and accruals383383383 – – – –
Sale and leaseback liabilities 51 58 9 14 17 18 –
Lease liabilities 832 1,065 74 75 142 285 489
Debt1,069 1,227 175 30 222 614 186
Derivative financial assets and liabilities
Interest rate swaps (net settled) 8 8 3 1 2 1 1
Cross-currency interest rate swaps (gross
settled)
Inflows (15) (556) (5) (11) (196) (344) –
Outflows 5 528 11 11 184 322 –
Forward foreign exchange contracts
(gross settled)
Inflows (3) (90) (83) (7) – – –
Outflows – 86 80 6 – – –
2,330 2,709 647 119 371 896 676
CARRYING
AMOUNT
CONTRACTUAL
CASH FLOWS0–6 MONTHS6–12 MONTHS1–2 YEARS2–5 YEARS5+ YEARS
AS AT 30 JUNE 2025$M$M$M$M$M$M$M
Non-derivative financial liabilities
Trade accounts payable and accruals 321 321 321 – – – –
Sale and leaseback liabilities 49 53 17 14 12 10 –
Lease liabilities 867 1,170 77 72 134 319 568
Debt 1,482 1,667 382 148 182 768 187
Derivative financial assets and liabilities
Interest rate swaps (net settled) 12 13 3 3 4 3 –
Cross-currency interest rate swaps (gross
settled)
Inflows – (623) (6) (119) (15) (483) –
Outflows 40 663 14 120 23 506 –
Forward foreign exchange contracts (gross
settled)
Inflows – (107) (82) (15) (10) – –
Outflows 4 110 83 15 12 – –
2,775 3,267 809 238 342 1,123 755
Spark New Zealand Annual Report FY26115
NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION
Section 6 Other information
6.1 Income tax
Income tax expense
The income tax expense is determined as follows:
20262025
YEAR ENDED 30 JUNENOTE$M$M
Statement of profit or loss and other comprehensive income
Current income tax
Current year income tax expense (excluding adjusting items) (60) (90)
Current year income tax expense on adjusting items
1
2.5 (4) 15
Adjustments in respect of prior periods (4) (2)
Deferred income tax
Depreciation, provisions, accruals, tax losses, and other adjustments (excluding adjusting items) (23) (15)
Adjustments in respect of prior periods 3 (3)
Income tax expense from continuing operations recognised in the statement of profit or loss and other
comprehensive income
2
(88) (95)
1. FY26 relates to the tax effect of the $13 million gain on the land related to the sale of the data centre business (FY25: the tax effect of the $53 million of transformation
costs associated with Spark’s SPK-26 Operate Programme).
2. Income tax expense from discontinued operation is $5 million (FY25: $3 million), see note 1.4 for further details.
Reconciliation of income tax expense
20262025
YEAR ENDED 30 JUNE$M$M
Net earnings before income tax from continuing operations 574 347
Tax at current rate of 28% (161) (97)
Adjustments to taxation
Non-assessable gains on sale
1
78 20
Other non-assessable items 4 (4)
Tax effects of non-New Zealand profits (8) (9)
Adjustments in respect of prior periods (1) (5)
Total income tax expense from continuing operations
2
(88) (95)
1. FY26 includes the tax effect of the $278 million net gain on sale of the data centre business (FY25: includes the tax effect of the $71 million net gain on sale of investment
in Connexa).
2. Income tax expense from discontinued operation is $5 million (FY25: $3 million).
Pillar Two legislation
As a large multinational enterprise (MNE) with annual revenue in excess of €750m, Spark is within the scope of the OECD Pillar Two initiative
(Pillar Two) and the associated Global Anti-Base Erosion (GloBE) rules that enforce Pillar Two. Spark has performed an assessment of its
potential exposure to GloBE top-up taxes utilising the GloBE temporary safe harbour thresholds (Safe Harbour) and has concluded there is
no material impact on its consolidated financial position as at 30 June 2026 (FY26). This position is expected to remain through to FY28,
being the current duration of the Safe Harbour period. Spark’s FY25 GloBE reporting obligations related to Australia and the United
Kingdom are due 31 December 2026, registration for this reporting has been completed and we are in a position to file by the due date.
Other information
116Other information
6
6.1 Income tax (continued)
Deferred tax assets and liabilities
Deferred tax assets and liabilities are offset in the statement of financial position and presented as a net deferred tax asset/(liability).
The movements in the deferred tax assets and liabilities are provided below:
FIXED ASSETSLEASES
PROVISIONS &
ACCRUALSOTHERTOTAL
ASSETS/(LIABILITIES)$M$M$M$M$M
Opening balance as at 1 July 2025 (90) 102 10 (11) 11
Amounts recognised in the statement of profit or loss and other
comprehensive income
Relating to the current period (1) (11) (3) (10) (25)
Adjustments in respect of prior periods – 1 – 2 3
Amounts recognised in equity relating to the current year – – – 1 1
Closing balance as at 30 June 2026 (91) 92 7 (18) (10)
FIXED ASSETSLEASES
PROVISIONS &
ACCRUALSOTHERTOTAL
ASSETS/(LIABILITIES)$M$M$M$M$M
Opening balance as at 1 July 2024 (88) 106 11 (12) 17
Amounts recognised in statement of profit or loss and other
comprehensive income
Relating to the current period – 2 (3) (14) (15)
Adjustments in respect of prior periods (2) (6) 2 3 (3)
Amounts recognised in equity relating to the current year – – – 12 12
Closing balance as at 30 June 2025 (90) 102 10 (11) 11
Spark has not recognised the tax effect of accumulated unrestricted losses and temporary differences amounting to AU$461 million at
30 June 2026 based on the relevant corporation tax rate of Australia (30 June 2025: AU$461 million). These losses and temporary
differences may be available to be carried forward to offset against future taxable income. However, utilisation is contingent on the
production of taxable profits over a significant period of time and is subject to compliance with the relevant taxation authority requirements.
Spark has a negative 23 million imputation credit account balance as at 30 June 2026 due to the timing of dividend and tax payments
(30 June 2025: negative 53 million). The imputation credit account had a positive balance as at 31 March 2026.
Spark has a $157 million taxation recoverable at 30 June 2026 (30 June 2025: $114 million). This reflects higher provisional tax payments
(including for imputation credit account purposes) and lower than expected taxable earnings in the period to offset those payments.
Spark New Zealand Annual Report FY26117
NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION
6.2 Employee share schemes
Spark operates a share-based compensation plan that is equity settled as outlined below.
Share option scheme
From September 2019, members of the Leadership Team (including the CEO) and selected senior leaders have been granted options
under the Spark Long-Term Incentive (LTI) scheme. Under the scheme participants are granted options at the start of the three-
year vesting period. The number of options granted equals the gross LTI value divided by the volume weighted average price (VWAP)
of Spark New Zealand shares for the 20 days prior to the grant date. Subject to satisfaction of the performance hurdle and continued
employment, at vesting each option converts to a Spark share based on a zero exercise price. If the target is not met (or the participant
leaves Spark employment) then the options simply lapse, with exceptions for redundancy, death, and disablement. Spark enables
participants to meet tax obligations through PAYE by authorising the sale of a sufficient number of shares on their behalf.
Vesting of the LTI grants are contingent on participants’ continued employment with Spark for three years from grant date (subject to
exceptions) and the Company achieving the specified performance hurdles. The performance hurdle targets are set annually. For grants
issued in 2023, 2024, and 2025, 75% of the allocated shares will vest based on the performance hurdle target of the Company’s cost of
equity plus 1.5% compounding annually and 25% will vest based on performance against environmental and diversity targets.
In September 2025, Spark introduced the Transformation Delivery Incentive (TDI) Scheme, a one-off share-based incentive scheme for
selected employees designed to support delivery of Spark’s transformation and performance reset programme. Participants were granted
options based on a 20-day VWAP prior to grant date, with a two-year vesting period ending in September 2027. Vesting is subject to
continued employment, achievement of specified transformation performance hurdles, and gateway conditions requiring both (i) Spark’s
share price at vesting (measured using a 20-day VWAP) to exceed the grant-date share price and (ii) achievement of an FY27 exit run rate
savings target of $140 million. Performance hurdles comprise measures linked to transformation benefits and operating model targets.
Upon vesting, each option converts to one Spark share for nil consideration.
Options with an intrinsic value of $9 million (30 June 2025: $8 million) remain outstanding at 30 June 2026 and have a weighted average
remaining life of 1.4 years (30 June 2025: 1.4 years).
Information regarding options awarded under this scheme is as follows:
20262025
OPTIONS
1
OPTIONS
1
NUMBER OF
OPTIONS
NUMBER OF
OPTIONS
Opening balance as at 1 July 3,348,328 3,220,983
Granted 2,549,374 1,738,184
Vested (69,577) (14,119)
Lapsed (1,142,017) (1,596,720)
Closing balance as at 30 June 4,686,108 3,348,328
Percentage of total ordinary shares0.25%0.18%
1. All options have a nil exercise price.
The fair value of the employee services received in exchange for the grant of equity instruments is recognised as an expense, with a
corresponding entry in equity. The total charge recognised for this scheme for the year ended 30 June 2026 was $1.5 million (30 June 2025:
$1.5 million). As at 30 June 2026, $2.1 million of share scheme awards remain unvested and not expensed (30 June 2025: $2.1 million). This
expense, measured at its fair value based on a valuation model, will be recognised over the remaining vesting period of the awards.
On 22 September 2025, the majority of the grants issued in 2023 were not vested and lapsed in FY26, with the exception of 48,750 options
which vested in accordance with the scheme rules. Additionally, 20,827 options granted in 2024 converted to ordinary shares and
transferred in line with the business sale provisions in the scheme rules. The aggregate of the estimated fair values of the options granted in
September 2025 is $2 million (options granted in September 2024: $2 million).
118Other information
6
6.3 Related party transactions
Related parties of Spark include the associate and joint venture companies listed in note 3.3 and key management personnel detailed below.
Interest of directors in certain transactions
The Group entered into transactions during the year with entities associated with certain directors in the ordinary course of business.
Transactions with associate and joint venture companies
Spark’s FY26 and FY25 transactions with associates and joint ventures include the following:
• Spark provided network operations and management services to Southern Cross in respect of its operations in New Zealand
• Spark made payments to Southern Cross in connection with capacity it has purchased on Southern Cross’ network
• Spark made payments to Southern Cross for operational expenditure relating to cable maintenance
• Spark received dividend income and a return of capital from Southern Cross, with the return of capital effected through a capital reduction
• Spark received revenue from Rural Connectivity Group for the sale of mobile backhaul equipment
• Spark made payments to Rural Connectivity Group for its share of the joint venture’s operating costs
• Spark received payments from Hourua Limited for milestones delivered for the Public Safety Network and for use of Spark’s corporate
office space
• Spark received revenue from TenPeaks for agency services, leases, and operating charges. Spark also made payments to TenPeaks for
electricity cost recoveries, labour, and sundry costs. Further details of ongoing transactions between TenPeaks and Spark impacting the
balance sheet can be found in note 1.4.
• Spark made payments to Connexa for access to mobile towers, this includes lease and operating charges. Spark also received payments
from Connexa for transition services, rental recovery, maintenance, site build, and interest on shareholder loans until the sale of
investment on 28 February 2025. Connexa was an associate of Spark until 28 February 2025, when Spark sold its remaining shareholding.
The outstanding balances are unsecured and there have been no guarantees provided or received.
Balances and amounts in respect of these transactions with associate and joint venture companies excluding Connexa and TenPeaks are set
out in the table below:
20262025
AS AT AND FOR THE YEAR ENDED 30 JUNE$M$M
Revenues 8 11
Expenses (11) (7)
Capacity acquired and other capital expenditure
1
(14) (3)
Receivables 2 1
Payables– (5)
1. As at 30 June 2026, Spark has committed to purchases of $27 million for cable capacity from Southern Cross (30 June 2025: $19 million).
The significant related party balance sheet amounts with TenPeaks are separately disclosed in note 1.4. The table below has the profit and
loss amounts with Connexa in FY25 up until its disposal on 28 February 2025 and with TenPeaks in FY26 from the 30 January 2026
investment date.
20262025
1
FOR THE YEAR ENDED 30 JUNE$M$M
Revenues 2 21
Expenses (1) (11)
1. Including interest income on shareholder loans.
Spark New Zealand Annual Report FY26119
NOTES TO THE FINANCIAL STATEMENTS: OTHER INFORMATION
6.3 Related party transactions (continued)
Key management personnel compensation
20262025
YEAR ENDED 30 JUNE$’000$’000
Directors’ remuneration
1
1,444 1,371
Salary and other short-term benefits 9,955 5,911
KiwiSaver 273 157
Share-based compensation 892 814
12,564 8,253
1. Excludes Chief Executive remuneration.
The table above includes remuneration of the Chief Executive and the other members of the Leadership Team, including amounts paid to
members of the Leadership Team who left during the year ended 30 June or were in acting Leadership Team positions. Like other Spark
employees, members of the Leadership Team also receive product and service concessions. In addition, where members of the Leadership
Team are KiwiSaver members, they receive contributions towards their KiwiSaver schemes.
6.4 Subsidiaries
Subsidiaries are all entities over which Spark has control. The significant subsidiary companies of Spark and their activities are as follows:
NAMECOUNTRYOWNERSHIPPRINCIPAL ACTIVITY
Entelar Group LimitedNew Zealand100%
Telecommunications and IT infrastructure build and maintenance services,
and distribution and supply chain services
Gen-i Australia Pty LimitedAustralia
1
100%
Provides international wholesale and outsourced telecommunications
services
MATTR LimitedNew Zealand 98%Software company focused on decentralised identity and verifiable data
Qrious LimitedNew Zealand100%Data analytics business
Spark Finance LimitedNew Zealand100%A Group finance company
Spark New Zealand Trading LimitedNew Zealand100%Telecommunications and digital services company
TCNZ (Bermuda) LimitedNew Zealand100%A holding company
Teleco Insurance LimitedBermuda
1
100%A Group insurance company
Telecom New Zealand USA LimitedUnited States
1
100%Provides international wholesale telecommunications services
Telecom Southern Cross LimitedNew Zealand100%A holding company
1. These foreign incorporated entities are tax resident in New Zealand.
Computer Concepts Limited and Revera Limited were amalgamated into Spark New Zealand Trading Limited on 1 June 2026.
The financial year end of all significant subsidiaries is 30 June.
120Other information
6
6.5 Reconciliation of net earnings to net cash flows from operating activities
20262025
YEAR ENDED 30 JUNENOTES$M$M
Net earnings for the year 499 260
Adjustments to reconcile net earnings to net cash flows from operating activities
Depreciation and amortisation1.4, 2.4 602 604
Bad and doubtful accounts3.1 20 22
Deferred income tax 8 18
Share of associates' and joint ventures' net losses2.4, 3.3 2 6
Interest income on loans receivable from associates and joint ventures2.4 – (8)
Fair value gain on receivable measured at FVTPL2.4 (1) –
Net gain on sale and acquisition of property, plant, and equipment, and intangible assets2.2 (12) (8)
Net gain on lease modifications and terminations2.2 (22) (24)
Net gain on sale of Connexa investment2.2 – (71)
Net (gain)/loss on sale of long-term businesses1.4, 2.2 (278) 1
Loss on sale of IFP receivables1.5, 2.4 14 –
Other 2 5
Changes in assets and liabilities net of effects of non-cash, investing, and financing activities
Movement in receivables and related items 146 13
Movement in inventories (11) 6
Movement in current taxation (43) (108)
Movement in payables and related items 118 (36)
Net cash flows from operating activities 1,044 680
6.6 Commitments and contingencies
Capital and other commitments
As at 30 June 2026, capital expenditure contracted for, but not yet incurred, was $949 million (30 June 2025: $821 million) with $332 million
due in the year ending 30 June 2027. Commitments principally relate to telecommunications network equipment and cable capacity.
As at 30 June 2026, Spark had other supplier commitments of $1,581 million (30 June 2025: $1,361 million), with $721 million due in the
year ending 30 June 2027. Commitments include mobile handsets, subscription services, modems, licences, service and maintenance
renewals, technology delivery partnerships, and power purchase agreements.
Contingencies
No ongoing claims, investigations, or inquiries are expected to have a significant effect on Spark’s financial position or profitability.
6.7 Events subsequent to balance date
On 27 July 2026, Spark announced a new organisational structure comprising two divisions, Connectivity and Digital Services, supported by
centralised shared functions. Connectivity will encompass consumer mobile, broadband, and business connectivity, including managed
services, collaboration, IoT, and security. Digital Services will comprise cloud, IT services, and adjacent products. Changes to the Spark
segment structure will be reflected in Spark’s FY27 reporting.
Spark also announced that the Board has commenced a strategic review of the Digital Services division to assess options to maximise
shareholder value. The review is expected to be completed during the first half of FY27.
As at the date of authorisation of these financial statements, no decisions have been made regarding any transaction arising from the review and
there is no certainty that the review will result in a transaction, or as to the terms or value of any potential outcome. Accordingly, the announcement
has been assessed as a non-adjusting event after the reporting period and no adjustment has been made to the carrying amounts of assets and
liabilities recognised as at 30 June 2026. The financial impact of any future outcome cannot presently be reliably estimated.
Spark New Zealand Annual Report FY26121
To the Shareholders of Spark New Zealand Limited
Opinion
We have audited the consolidated financial statements of Spark New Zealand Limited and its subsidiaries (the
‘Group’), which comprise the statement of financial position as at 30 June 2026, and the statement of profit and
loss and other comprehensive income, statement of changes in equity and statement of cash flows for the year
then ended, and notes to the consolidated financial statements, including material accounting policy
information.
In our opinion, the accompanying consolidated financial statements, on pages 71 to 121, present fairly, in all
material respects, the consolidated financial position of the Group as at 30 June 2026, and its consolidated
financial performance and cash flows for the year then ended in accordance with New Zealand Equivalents to
IFRS Accounting Standards (‘NZ IFRS’) as issued by the External Reporting Board and IFRS Accounting Standards
(‘IFRS’) as issued by the International Accounting Standards Board.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (‘ISAs’) and International Standards
on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those standards are further described in the
Auditor’s Responsibilities for the Audit of the Consolidated 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.
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) (‘PES 1’)
issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (‘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.
In addition to the audit we carried out other engagements including a review of the interim financial statements,
agreed upon procedures in relation to the sustainability linked loans and assurance services relating to
regulatory audit requirements and greenhouse gas emissions (GHG) reported in the GHG Inventory Report and
in the Climate-related Disclosures. We also provided non-assurance services including an HR Business Partner
training programme, tax advisory services and administrative and other advisory services provided to the
Corporate Taxpayers Group, of which the Group is a member.
The Chief Executive has extended family members who are partners at Deloitte and who are not involved in the
provision of any services to the Group; this matter has not impacted our independence. Also, the firm, its partners
and employees deal with the Group on normal terms within the ordinary course of trading activities of the business
of the Company and its subsidiaries. The firm has no other relationship with, or interest in, the Group.
Audit materiality
We consider materiality primarily in terms of the magnitude of misstatement in the financial statements of the
Group that in our judgement would make it probable that the economic decisions of a reasonably
knowledgeable person would be changed or influenced (the ‘quantitative’ materiality). In addition, we also
assess whether other matters that come to our attention during the audit would in our judgement change or
influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality both in planning the
scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be $26,000,000.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the consolidated financial statements of the current period. These matters were addressed in the context of our
audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
Independent auditor’s report
Independent auditor’s report
122Independent auditor’s report
Key audit matterHow our audit addressed the key audit matter
Revenue recognition: Total revenue from continuing
operations
Group revenue comprises Mobile, Broadband, Voice, Other
connectivity, Cloud, IT services management, Procurement and
Partners, and Other products.
Revenue recognition is considered to be a key audit matter,
particularly for certain customer contracts which have an
elevated risk and complexity around the accuracy of amounts
and timing of revenue recognised due to:
• The involvement of multiple elements in some arrangements
which may be new or changing, are processed through several
billing and operational systems, and require judgement; and
• Bespoke customer contracts for products and services with added
complexity due to scale of contract and multi-year time frames.
The judgements and estimates which significantly impact the
accuracy of revenue recognition include:
• Identifying the separate performance obligations;
• Determining and allocating the transaction price to the
separate performance obligations; and
• Assessing whether the performance obligations are processed
at a point in time or over time.
Disclosures relating to revenue recognition and the revenue
stream breakdown can be found in Note 2.2 Operating revenues
and other gains.
Our audit procedures included:
• Obtaining an understanding of the nature of the various revenue
streams and the related billing and revenue recording processes,
systems and controls;
• Evaluating the design and implementation of key system and
business process controls over the capture, processing and
recording of revenue transactions;
• With the assistance of our technology specialists, testing key IT controls,
interfaces and automated controls supporting significant billing and
revenue systems for Mobile and Broadband revenue streams;
• For new or modified complex customer contracts:
–challenging the Group’s assessment for each performance
obligation about whether the customer can benefit from the
product or service on its own or together with readily available
resources;
–assessing the allocation of the transaction price to the performance
obligations by comparing the stand-alone selling price assigned to
observed market prices or estimated prices; and
–examining the stages at which revenue for each performance
obligation is recognised;
• Performing substantive analytical procedures over significant
revenue streams;
• Testing selected manual journal entries impacting revenue; and
• Evaluating the appropriateness of revenue-related disclosures in the
financial statements.
Accounting for transformative, significant transactions
The Group’s SPK-30 strategy represents a multi-year
transformation programme to invest in its core connectivity
business, while simplifying non-core digital services.
In the pursuit of this strategy, transactions are occurring outside
of normal business operations which can be complex and
require additional audit effort. In the current year, there have
been two transactions which we have identified as a key audit
matter for this reason and due to their collective impact on the
financial statements:
• The divestment of a data centre business to TenPeaks, resulting
in the recognition of a net gain on sale of $278m. This gain was
determined after estimating the fair value of a contingent
consideration receivable of $83m (refer Note 1.4); and
• A series of transactions to sell interest-free-payment plan
(’IFP’) receivables to Challenger with a carrying value of
$356m (excluding the associated expected credit loss
allowance provision), resulting in a net loss of $14m (refer
Note 1.5). This required judgement to assess whether the sale
of IFP receivables results in derecognition and to determine
the extent of Spark’s continuing involvement.
Our audit procedures included:
• Obtaining an understanding of the substance of each transaction;
• Reading relevant legal and contractual agreements in relation to
each transaction and through discussions with key personnel;
• Evaluating the proposed accounting treatment of each transaction
and its impact on the carrying values of associated assets and
liabilities, with particular focus on:
–Assessing the Group’s measurement of the contingent
consideration asset, arising from the data centre business
divestment including challenging whether certain performance-
based objectives will be met;
–Challenging the Group’s assessment of the derecognition criteria
for the IFP receivables transaction, and assessing the extent of any
continuing assets or liabilities;
• Evaluating the adequacy of the disclosures relating to the
transactions in the consolidated financial statements.
Spark New Zealand Annual Report FY26123
Other information
The directors are responsible on behalf of the Group for the other information. The other information comprises
the information in the Annual Report that accompanies the consolidated financial statements and the audit
report as well as the Climate-related Disclosures Report FY26.
Our opinion on the consolidated financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
Our responsibility is to read the other information and consider whether it is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated. If so, we are required to report that fact. We have nothing to report in this regard.
Directors’
responsibilities for the
consolidated financial
statements
The directors are responsible on behalf of the Group for the preparation and fair presentation of the
consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal control as the
directors determine is necessary to enable the preparation of consolidated financial statements that are free
from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the Group 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
consolidated financial
statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs and ISAs (NZ) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of these
consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is located on
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.
Restriction on use
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so that we
might state to the Company’s shareholders those matters we are required to state to them in an auditor’s report
and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company’s shareholders as a body, for our audit work, for this report, or for the opinions
we have formed.
Melissa Collier, Partner for Deloitte Limited
Auckland, New Zealand
20 August 2026
This audit report relates to the consolidated financial statements of Spark New Zealand Limited (the ‘Company’) for the year ended 30 June 2026 included on the
Company’s website. The Directors are responsible for the maintenance and integrity of the Company’s website. We have not been engaged to report on the integrity of the
Company’s website. We accept no responsibility for any changes that may have occurred to the consolidated financial statements since they were initially presented on the
website. The audit report refers only to the consolidated financial statements named above. It does not provide an opinion on any other information which may have been
hyperlinked to/from these consolidated financial statements. If readers of this report are concerned with the inherent risks arising from electronic data communication they
should refer to the published hard copy of the audited consolidated financial statements and related audit report dated 30 June 2026 to confirm the information included in
the audited consolidated financial statements presented on this website.
INDEPENDENT AUDITOR’S REPORT (CONTINUED)
124Independent auditor’s report
Spark New Zealand Annual Report FY26125
Appendix
Appendix
For running header don't delete
126Appendix
Spark’s managing risk framework
roles and responsibilities
Activity performed
Board
& ARMC
Leadership
Team (LT)Risk
Legal /
Privacy
Org unit
leads
Centre of
Excellence
leads
Policy
owners
All
Spark
people
Approves Spark’s strategy and annual plan
✔
Approves the Managing Risk Policy
✔
Monitors the Managing Risk Framework
✔
Reviews principal risk dashboard (quarterly)
✔
Performs other items from its Charter
✔
Prepares strategy and annual plan
✔
QBR
1
process and next 90-day priorities
✔
Coaches and guides leads
✔
Owner for principal risks
✔
Designs and continuously improves the Managing
Risk Framework
✔
Helps the business apply the framework
✔
Profiles the principal and next 90-day risks for LT and
ARMC
✔
Helps leads to capture their risks for the QBR memo
✔
Executes Internal Audit plan (objective assurance)
✔
Designs and continuously improves the
Empowerment Framework
✔
Creates empowerment & functional guidance kits
✔
Oversees essential policies and webpage
✔
Creates and delivers training modules
✔
Uses the Empowerment and Managing
Risk frameworks
✔
Understands and adheres with the essential policies
✔
Maintains view of risks for OKRs
2
and fills in QBR
memo
✔
Provides input into principal risk process
✔
Escalates risks to LT or Risk team (if required)
✔
Reviews risk sections in QBR packs across Spark
✔
Maintains view of risks for their OKRs and fills in QBR
✔
Supports leads to manage identified risks
✔
Provides input into principal risks
✔
Maintains policy and guidance material
✔
Completes assessments of effectiveness
✔
Participates in policy owner working groups
✔
Follows this framework and the essential policies
✔
Makes informed decisions after assessing the benefits
and risks
✔
1. QBR – Quarterly Business Review.
2. OKR – Objectives and Key Results.
Spark New Zealand Annual Report FY26127
As an integrated report we have included disclosure on our ESG performance throughout this report. Pages 12–13 detail our integrated
reporting value-creation model, aligned to the ‘capitals’ which align to individual sections in the report.
This report is prepared in accordance with the Integrated Reporting <IR> Framework and with the Global Reporting Initiative (GRI) Core Option.
We publish a summary of our approach to sustainability at Spark on our website. https://www.spark.co.nz/sustainability/
Materiality
To prioritise Spark’s reporting on sustainability topics, we follow the GRI materiality principle and processes (set out in GRI 3: Material Topics
2021) to identify and prioritise topics that substantively influence decisions or have a significant environmental, social, or economic impact.
We also consider the materiality principles of the Integrated Reporting <IR> Framework, considering whether a matter could substantively
affect Spark’s ability to create value in the short, medium, or long term.
We refresh our materiality analysis annually through analysis of stakeholder feedback, review of global peers and sector research, and
engagement with internal and external stakeholders.
This ensures we capture all material topics and enables us to identify emerging topics. Our materiality review for FY26 has highlighted the
increasing importance of online safety, including protection from online scams, and managing the impact of social media on young people.
An increase in concern related to trust in AI technologies and its environmental impacts was also observed.
Our materiality matrix maps our material topics, with our assessment of the significance of economic, environmental and social impacts
mapped on the horizontal ‘x’ axis, and the scale of influence on stakeholder assessments and decisions mapped on the ‘y’ vertical axis,
reflecting feedback and questions received from stakeholders related to our ESG reporting.
Sustainability
• Financial performance and operational excellence
• Digital equity: access, skills and wellbeing
• Digital trust: privacy and online safety
• Impacts of AI (Artificial Intelligence)
• Cybersecurity
• High-performance culture: capability and
development
• Partnering for Aotearoa’s future
• Resilient infrastructure and climate adaptation
• Disaster and crisis response
• Employee health, safety, wellbeing
• Competition and regulation
• Diversity and inclusion
• Ethical business practices
• Responsible supply chain and procurement practices
• Operational efficiency, emissions and waste
• Role of digital technology in addressing
sustainability challenges
• Product stewardship and circular economy
• Community investment
• Impact of infrastructure on the environment
• Ta x
SIGNIFICANCE OF ECONOMIC, ENVIRONMENTAL AND SOCIAL IMPACTS
INFLUENCE ON STAKEHOLDER ASSESSMENTS AND DECISIONS
For running header don't delete
128Appendix
Our most material sustainability issues
Topic Topic description and scope Reference
Resilient infrastructure and
climate adaptation
The resilience of our infrastructure. Our long-term
adaptation to climate change.
Our network and technology
Pages 26–29
Refer to Climate-related Disclosures Report
Employee health, safety,
wellbeing
Providing a safe and healthy working environment,
including physical and mental wellbeing, and supporting
people and teams impacted by organisational change.
Our people
Pages 38–43
CybersecurityThe security and resilience of our networks, systems,
products and services, and how we protect customer,
company and partner information from cyber threats.
Our customers
Pages 20–25
Digital trust: privacy and online
safety
How we collect, use, store and share personal
information, keep it safe, and help build trust in digital
technology by supporting safer online experiences.
Our customers
Pages 20–25
Impacts of AIThe responsible use of AI and its impacts on trust in
technology, decision-making, work, skills and workforce
transition.
Data ethics and governance
Page 64
Digital equity: access, skills and
wellbeing
This includes digital access, affordability and removing
barriers to people getting connected; digital skills and
career pathways into the technology sector; and
supporting people to participate confidently and safely in
an increasingly digital world.
Our communities
Pages 34–37
Disaster and crisis response The role of telecommunications in responding to natural
disasters and crisis events.
Our network and technology
Pages 26–29
High-performance culture:
capability and development
Creating the conditions for high performance by
developing capability, fostering growth and inclusion,
and enabling our people to adapt, perform and
contribute to Spark’s long-term success.
Our people
Pages 38–43
Financial performance and
operational excellence
Executing our business strategy to build financial capital. Our performance
Pages 14–17
Financial statements
Page 69
Partnering for Aotearoa’s futureHow we partner and collaborate across Aotearoa, guided
by the principles of Te Tiriti, and the role our technology
plays in lifting productivity and enabling growth for
New Zealand.
Our communities
Pages 34–37
Our people
Page 41
Spark New Zealand Annual Report FY26129
Stakeholder engagement
Spark engages with a broad range of stakeholders as detailed in the table below. In selecting stakeholders to engage with, we are guided
by the definition set out in GRI 101: “entities or individuals that can reasonably be expected to be significantly affected by the organisation’s
activities, products or services; or whose actions can reasonably be expected to affect the ability of the organisation to implement its
strategies or achieve its objectives”.
Stakeholder group How we engage
Spark employees • Regular engagement surveys and use of ‘sounding boards’ on large programmes of work
• Comprehensive programme of internal communications and engagement from
Leadership Team (through roadshows and online channels)
• Engagement with cross-section of employees in the preparation of this report
Shareholders Regular engagement with investors including:
• Semi-annual earnings announcements, together with semi-annual post-result investor
briefings
• Annual meeting that allows shareholders a chance to meet and ask questions directly of
the Spark Board and Leadership Team
• Regular investor roadshows
• Periodic investor strategy briefings
Strategic global partners• Established partnership governance in place with senior representatives from both
organisations to ensure the partnership is operating to achieve mutual outcomes
• Dedicated partner managers are in place for day-to-day operational engagement
Suppliers • Ongoing conversations with our suppliers – both informal and formal
• Annual supplier ESG survey of high-risk/priority suppliers
Customers • Regular feedback from customers on their experiences with us and their views of Spark
as a business through our Net Promoter Score methodology and through our Voice of
the Customer programme
• Meetings with customers on sustainability topics, sharing sustainability focus areas and
exploring opportunities to work together
Government • Engagement with central Government on issues related to the telecommunications
industry, infrastructure investment, environmental sustainability, and digital equity
• Engagement with local government to manage the process and impacts of infrastructure
investment
Media • Responding to media enquiries and through a proactive programme of engagement
with key members of New Zealand’s media
Local communities • Engagement with local communities, iwi, and hapū affected by our activities, in particular,
where we are building new network infrastructure
• Deployed hardware and connectivity to over 650 marae, and established relationships
with hapū across the country, through our Marae Digital Connectivity programme
• Having a range of partners that help us support impactful initiatives that uplift Hapori
Māori, through Te Korowai Tupu
Community partners • Working in partnership with community partners on an ongoing basis via Spark
Foundation
Industry organisations • Engagement with a number of industry organisations, representing the
telecommunications and technology sector, community groups, and the New Zealand
business community
For running header don't delete
130Appendix
External initiatives Spark subscribes to or endorses
• Spark is a founding member of the Climate Leaders Coalition
(CLC). The CLC is a group of CEOs who have collectively
committed to voluntary action on climate change, measuring
and publicly reporting on their emissions, and setting an
absolute target for reducing emissions in line with the Paris
Agreement.
• Spark has committed to a voluntary Product Stewardship scheme
for mobile phones, which is actioned by the Re:Mobile initiative.
• Spark’s Chief Marketing and Corporate Affairs Officer, Leela
Ashford is part of the Ministry for the Environment’s Climate
Business Advisory Group, and the Department of Internal Affairs’
Independent Reference Group, which maintains oversight of the
operation of the Digital Child Exploitation Filtering System
(DCEFS).
Spark was an active member of the following
associations in FY26:
• International Telecommunication Union (Radiocommunication
Sector membership)
• 3rd Generation Partnership Project (3GPP)
• Infrastructure New Zealand
• GSM Association (GSMA)
• New Zealand Internet Task Force
• Telecommunications Forum (TCF)
• NZTech
• TUANZ
• Business NZ
• Sustainable Business Council
• Global Women (including Champions for Change)
• JAC (the Joint Alliance for CSR)
• Digital Equity Coalition Aotearoa (DECA) (membership through
Spark Foundation)
Spark New Zealand Annual Report FY26131
Glossary
3G third-generation mobile network as defined by the International Telecommunication Union.
4G fourth-generation mobile network as defined by the International Telecommunication Union.
5G fifth-generation mobile network as defined by the International Telecommunication Union.
5G standalone a network that has a 5G core as well as 5G on mobile towers rather than non-standalone 5G, which uses a
combination of existing 4G LTE architecture with a 5G radio access network (RAN).
ARMC the Audit and Risk Management Committee.
ARPU average revenue per user.
ASX the Australian Securities Exchange.
Company Spark New Zealand Limited.
EBITDAI earnings before finance income and expense, income tax, depreciation, amortisation, and net investment income.
GRI the Global Reporting Initiative.
Group the Group in relation to the financial statements, which are prepared for Spark New Zealand Limited (the Company)
and its subsidiaries (together the Group).
HRCC the Human Resources and Compensation Committee.
iNPS interaction net promoter score, a measure of customer satisfaction.
IoT the internet of things.
IFRS International Financial Reporting Standards.
LTI Long-Term Incentive, which is part of the Spark Leadership Team and CEO’s remuneration.
Network slicing allows the operator to ‘slice’ its network to support different types of services through each ‘slice’. Multiple slices
can be tuned independently to meet different quality-of-service parameters. For example, one slice may simply
need a standard speed connection to enable office email, another might be tuned to support very low data
Internet of Things devices, while another slice may need high reliability and ultra-low latency to support robotics.
NOMs the Nominations and Corporate Governance Committee.
NPS Net Promoter Score.
NZ GAAP Generally Accepted Accounting Practice in New Zealand.
NZ IFRS New Zealand Equivalent to International Financial Reporting Standards.
NZX NZX Limited.
PSTN Public Switched Telephone Network.
SME Small and Medium Enterprise
Southern Cross Southern Cross Cables group of companies, which consists of two sister companies, Southern Cross Cables
Holdings Limited and Pacific Carriage Holdings Limited and their subsidiaries.
STI Short-Term Incentive, which is part of Spark Leadership Team and CEO remuneration.
TRIFR Total Recordable Incident Frequency Rate per million Spark employee hours worked.
TSR Total Shareholder Return is a measure of share price appreciation and dividends paid over a given period.
Glossary
132Contact details
Contact details
Registered office
Level 1
50 Albert Street
Auckland 1010
New Zealand
Ph +64 4 471 1638 or 0800 108 010
Company Secretary
Paige Howard-Smith
For more information
For enquiries about transactions, changes of address or dividend payments contact the share registries below.
New Zealand registry
MUFG Corporate Markets
Level 30, PwC Tower
15 Customs Street West
Auckland 1142
PO Box 91976
Auckland 1142
Ph +64 9 375 5998 (investor enquiries)
spark@cm.mpms.mufg.com
nz.investorcentre.mpms.mufg.com
Australian registry
MUFG Corporate Markets
Level 12
680 George Street
Sydney NSW 2000
Australia
Locked Bag A14
Sydney South NSW 1235
Australia
Ph +61 1300 554 484 (investor enquiries)
spark@cm.mpms.mufg.com
au.investorcentre.mpms.mufg.com
United States registry
Computershare Investor Services
P.O. Box 43078
Providence, RI02940-3078
United States of America
Overnight/certified/registered delivery:
Computershare
150 Royall Street, Suite 101
Canton, MA 02021
United States of America
Ph +1 888 BNY ADRS (+1 888 269 2377) or
+1 201 680 6825 (from outside the
United States)
shrrelations@cpushareownerservices.com
www.computershare.com/investor
Spark New Zealand Limited
ARBN 050 611 277
For enquiries about Spark’s operating and financial performance contact:
Investor Relations
Spark New Zealand Limited
Private Bag 92028
Auckland 1142
New Zealand
investor-info@spark.co.nz
investors.sparknz.co.nz
insightcreative.co.nz
SPARK093
Contact details
investors.sparknz.co.nz
ARBN 050 611 277
---
Disclaimer
02
Spark
FY26 Results Summary
TheinformationinthisannouncementhasbeenpreparedbySparkNewZealand
Limited.
Theinformationinthisannouncementis providedforgeneralpurposesonlyand
doesnotconstitutefinancial,legal,tax,investmentorotheradviceora
recommendationtopurchaseorinvestinsecuritiesinSparkNewZealand.
Thisannouncementmayincludeforward-lookingstatementsaboutSparkNew
ZealandandtheenvironmentinwhichSparkNewZealandoperates,including
indicationsof,andguidanceon,futureeventsandfinancialperformance. Such
forward-lookingstatementsarebasedonthebeliefsofandassumptionsmadeby
managementalongwithinformationcurrentlyavailableatthetimesuchstatements
weremade.
Anyforward-lookingstatementsinthisannouncementarenotguaranteesor
predictionsoffutureperformance,andinvolveknownandunknownrisks,
uncertaintiesandotherfactors,manyofwhicharebeyondSparkNewZealand’scontrol,
andwhichmaycauseactualresultstodiffermateriallyfromthoseprojectedinthis
announcement. SparkNewZealandgivesnorepresentation,warrantyorassurancethat
actualresultsorperformancewillnotmateriallydifferfromtheforward-looking
statements,andunduerelianceshouldnotbeplacedonsuchstatements.
Factorsthatcouldcauseactualresultsorperformancetodiffermateriallyfromthoseexpressed
orimpliedintheforward-lookingstatementsincludetheoutcomeofSparkNewZealand’s
anticipatedrevenuegrowthand/orcostreductionstrategies,economicconditionsandthe
regulatoryenvironmentinNewZealand,competitioninthemarketsinwhichSparkNew
Zealandoperates,andotherfactorsortrendsaffectingtheindustriesinwhichSparkoperates
generally,alongwiththerisksdetailedinSparkNewZealand’sfilingswithNZXandASXfrom
timetotime.
Additionally,anyforward-lookingstatementsassumenomaterialadverseevents,significant
one-offexpenses,majoraccountingadjustments,otherunforeseeablecircumstances,orfuture
acquisitionsordivestments.
ExceptasrequiredbylaworthelistingrulesofthestockexchangesonwhichSparkNew
Zealandislisted,SparkNewZealandisundernoobligationtoupdateanyforward-looking
statementswhetherasa resultofnewinformation,futureeventsorotherwise.
Thispresentationcontainscertainfinancialinformationandmeasuresthatarenon-GAAP
financialinformation. AlthoughSparkNewZealandbelievesthenon-GAAPfinancialinformation
andfinancialmeasuresprovideusefulinformationtousersinmeasuringthefinancial
performanceandconditionofSparkNewZealand,youarecautionednottoplaceundue
relianceonanynon-GAAPfinancialinformationorfinancialmeasuresincludedinthis
presentation.
FY26 resultssummary
FY26 result
Revenue stable in subdued economic environment, with mobile service revenue
growth offsetting legacy revenue decline. EBITDAI and FCF supported by disciplined
cost management
SPK-30 strategy
First year of SPK-30 strategy execution delivered 4.4%overall mobile revenue
growth, a return to mobile service revenue growth at +1.1%, and further cost
reductions through structural productivity improvements
Dividend and capital management
100% of FCF delivering a total FY26 dividend of 16cps, while data centre
proceeds and disciplined capital management returned debt to targeted levels
FY26
Outcome
Change vs
FY25
Adjusted Revenue$3,700 millionNo change
AdjustedEBITDAI$1,035 million2.4% decrease
Free cash flow$308 million18.5% increase
03
Spark
FY26 Results Summary
1
2
3
4
Mobile growth and cost discipline underpin FY26 result in line with guidance
Mobile service revenue back in growth at +1.1%
Strategic review of Digital Services announced
$40m cost reduction delivered
$462m in proceeds from completed DC transaction
Net debt to EBITDA ratio returned to ~1.7x
(1)
FY26 total dividend of 16cps, 50% imputed
(1)Calculation of net debt/EBITDA consistent with S&P methodology
FY26financialsnapshot
Adjusted revenue
(1) (2)
$3,700 million
Flat vs. FY25
Reported revenue
(4)
$3,949million
6.0% increase vs.FY25
Adjusted EBITDAI
(2) (3)
$1,035million
2.4 % decrease vs.FY25
Reported EBITDAI
(3) (4)
$1,295million
23.0% increase vs.FY25
Adjusted NPAT
(2)
$225million
0.9% decreasevs.FY25
Reported NPAT
$499million
91.9% increase vs.FY25
BAU Capex
(3)
$401million
Flat vs.FY25
Freecashflow
(3)
$308million
18.5% increase vs.FY25
FY26final dividend
Final dividend of 8cps, taking total FY26
dividend to 16cps, 50% imputed
04
Spark
FY26Results Summary
(1)Operating revenues and other gains
(2)Adjusted results include the earnings of the data centre business up until the
sale, while excluding the $278 million gain on sale, and in FY25 remove the $71
million gain on sale from the Connexa stake and the $53 million of
transformation costs. This provides a like-for-like, year-on-year performance
comparison. A detailed reconciliation is contained on page 9 of Spark’s detailed
FY26 financial statements.
(3) Earnings before finance income and expense, income tax, depreciation,
amortisation and net investment income (EBITDAI) and capital expenditure
(CAPEX) are non-Generally Accepted Accounting Principles (non-GAAP)
performance measures. Free cash flow is also a non-GAAP measure and is defined
on page 7 of Spark’s detailed KPIs.
(4) Reported results include continuing operations and
removes the results of the data centre business, which is
classified as a discontinued operation. This means data
centre net earnings are disclosed separately in the financial
statements.
Adjusted EBITDAI impacted by digital services, legacy voice, and part-year data centre contribution – mobile momentum, cost reduction
and portfolio management to drive improvement in FY27
SPK-30
Turning SPK-30 into results for shareholders
Differentiating Spark to deliver annuity-like returns and growing dividends for shareholders over time
01 Focused where returns are highest
SPK-30 FOCUS
Focus on core connectivity · Simplify and optimise beyond the core
FY26 PROGRESS
•Core revenue growth:4.4% mobile revenue growth; price-driven
categories stabilising, with mobile service revenue growing 1.1%
•Product innovation: Satellite, roaming, mobile propositions
•Cost reduction: structural productivity improvements delivering
further significant cost savings
•Portfolio management: Data centre transaction completed with
25% shareholding retained toparticipate in future value growth;
Digital Services strategic review underway
DELIVERS
Capital and resources aligned to the areas of
highest shareholder return
02 Investing to differentiate and grow
SPK-30 FOCUS
Better network · Better customer experiences
FY26 PROGRESS
•Network leadership: Widest-coverage award retained
(1)
, with
greater security and resilience built in
•Advanced capability: 5G+ monetisation opportunities;
3G exit enabling spectrum recycling into 5G
•CX growth: six consecutive years of iNPS growth
(2)
; digital CX
ARPU lifting; AI-enabled care reducing time to serve
DELIVERS
Investment behind what differentiates Spark with
customers and drives growth
03 Built on strong fundamentals
SPK-30 FOCUS
Enablers: financial discipline, people, tech and AI, sustainability
FY26 PROGRESS
•Financial discipline: driving strong FCF growth; FY30 cost out
ambitions on track
•AI enabled: AI maturing from individual use cases to
enterprise-wide process efficiency
•Strong business fundamentals: employee engagement up
11pp; 59% reduction in scope 1 and 2 emissions against FY20
baseline
DELIVERS
Cost discipline, leading AI and partnerships, high
performing teams, and a strong licence to operate
Why Spark
•New Zealand’s largest telco, with market-leading positions
(3)
•Refocused on what we do best – our core of connectivity
•Focused on stable, annuity-like returns, predictable free cash flow, and growing dividends for shareholders over time
Spark
FY26 Results Summary
07
(1)Spark ranked first for overall coverage experience and 5G coverage experience, as
awarded by Opensignalin the October 2025 NZ Mobile Network Experience report
(2) Spark interaction net promoter score (iNPS) increased from +40 in FY25 to +42 in FY26
(3) IDC New Zealand mobile service revenue and broadband market share report as at 30 June 2026
Network competitiveness enhanced by satellite-to-mobile
Satellite extends Spark’s coverage to the edge, building on the competitive advantages of its terrestrial mobile network
Satellite adds
The best coverage just got better
Satellite-to-mobile extends
capability beyond the terrestrial
network – reaching remote areas
and blackspots where towers can’t,
so customers stay connected at the
very edge
+
Our terrestrial network provides New Zealand’s widest coverage
(1)
Widest coverage
99% of New Zealanders
reached today across 4G
and 5G
(2)
– the widest
coverage experience,
independently verified by
Opensignal
(1)
Reliable indoors
Mobile networks
perform inside homes,
offices, and basements
High customer density
Terrestrial towers carry
thousands of active
users per square
kilometre in high-
demand areas
Speed that holds up
350MHz of mobile
spectrum gives real
headroom for sustained,
high throughput
Spectrum underpins it all
Spark holds management rights to 350MHz of spectrum, including the largest holding of sub-1GHz spectrum –supporting our leadership in overall mobile coverage
experience in New Zealand
08
Spark
FY26 Results Summary
(2) Spark's network connects 99% of the population across New Zealand, in areas where people
work and live. Population coverage is calculated by measuring the percentage of address points
that fall within the predicted coverage area generated by Spark's propagation model.
(1) Spark ranked first for overall coverage experience and 5G coverage experience, as
awarded by Opensignalin the October 2025 NZ Mobile Network Experience report
09
Spark
FY26 Results Summary
Sustainability performance
Supporting a lower-carbon, more connected Aotearoa through our operations, network, and technology
Reducing emissions and waste
•Science-based target on track– scope 1 and 2 emissions tracking59% below FY20 baseline and ahead of
our FY30 target of a 56% reduction
•Renewable energy at scale– 72 GWh of electricity consumption matched to new renewable generation
through our Genesis Energy partnership, reducing reported scope 2 emissions 34%
•Scope 3 supplier engagement targetof 70% achieved –with 71% of spend now with suppliers who have
science-based targets
•Reducing e-waste– device trade-ins and recycling up 42% through RE:MOBILE
Responsible supply chain
•Supplier audits– five JAC
(1)
audits completed at partner sites in India and manufacturing sites in China, with
broader programme of supplier risk assessment and screening ongoing
Closing the digital divide
•Affordable connectivity– Skinny Jump not-for-profit broadband now reaches over 38,000households
•Community partnerships– new Spark Foundation partnerships with Netsafe and South Auckland Creative
and Tech Hub
(1)Independent supplier audits conducted through the Joint Alliance for CSR (JAC), an international association
of telecommunications operators working together to assess and improve labour standards, health and
safety, environmental, ethics, and management systems of the industry’s supply chains
Financial Ambition
(1)
Non-Financial Ambition
(1)
Productivity
Adjusted
EBITDAI
Capex
Free
cash flow
ROIC
(3)
FY30 FY26 Update
Annualised savings of
$150m-$180m
(from FY24 baseline)
$101m at
end FY26
Low single digit
CAGR from
FY25-FY30
Capex to revenue
ratio of 10-12%
BAU Capex
10.8%
(2)
in FY26
Mid-single digit
CAGR from
FY25-FY30
FCF of $308m up
18.5% in FY26
11-13%
Reported 13.8% vs8.7% in FY25
Adjusted 8.4%, flat to FY25
Customer
Network
Employee
Sustainability
FY30
>45+ iNPS
(industry best practice)
42+, up 2pts
from FY25
Maintain: Most reliable
network, with widest
coverage experience
Maintained #1 for
widest coverage
experience, tied
#1 for reliability
(4)
(1)Financial and non-financial ambitions should not be
relied upon by investors as guidance. Annual guidance
will be provided for each year at the FY results briefing
Top quartile
employee engagement
Up 11pp
from FY25
Reduce absolute scope 1
and 2 GHG emissions 56%
by 2030 from a FY20
baseline year
Scope 1 and 2 emissions
tracking 59% below our
FY20 baseline – ahead of
the pathway to our 2030
science based target
10
Spark
FY26 Results Summary
Our SPK-30 strategy ambitions
Goodprogress in first year of new strategy creating strong foundation for future EBITDAI growth
(2)BAU Capex as a percentage of operating revenues and other gains
(3)Reported ROIC is calculated as net operating profit (EBITDAI less depreciation and amortisation) after tax (at 28%) as a
percentage of Invested Capital (total debt including leases plus equity). Adjusted ROIC removes the FY26 one off data
centre gain on sale and FY25 one offs due to Connexa gain on sale and transformation costs.
FY26 Update
(4) Spark ranked first for overall coverage experience and 5G
coverage experience, while maintaining a top spot in
reliability and availabilityas awarded by Opensignal in the
October 2025 NZ Mobile Network Experience report
EBITDAI
-2.4% in FY26
Looking ahead
Mobile and cost momentum • Diminishing legacy products • Portfolio management
Supporting EBITDAI and ROIC
growth in future years
Connectivity Performance
Mobileperformanceoverview
•Overall mobile revenue up 4.4% to $1.5b, driven by strong
device growth
•Overall mobile service revenue grew 1.1% to $998m:
oConsumer and SME mobile service revenue up 1.4% –
driven by strong pay monthly ARPU growth and further
stabilisation in prepaid connections
oEnterprise and Government mobile service revenue
decline driven by ongoing competitive pricing pressure,
while the rate of decline has more than halved compared
with the prior year and connections are broadly flat
oWholesalerevenue continues to grow through Spark-
owned messaging products and MVNO partnerships
FY25FY26% change
Total Mobile Revenue$1,453m$1,517m4.4%
MobileServiceRevenue
Total
$987m$998m1.1%
ConsumerandSME
$861m$873m1.4%
Enterpriseand Government
$100m$93m(7.0%)
Wholesale
$26m$32m23.1%
ConnectionsandARPU– ConsumerandSME
Paymonthlyconnections
1,205k1,198k(0.6%)
Prepaid connections
1,112k1,072k(3.6%)
PaymonthlyARPU
$44.46$46.083.6%
Prepaid ARPU
$16.10$15.98(0.7%)
ConnectionsandARPU– EnterpriseandGovernment
Connections
312k310k(0.6%)
ARPU
$26.74$24.82(7.2%)
Overall mobile revenue up 4.4%, mobile service revenue returns to growth at 1.1%
12
Spark
FY26 Results Summary
(1) NZ base: prepaid customers who purchase a recurring value pack, excluding travel packs and casual (non-pack) customers
Further stabilisation in overall connectionsdespite 3G shutdown, with positive ARPU trends across the portfolio
Mobile performance detail
•Product innovation pipeline building more value
into pay monthly – Kids Plan, roaming, satellite
•Maintained pay monthly base – with small decline
in connections attributable to 3G closure
•Strong ARPU growth (+3.6%) supported by plan and
pricing refresh, providing greater value for money
•IFP acquisitions up ~15%, supporting higher ARPU
acquisition and retention
•Product innovation in roaming and satellite improving pay
monthly proposition for enterprise and government
•Connections broadly flat on FY25 – small decline
attributable to low value 3G connections
•Rate of ARPU decline has slowed, reducing by $1.92 (7.2%)
in FY26 compared with $3.26 (10.9%) in FY25
•Customer wins and re-signs include ANZ Bank, Oranga
Tamariki, and Contact Energy
•More competitive prepaid line-ups launched across
Spark and Skinny
•Overall connections down 3.6%, compared to 5.2% in
FY25 – ~25% of the decline driven by 3G closure
•NZ base contributes ~89% of prepaid revenue
(1)
•ARPU proved resilient, holding broadly flat despite
intense price competition (up 1.1% in NZ base)
•Skinny grew ~2%, supported by launch of 52-week plans
Consumer and SME Pay Monthly
Increasing ARPU on broadly flat connections
Consumer Prepaid
Resilient ARPU in competitive market
Enterprise and Government
Connections stable, ARPU decline slowed
13
Spark
FY26 Results Summary
$44.12
$44.46
$46.08
$0.80
$44.92
$44.46
$46.08
FY24FY25FY26
Consumer and SME Pay Monthly ARPU
Excl. InsInsuranceARPU
540
516
506
88.0%
89.1%
89.4%
70.0%
75.0%
80.0%
85.0%
90.0%
400
420
440
460
480
500
520
540
560
FY24FY25FY26
NZ Base of Prepaid Customers (000)
Connections% of total prepaid revenue
318
312
310
300
305
310
315
320
FY24FY25FY26
Enterprise & Government Mobile Connections
(000)
Market growth and share
Total mobile market performance
(1)
•FY26 mobile market estimated growth of 1.9%, compared to
+1.3% in FY25
Spark mobile and share performance
(1)
•
On a YoY basis, Spark's market share decline has significantly
slowed – from 1.8pp between FY24 and FY25 to 0.5pp between
FY25 and FY26
•
Spark mobile service revenue share was broadly flat from H1,
with #1 position maintained
SPK-30 materially improving market share trajectory in a growing market
14
Spark
FY26ResultsSummary
(1) All comparisons are market share estimates sourced from IDC as at30 June 2026
MVNO
2.4%
(+0.5%)
Spark
41.0%
(-0.5%)
One NZ
35.9%
(+0.2%)
2 Degrees
20.8%
(-0.2%)
YoY mobile service revenue market share movements
(1)
FY27
From FY26 delivery to a strong FY27 pipeline
Building on FY26 momentum with a strong programme of connectivity activity into FY27
15
(1)Spark ranked first for overall coverage experience and 5G coverage
experiencein Opensignal’s October 2025 NZ Mobile Network
Experience report
(3) Spark and Connexa awarded a contract by the National Infrastructure Funding and Financing.
1.7m addresses includes overlapping coverage into neighbouring areas. Upgrades will start in
the second half of 2026 and are expected to be completed by June 2027
(2) A subset of this number includes an annual projection of data
measured over a three-month period. With ever-increasing numbers
of online threat, it is likely that this number is much higher
FY26
BETTER...
VALUE
NETWORK
CX
•New plans delivering more choice for customers
•Launchedsatellite, roaming, long-term and kids plans
•Network coverage leadership maintained
(1)
•5G+ launched, over half a billion scam attempts blocked
(2)
•Digital acquisition up 30%, call centre volumes down 81k
•Customer satisfaction up for the sixth year running
•New pay-monthly and device upgrade propositions
•Reward and recognition that differentiates
•24hr cell tower battery back-up for ~1.7m addresses
(3)
•5G+ productised
•New app launching
•New store fitouts expanding across NZ
Broadband and Business Connectivity
Broadband:
•Total connections down 4.8% in highly competitive, price driven market
•Decline driven by fixed-line technologies, with fibre and copper accounting for
approximately 75% and wireless 25% – moderating impact on margin
•Broadband gross margin up $1m through product cost management
•Wireless refresh launching in H1 FY27 to further improve competitiveness and bundling
Voice:
•Legacy voice revenues declined in line with long term trend, now only 3.2% of overall
revenue
Business Connectivity:
•FY26 revenue impacted by divestment of Digital Island,transition from legacy managed
data and network products to modern solutions (rate of decline halved from FY25), and
the phasing of hardware sales in IoT, partially offset by the reclassification of some
revenues from private cloud
•Gross margin declined at a slower rate of 6.6%, due to targeted cost reductions and
fewer lower margin IoT hardware sales
•Large-scale collaboration migrations completed in FY26, and significant progress made in
exiting legacy data and networks and security products
•IoT connections grew 5.1% to 2.5m devices, driven by 5G-enabled use cases such as
logistics monitoring for ports and warehouses, and electricity metering
Holding margin in broadband, while business connectivity impacted by divestment, legacy transition, and hardware sales timing
16
Spark
FY26ResultsSummary
FY25FY26% change
Broadband and Business Connectivity Revenue
Broadband
$608m$596m(2.0%)
Voice
$150m$126m(16.0%)
Business Connectivity
(1)
$363m$327m(9.9%)
(1)Includes IoT, Managed data and networks, collaboration, and security
Digital Services Performance
Digital Services: a scaled business adjacent to our core
Cloud • IT Services • Adjacent products
A leading provider
of digital services to
New Zealand’s
B2B market
18
Spark
FY26 Results Summary
Market
leadership
Recurring
revenue
Majority-recurring
revenue across a
diversified digital
services mix
Intellectual
property
CloudIQ (hybrid
cloud), ServiceFlex
(IT services), and
Qrious (Data and AI)
Data
sovereignty
Provides data-
sovereign storage in
New Zealand
Global
partnerships
Relationships with all
hyperscalers,
partnerships with
Microsoft, Infosys,HPE
Long-term
tailwinds
Long-term shift to
cloud and business
digitisation continues
to drive demand
Strategic review of Digital Services
A strategic review of Digital Services marks the logical next step in the execution of SPK-30
Strategicreview
•Strategic review of Digital Servicesunderwayto assess options to maximise
shareholder value
•The next logical step under SPK-30, which focuses Spark on leading in core
connectivity and simplification beyond the core
•External adviser appointed; review expected to complete in H1 FY27
•No certainty the review will result in a transaction, nor as to terms or value
19
Spark
FY26 Results Summary
Performancecontext
•Leading market position: with significant scale, customer base and
recurring revenue
•Simplification progressed: significant progress made simplifying
product sets and labour, and establishing global partnerships that
support efficiency and access to global IP
•Legacy transition: exiting legacy IT products and migrating customers
to modern ServiceFlex product
•Cyclical challenges: New Zealand economic recovery slower than
anticipated, maintaining pressure on business and government
spending
•Structural change in cloud: long-term trend of private cloud shifting
to public cloud – opportunity to add higher value managed services
layer to improve margin and retention
Digital services performance summary
Cloud:
•Overall cloud revenues held broadly steady at $233m
•Public cloud revenue grew 20%, benefiting from long-term demand tailwinds
•Private cloud revenue declined 12%, impacted by a one-off $9m reclassification of
revenue following integration of CCL. Remains a differentiated offering for sovereign
data protected customer requirements and represents ~60% of cloud revenues
•Industry-wide transition from private to public cloud is expected to maintain margin
pressure in the near term
IT Service Management:
•Revenue declined 10.3% to $104m due to the continued migration of customers from
legacy services to Spark’s modern ServiceFlexplatform, alongside subdued project work
•Proactively reducing labour costs faster than revenue decline to mitigate impact
•Capex needs are small and steady, reflecting the capital-light nature of a services
business
Other Digital Services:
•Revenue grew 2.9% to $35m, with further improvement in gross margin driven by
product cost reductions
20
Spark
FY26 Results Summary
FY25FY26% change
Digital Services Revenue
(1)
Cloud
$235m$233m(0.9%)
IT Service Management
$116m$104m(10.3%)
Other Digital Services
(2)
$34m$35m2.9%
Total Digital Services
$385m$372m(3.4%)
Public cloud growth and legacy migration continue to reshape revenue mix
(1)The performance of products and services that now comprise Digital Services is disclosed in a separate
page in the Detailed Financials document that was released to the market on 20 August 2026
(2) Includes adjacent products such as Data Analytics and AI, Digital Identity, and Ubiquity
Financialsummary
FY26financialsummary
22
Spark
REPORTED
(1)
FY25
REPORTED
(1)
FY26
CHANGEADJUSTED
(2)
FY25
ADJUSTED
(2)
FY26
CHANGE
Operating revenues and other gains
3,7253,9496.0%3,7003,700-
Operating expenses
(2,672)(2,654)(0.7%)(2,640)(2,665)0.9%
EBITDAI
1,0531,29523.0%1,0601,035(2.4%)
Net financing cost
(118)(118)-(118)(118)-
Depreciation and amortisation
(590)(602)2.0%(604)(602)(0.3%)
Net investment income/(expense)
2(1)NM2(1)NM
Net earnings before tax expense
34757465.4%340314(7.6%)
Tax expense
(95)(88)(7.4%)(113)(89)(21.2%)
Net earnings after tax expense
25248692.9%227225(0.9%)
Net earnings from discontinuing operation81362.5%---
Total net earnings after tax expense26049991.9%227225(0.9%)
BAU capital expenditure
401401-401401-
Free cash flows excluding spectrum
-
-
-26030818.5%
EBITDAI margin28.3%32.8%4.5%pts28.6%28.0%(0.6)%pts
Effective tax rate
27.4%15.3%
(12.1)%pts
33.2%28.3%
(4.9)%pts
BAU capex to operating revenues and other gains
10.8%10.2%
(0.6)%pts
10.8%10.8%
-%pts
Total earnings per share (cents)
13.625.789.0%12.311.9(3.3%)
Total dividend per share (cents)
25.016.0(36.0%)25.016.0(36.0%)
(1)Reported revenue, expenses, EBITDAI and NPAT exclude the results of the data
centre business which has been classified as a discontinued operation in the
Financial Statements.
FY26ResultsSummary
(2) Adjusted results include the earnings of the data centre business up until the sale, and in FY26 excludes the
$278 million gain on sale from the data centres, and in FY25 excludes the $71 million gain on sale from the
Connexa stake and the $53 million of transformation costs.
Reported EBITDAI up 23.0% on data centre transaction; mobile revenue growth and productivity benefits supporting performance
FY26 financial summary
Adjusted
(1)
result vs. FY25
23
Spark
Reported result vs. FY25
FY26ResultsSummary
•Reported revenue and other gains up 6.0%, or $224m, to $3,949m
•Reported EBITDAI up 23.0%, or $242m, to $1,295m, mainly due to the
gain on sale of the data centre business included in reported results
•Net financing costs of $118m flatto FY25, while tax expense of $88m was
7.4% lower, primarily due to lower underlying EBITDAI as the data centre
gain on sale is non-assessable
•Discontinued earnings of $13m related to the contribution from the data
centre business – up 62.5% as assets held for sale are no longer
depreciated
•BAU capital expenditure flat at $401m as the 5G mobile rollout matures
•Reported NPAT up 91.9% to $499m
•Adjusted revenue and other gainsof $3,700m flat to FY25, driven by growth in
mobile revenue and offset by lower legacy voice and other connectivity
revenue,and five fewer months of data centre contribution following the sale
partway through the year
•Legacy voice revenuecontinuesto become a smaller part of the portfolio, now only
contributing 3.2% of total revenue
•Operating expenses of $2,665m were $25m higher than FY25, driven by:
oProduct cost increase of $30m, mainly through higher sales of products such as
mobile devices ($65m), and offset by product cost savings of $35m;
oNet labour savings of $58m; and
oHigher opex of $53m, due to technology partnership costs, increased marketing
to support growth, severance, and legacy exit costs
•As a result, adjusted EBITDAI was down 2.4%, or $25m, to $1,035m
•Adjusted NPAT down 0.9% to $225m
(1) Adjusted results include the earnings of the data centre business up until the sale, while excluding the $278 million gain onsale, and in FY25
remove the $71 million gain on sale from the Connexa stake and the $53 million of transformation costs. This provides a like-for-like, year-
on-year performance comparison. A detailed reconciliation is contained on page 9 of Spark’s detailed FY26 financial statements.
Cost reduction programme
FY26 productivity programme delivered $40m of benefits across product costs and labour/opex
24
Spark
FY26ResultsSummary
Product costs
•$35m in product cost savings from improved
buying terms with major suppliers, exit of legacy
products, and simplification
•Partially offsetting the net impact of increased
costs as we sold more mobile devices and services
Labour and other opex
•Long-term cost reduction programme embedding structural
productivity improvements across the business
•FY26 productivity benefit of $40m, in line with $40m-$50m
target
•$35m from sustainable product cost reductions, as Spark
simplifies and legacy becomes a smaller part of the business
•$58m in labour savings, partially offset by $53m in other
opexmovements
•As noted in February, savings were weighted to H1, with H2
slowing as expected opexincreases came through and
labour benefits largely landed in H2 FY25
Delivery since H1
•$23m net benefit of the technology delivery model:
o$58m of labour savings and business simplification, less
$35m increase in other opex through partnerships
•Offset by a net $18m increase in other opex, including:
oInflationary pressures, as well as higher H1 marketing
costs ($11m) to support growth, severances ($9m), and
legacy shutdown costs ($6m). These cost increases are
not expected to repeat at the same rate in future years
o$6m in cost reductions from data centre transaction
$908m
$903m
($58m)
$35m
$18m
FY25 Labour
and Other
opex
LabourNew tech
delivery
model
OtherFY26 Labour
and Other
opex
Labour and Other opex FY25-FY26
($5m)
Net impact
of other
opex
movements
$23m net benefit of
tech delivery model
$1732m
$1762m
$65m
($35m)
FY25 Product
costs
Net impact of
revenue
changes
Cost reductionsFY26 Product
costs
Product Costs FY25 - FY26
Cost reduction programme continued
On track to meet FY27 ambition of $110m-$140m of annualised savings
(1)
25
Spark
FY26ResultsSummary
Cost reduction progress since FY25
•Cumulative ongoing cost reductions have built from $61m in FY25 to $101m in FY26
(1) Subject to no material adverse change in operating outlook
$41m
$46m
$20m
$5m
$55m
$35m
FY25FY26 reductionsFY26FY27 ambition
Cumulative ongoing cost reductions
Labour and Other opexProduct Costs
$110m-$140m
Pathway to FY27 target
•Run-rate benefits from FY26 labour reductions and additional
simplification benefits from the organisational structure
change announced in July
•Other opex broadly flat, with inflationary pressures offset by
the cost reduction programme
•Further product cost savings expected from improved buying
terms, legacy product exits, and simplification
•On track to deliver FY27 ambition of $110m-$140m of
annualised savings
1
$61m
$101m
Delivering against our Capital Management Framework
FY26 capital management in line with new framework established in August 2025
ObjectiveFY26 outcome
Maintaining financial strength
•Strong balance sheet
•Targeted metrics consistent with current credit rating
•Net Debt/EBITDA ratio of ~1.7x
(1)
at 30 June 2026, down from 2.2x at 30
June 2025
Investment and portfolio management
•BAU capex – used to sustain and grow the core business organically
(capex to revenue ratio of 10-12%)
•Strategic capex – capital investment outside the core that meets
Spark’s hurdle rates
•FY26 BAU capex of $401m, 10.8% of adjusted revenue
•FY26 strategic capex of $66m
(2)
, representing capex committed as part of
the data centre transaction
Sustainable shareholder returns
•Dividend payout ratio of 70-100% of free cash flow
•Dividend reinvestment plan utilised when appropriate
•Growth in return on invested capital
•FY26 dividend of 16 cps, representing 100% of free cash flow
•DRP reinstated with 0% discount on shares issued in lieu of dividend
•ROIC of 8.4%
(3)
in FY26, flat to FY25 (FY26 Reported ROIC 13.8%vs 8.7% in
FY25)
03
02
01
Spark
26
FY26ResultsSummary
(1)Calculation of net debt/EBITDA consistent with S&P methodology
(2)Committed capex brought forward, reflected in the data centre sale proceeds
(3)Adjusted Return on Invested Capital excludes gain on sale of data centre in FY26, and Connexa gain and transformation costs in FY25
Total FY26 capex (excl. spectrum)
(1)
$467m▲9% YoY
Driven by data centre strategic capex prior to 75% divestment
FY26 BAU capex
$401mFlat on FY25
In line with $380m–$410m guidance; 10.8% of adjusted
revenue
FY26 strategic capex
$66m▲135% YoY
Committed capex brought forward, which was then reflected
in the data centre sale proceeds
Capitalexpenditure
27
Spark
FY26ResultsSummary
Significant BAU capex categories and outcomesFY25 FY26YoY change
Fixed network
and international cables
•Increased capacity for fibre, transport and IP networks to meet
forecasted demand for data growth
•Core networks expansion and resilience programme to improve
reliability
$63m$88m+40%
Infrastructure and
international cable capacity
purchases
Mobile network
•Increased capacity by upgrading 236 existing sites with 4G and 5G
•Extended coverage with 81 new sites built across New Zealand
$171m$140m(18%)
Normalised post 5G
Standalone mobile
core build
IT systems and AI
•Sustaining and licensing core business systems focused on automation
and enterprise efficiency
•Expanding AI investment to embed intelligence across operations,
accelerating automation, and service transformation
$148m$155m+5%
Strategic investment in
automation and AI platforms
for long-term efficiency
(1)FY26 spectrum capex of $7m on 20 MHz of 5G spectrum acquired from Tū Ātea
FY26 BAU investment aligned to SPK-30 priorities – network leadership and resilience, better CX, and efficiency through tech andAI
Freecashflow
28
Spark
FY26 ResultsSummary
Free cash flow calculation
FY25
($m)
FY26
($m)
Change
($m)
Change
(%)
Reported EBITDAI1,0531,29524223.0%
Add EBITDAI from discontinuing operations2518(7)(28.0%)
Less adjusting items and non-cash gains(48)(310)(262)NM
EBITDAI for free cash flow1,0301,003(27)(2.6%)
Less
Cash paid on BAU capex(374)(380)(6)(1.6)%
Cash paid on interest(117)(103)1412.0%
Cash paid on tax payments(186)(127)5931.7%
Cash paid on leases(104)(141)(37)(35.6)%
Change in working capital1156
(1)
45NM
Total cash payments on items above(770)(695)759.7%
Free cash flow2603084818.5%
Cash paid on strategic capex(46)(62)(16)(34.8)%
Free cash flow less strategic capex2142463215.0%
Free cash flow growth supporting a total FY26 dividend of 16cps
(1)Change in working capital has been adjusted by $219m to reflect the sale of IFP receivable book during FY26
•FCF increased 18.5% to $308m and supported a total FY26
dividend 16cps
•EBITDAI for FCF down 2.6% to $1,003m due to partial year’s
contribution from data centresand underlying performance
•Cash paid on BAU Capex consistent with FY25, with a higher
weighting to network and infrastructure spend
•Reduction in cash tax paid, as prepaid tax asset utilisedduring the
year – expected to further benefit FCF in future years
•Cash paid on leases increased $37m, cycling the FY25 lease
incentive of$12m together with increasedmobilesites. It is
expected that FY27 cash leases will continue to increase but by a
lower amount
•Change in working capital delivered a $45m improvement in FCF
Debt
29
Spark
FY26 ResultsSummary
Balance sheet strengthened, with core net debt down 35% to $898m
•Free Cash Flow growth and proceeds from the sale 75% of the data centre business reduced core net debt $494m (or 35%) to $898m
•With lease liabilities consistent at ~$883m, total net debt including leases decreased to $1,781m, with the net debt to EBITDA ratio now at ~1.7x
•Spark remains focused on a strong balance sheet, targeting metrics consistent with current credit rating
**Calculation of net debt/EBITDA consistent with S&P methodology
2.3x
2.2x
2.2x
1.7x
0.0x
0.5x
1.0x
1.5x
2.0x
2.5x
3.0x
$m
$500m
$1,000m
$1,500m
$2,000m
$2,500m
$3,000m
H1 25FY25H1 26FY26
Spark Debt Profile
Net debt ex leasesLeasesNet Debt/EBITDAI**
Net debt
FY25
($m)
FY26
($m)
Net debt at hedged rates$1,475$898
Net debt at hedged rates including lease liabilities$2,392$1,781
Debt ratios
Borrowing costs (annualised)5.6%5.5%
(1)
Weighted average debt maturity (years) 3.1 3.1
Debt servicing
(2)
2.2x~1.7x
Gearing61%52%
Interest cover8x8x
(1)Following the sale of the IFP receivables book reported finance costs include the initial loss on sale
of the transaction – this has been excluded to improve comparability with prior periods
(2)Debt servicing is calculated as (Net debt at hedge rates including lease liabilities - captive finance adjustments)/(Adjusted
EBITDAI - captive finance adjustments) which Spark estimates aligns to S&P’s credit rating calculation
Guidance
31
Spark
FY26 ResultsSummary
FY26 ActualFY27 Guidance
Adjusted EBITDAI$1,035m
(2)
$1,010m-$1,080m
BAU capex$401m$350m-$380m
Free cash flow$308m$300m-$350m
Dividend16 cps
90%-100% of FCF
supported by a target
(3)
FY27
dividend range of 16-18 cps
FY27Guidance
(1)
(1)Subject to no material adverse change in operating outlook
(2)Adjusted FY26 EBITDAI includes the earnings of the data centre business up until the sale, while excluding
the $278 million gain on sale
(3) The target FY27 dividend range of 16-18 cps is intended to provide investors with greater clarity on the expected dividend
outcome than a payout ratio alone, while maintaining the discipline of linking dividends to free cash flow generation. Final dividend
decisions remain subject to Board approval.
Appendix
FY26 reported and adjusted earnings reconciliation
FY25FY26
Reported per
Financial
Statements
Discontinued
operation
Adjusting
items
Total
Adjusted
Reported per
Financial
Statements
Discontinued
operation
Adjusting
items
Total
Adjusted
Operating revenues
and other gains
3,72546(71)3,7003,94929(278)3,700
Operating expenses(2,672)(21)53(2,640)(2,654)(11)-(2,665)
EBITDAI1,05325(18)1,0601,29518(278)1,035
Net finance income(118)--(118)(118)--(118)
Depreciation and amortisation(590)(14)-(604)(602)--(602)
Net investment income2--2(1)--(1)
Net earnings before tax34711(18)34057418(278)314
Net tax expense(95)(3)(15)(113)(88)(5)4(89)
Net earnings 2528(33)22748613(274)225
•FY25 and FY26 Reported revenue and EBITDAI exclude the results of the data centre business which is classified as a discontinuedoperation in the Financial Statements
•To assist in comparability, and reporting in a manner consistent with market guidance, adjusted revenue, EBITDAI, and NPAT include the earnings of the data centre
business up until the sale for both years, while FY26 excludes the $278 million gain on sale of data centres, and in FY25excludes the $71 million gain on sale from the
Connexa stake and the $53 million of transformation costs
•The table below provides a reconciliation of reported to adjusted earnings
33
Spark
FY26ResultsSummary
---
Spark New Zealand
Group result - reported
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Operating revenues and other gains1,9561,8641,9161,8091,893 2,0563,725 3,9492246.0%
Operating expenses(1,437) (1,242) (1,510) (1,162) (1,445) (1,209)(2,672) (2,654)180.7%
EBITDAI
519 622 406 647 448 847 1,053 1,295
242 23.0%
Finance income141615161493123(8)(25.8%)
Finance expense(63)(81)(75)(74)(69)(72)(149)(141)85.4%
Depreciation and amortisation(244)(268)(293)(297)(304)(298)(590)(602)(12)(2.0%)
Net investment income / (loss)(3)(5)-2(1)-2(1)(3)NM
Net earnings before income tax223284532948848634757422765.4%
Tax income / (expense)(69)(127)(22)(73)(34)(54)(95)(88)77.4%
Net earnings from continuing operations154157312215443225248623492.9%
Net earnings from discontinued operations2344103813562.5%
Total net earnings for the period156160352256443526049923991.9%
BAU Capital expenditure 267210238163217184401401--%
Strategic Capital expenditure 192214145412286638NM
Capital expenditure excluding spectrum286232252177271196429467388.9%
Reported EBITDAI margin26.5%33.4%21.2%35.8%23.7%41.2%28.3%32.8%4.5pp
Reported effective tax rate30.9%44.7%41.5%24.8%38.6%11.1%27.4%15.3%(12.1pp)
Capital expenditure to operating revenues and other gains14.6%12.4%13.2%9.8%14.3%9.5%11.5%11.8%0.3pp
Reported basic EPS
1
(cents) from continuing operations
8.48.71.612.02.922.813.6 25.712.1 89.0%
Reported diluted EPS (cents) from continuing operations8.48.81.612.02.922.813.6 25.712.1 89.0%
Reported basic EPS (cents) from discontinued operations0.10.20.20.30.50.20.4 0.70.3 75.0%
Reported diluted EPS (cents) from discontinued operations0.10.30.20.30.50.20.4 0.70.3 75.0%
1
Earnings per share
NM denotes ‘not meaningful’
Group result - adjusted
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Adjusted operating revenues and other gains1,9761,8851,9391,7611,9171,7833,7003,700--%
Adjusted operating expenses(1,446)(1,252)(1,491)(1,149)(1,446)(1,219)(2,640)(2,665)(25)(0.9%)
Adjusted EBITDAI
530 633 448 612 471 564 1,060 1,035
(25)(2.4%)
Finance income141615161493123(8) (25.8%)
Finance expense(63)(81)(75)(74)(69)(72)(149)(141)85.4%
Depreciation and amortisation(251)(276)(300)(304)(304)(298)(604)(602)20.3%
Adjusted net investment income / (loss)(3)(5)-2(1)-2(1)(3)NM
Adjusted net earnings before income tax22728788252111203340314(26)(7.6%)
Adjusted income tax expense(70)(102)(32)(81)(38)(51)(113)(89)2421.2%
Adjusted net earnings for the period1571855617173152227225(2)(0.9%)
BAU Capital expenditure 267210238163217184401401--%
Strategic Capital expenditure 192214145412286638NM
Capital expenditure excluding spectrum286232252177271196429467388.9%
Free cash flows excluding spectrum(100)219582021072012603084818.5%
Adjusted EBITDAI margin26.8%33.6%23.1%34.8%24.6%31.6%28.6%28.0%(0.6pp)
Adjusted effective tax rate30.8%35.5%36.4%32.1%34.2%25.1%33.2%28.3%(4.9pp)
Capital expenditure to adjusted operating revenues and other gains14.5%12.3%13.0%10.1%14.1%11.0%11.6%12.6%1.0pp
Adjusted basic EPS (cents)8.610.13.19.23.98.012.311.9(0.4)(3.3%)
Adjusted diluted EPS (cents)8.510.23.19.23.98.012.311.9(0.4)(3.3%)
Declared Dividends
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
Ordinary dividends (cents per share)13.5014.0012.5012.508.008.0025.0016.00(9.00)(36.0%)
Total dividend (cents per share)13.5014.0012.5012.508.008.0025.0016.00(9.00)(36.0%)
FY26 vs FY25
Reported revenue, expenses, EBITDAI and NPAT exclude the results of the data centre business which has been classified as a discontinued operation in the Financial Statements in FY26.
FY26 vs FY25
Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes one-off significant items (such as gains, expenses and impairments) individually greater than $25
million. In the year ended 30 June 2026, the net gain on sale of the data centre business in January 2026 amounted to $278 million and any associated tax impact were deemed significant to adjust. In the year
ended 30 June 2025, the net gain on sale of the remaining Connexa investment of $71 million, the transformation costs associated with Spark’s SPK-26 Operate Programme amounted to $53 million and any
associated tax impacts were deemed significant to adjust.
FY26 vs FY25
Spark New Zealand
Group operating revenues and other gains
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
Connectivity$m$m$m$m$m$m$m$m$m%
Mobile service revenue510500491496499499987998111.1%
Mobile non-service revenue2392252482182552644665195311.4%
Total mobile7497257397147547631,4531,517644.4%
Voice 948678726561150126(24)(16.0%)
Broadband
1
309304302306303293608596(12)(2.0%)
Other connectivity
2
184189182181163164363327(36) (9.9%)
Total connectivity1,3361,3041,3011,2731,2851,2812,5742,566(8)(0.3%)
Other
Cloud109116118117120113235233(2)(0.9%)
IT service management686461554955116104(12)(10.3%)
Procurement and partners339209332206344219538563254.6%
Other products10510910410295105206200(6)(2.9%)
Total other6214986154806084921,0951,10050.5%
Adjusted operating revenues1,9571,8021,9161,7531,8931,7733,6693,666(3)(0.1%)
Other gains19832382410313439.7%
Adjusted operating revenues and other gains1,9761,8851,9391,7611,9171,7833,7003,700--%
Adjusting items - net gain on sale
3
---71-27871278207NM
Operating revenues from discontinued operations(20)(21)(23)(23)(24)(5)(46)(29)1737.0%
Reported operating revenues and other gains1,9561,8641,9161,8091,8932,0563,7253,9492246.0%
1
Wireless broadband revenues and connections are included in broadband revenues and connections.
2
Other connectivity includes IoT, managed data and networks, security and collaboration.
Group operating expenses
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
Product costs$m$m$m$m$m$m$m$m$m%
Connectivity
Total mobile(253)(231)(251)(206)(258)(232)(457)(490)(33)(7.2%)
Voice(43)(38)(36)(32)(30)(27)(68)(57)1116.2%
Broadband(161)(164)(162)(169)(162)(156)(331)(318)133.9%
Other connectivity(98)(108)(96)(100)(85)(86)(196)(171)25 12.8%
Other
Cloud(38)(47)(61)(50)(63)(58)(111)(121)(10)(9.0%)
IT service management(9)(21)(18)(15)(13)(17)(33)(30)39.1%
Procurement and partners(315)(168)(307)(166)(325)(197)(473)(522)(49)(10.4%)
Other product costs(27)(28)(34)(29)(23)(30)(63)(53)1015.9%
Total product costs(944)(805)(965)(767)(959)(803)(1,732)(1,762)(30)(1.7%)
Labour(279)(233)(271)(172)(216)(169)(443)(385)5813.1%
Other operating expenses
Network support costs(40)(33)(52)(27)(57)(50)(79)(107)(28)(35.4%)
Computer costs(52)(63)(74)(58)(75)(80)(132)(155)(23)(17.4%)
Accommodation costs(29)(29)(29)(26)(27)(23)(55)(50)59.1%
Electricity - Data Centres
1
(2)(2)(3)(4)(4)-(7)(4)3 42.9%
Electricity - non Data Centres(17)(17)(16)(18)(17)(17)(34)(34)--%
Advertising, promotions and communication(33)(21)(31)(27)(42)(27)(58)(69)(11)(19.0%)
Bad debts(7)(8)(10)(9)(10)(6)(19)(16)315.8%
Other(43)(41)(40)(41)(39)(44)(81)(83)(2)(2.5%)
(223)(214)(255)(210)(271)(247)(465)(518)(53)(11.4%)
Adjusted operating expenses(1,446)(1,252)(1,491)(1,149)(1,446)(1,219)(2,640)(2,665)(25)(0.9%)
Transformation costs--(29)(24)--(53)-53100.0%
Operating expenses from discontinued operations91010111012111(10)(47.6%)
Separation costs----(9)9----%
Reported operating expenses(1,437)(1,242)(1,510)(1,162)(1,445)(1,209)(2,672)(2,654)180.7%
1
Estimated electricity costs to run Spark Group's dedicated data centres.
Group FTEs
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
FTE permanent5,3565,0724,4563,7923,5843,2923,792 3,292 (500)(13.2%)
FTE contractors 97709455482555 25 (30)(54.2%)
Total FTE5,4535,1424,5503,8473,6323,3173,847 3,317 (530)(13.8%)
FY26 vs FY25
FY26 vs FY25
3
FY25 is net gain on sale of Connexa and FY26 is net gain on sale of data centres.
FY26 vs FY25
Spark New Zealand
Gross margin by product
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Total mobile4964944885084965319961,027313.1%
Voice5148424035348269(13)(15.9%)
Broadband14814014013714113727727810.4%
Other connectivity868186817878167156(11)(6.6%)
Cloud716957675755124112(12)(9.7%)
IT service management5943434036388374(9)(10.8%)
Procurement and partners2441254019226541(24)(36.9%)
Other products78816973727514214753.5%
Adjusted product gross margin
1,013 997 950 986 934 970 1,936 1,904
(32)(1.7%)
Other gains19832382410313439.7%
Adjusted gross margin
1,032 1,080 974 994 958 980 1,968 1,938
(30)(1.5%)
Gross margin from discontinued operations(20)(20)(23)(22)(24)
(5)
(45)(29)1635.6%
Gain on sale/divestment of Connexa & data centres
---71- 278
71278207NM
Reported gross margin
1,012 1,060 951 1,043 934 1,253
1,9942,1871939.7%
Finance expense & income
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Finance expense
Finance expense on debt(33)(42)(41)(38)(35)(31)(79)(66)13 16.5%
Other interest and finance expenses(8)(15)(10)(10)(10)(15)(20)(25)(5) (25.0%)
Lease interest expense(24)(24)(25)(26)(26)(25)(51)(51)--%
Leased customer equipment interest expense(4)(4)(3)(3)(2)(3)(6)(5)116.7%
(69)(85)(79)(77)(73)(74)(156)(147)95.8%
Capitalised interest64434276(1)(14.3%)
(63)(81)(75)(74)(69)(72)(149)(141)85.4%
Finance income
Finance lease interest income44444488--%
Other interest income101211121052315(8) (34.8%)
141615161493123(8)(25.8%)
Depreciation and amortisation expense
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Depreciation and amortisation expense
Depreciation - property, plant and equipment(112)(123)(147)(138)(139)(131)(285)(270)155.3%
Depreciation - right-of-use assets(42)(47)(50)(55)(53)(58)(105)(111)(6) (5.7%)
Depreciation - leased customer equipment assets(17)(16)(13)(14)(13)(14)(27)(27)--%
Amortisation - intangible assets(80)(90)(90)(97)(99)(95)(187)(194)(7) (3.7%)
Adjusted depreciation and amortisation expense(251)(276)(300)(304)(304)(298)(604)(602)20.3%
Depreciation and amortisation expense from discontinued operations7877--14-(14) (100.0%)
Reported depreciation and amortisation expense(244)(268)(293)(297)(304)(298)(590)(602)(12) (2.0%)
Net investment income / (loss)
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
Net investment income$m$m$m$m$m$m$m$m$m%
Share of associates' and joint ventures' net losses(8)(9)(6)-(1)(1)(6)(2)4 66.7%
Interest income on loans receivable from associates and joint ventures6662--8-(8) (100.0%)
Impairment of investments-(2)--------%
Net disposal and remeasurement of equity accounted investments(1)---------%
Fair value gain on receivables measured at FVTPL-----1-11NM
Adjusted net investment income(3)(5)-2(1)-2(1)(3)NM
Reported net investment income(3)(5)-2(1)-2(1)(3)NM
FY26 vs FY25
FY26 vs FY25
FY26 vs FY25
FY26 vs FY25
Spark New Zealand
Other connectivity
Analysis & KPIs - Voice
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
000's000's000's000's000's000's000's000's000's%
POTS and ISDN6959493927133913(26)(66.7%)
VoIP5351484946474947(2)(4.1%)
Voice over wireless86655454(1)(20.0%)
Total voice connections1301161039378649364(29)(31.2%)
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Total voice revenue948678726561150126(24)(16.0%)
Voice product costs
1
(43)(38)(36)(32)(30)(27)(68)(57)11 16.2%
Voice gross margin
5148424035 348269
(13)(15.9%)
Voice gross margin %54.3%55.8%53.8%55.6%53.8% 55.7%54.7%54.8% 0.1pp
1
Includes voice access (baseband), interconnect, and international calling costs.
Analysis & KPIs - Broadband
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
000's000's000's000's000's000's000's000's000's%
Copper5443362620162616(10)(38.5%)
Fibre427428424422417408422408(14)(3.3%)
Wireless214216218213212205213205(8)(3.8%)
Total broadband connections695687678661649629661629(32)(4.8%)
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Total broadband revenue309304302306303293608596(12)(2.0%)
Broadband product costs
2
(161)(164)(162)(169)(162)(156)(331)(318)133.9%
Broadband gross margin14814014013714113727727810.4%
Broadband gross margin %47.9%46.1%46.4%44.8%46.5%46.8%45.6%46.6%1.0pp
2
Includes broadband access (UBA/UCLL/Fibre) and modem costs.
Analysis & KPIs - Other connectivity
3
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Other connectivity revenue184189182181163164363327(36)(9.9%)
Other connectivity product costs(98)(108)(96)(100)(85)(86)(196)(171)2512.8%
Other connectivity gross margin868186817878167156(11)(6.6%)
Other connectivity gross margin %46.7%42.9%47.3%44.8%47.9%47.6%46.0%47.7%1.7pp
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
000's000's000's000's000's000's000's000's000's%
Total IoT connections1,7992,0482,2502,3762,4292,4982,3762,4981225.1%
3
Other connectivity includes IoT, managed data and networks, security and collaboration.
FY26 vs FY25
FY26 vs FY25
Voice connections by typeFY26 vs FY25
FY26 vs FY25
Broadband connections by technologyFY26 vs FY25
FY26 vs FY25
Spark New Zealand
Core Connectivity
Analysis & KPIs - Mobile
Consumer & SMEH1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
Pay monthly
Connections (k)
1
1,1881,1991,2071,2051,203 1,1981,2051,198(7) (0.6%)
ARPU ($)45.5144.3444.0344.9046.2345.9544.4646.081.623.6%
Prepaid
Connections (k)1,2101,1731,1061,1121,0771,0721,1121,072(40)(3.6%)
ARPU ($)16.0915.8816.2116.0015.9815.9816.1015.98(0.12)(0.7%)
Total Consumer & SME mobile service revenue ($m)438431428433437436861873121.4%
Enterprise & Government
Pay monthly
Connections (k)
1
337318312312308310312310(2) (0.6%)
ARPU ($)30.4829.5027.1826.5425.0524.5926.7424.82(1.92)(7.2%)
Total Enterprise & Government mobile service revenue ($m)62585149474610093(7)(7.0%)
Wholesale & other
2
Mobile service revenue ($m)1011121415172632623.1%
Total mobile service revenue510500491496499499987998111.1%
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
Total mobile$m$m$m$m$m$m$m$m$m%
Mobile service revenue510500491496499499987998111.1%
Mobile non-service revenue
3
2392252482182552644665195311.4%
Total mobile revenue7497257397147547631,4531,517644.4%
Mobile product costs
4
(253)(231)(251)(206)(258)(232)(457)(490)(33) (7.2%)
Mobile gross margin4964944885084965319961,027313.1%
Mobile gross margin %66.2%68.1%66.0%71.1%65.8% 69.6%68.5%67.7% (0.8pp)
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
000's000's000's000's000's000's000's000's000's%
Pay monthly connections1,5251,5171,5191,5171,511 1,5081,5171,508(9) (0.6%)
Prepaid connections1,2101,1731,1061,1121,077 1,0721,1121,072(40) (3.6%)
Internal connections44433232(1) (33.3%)
Total mobile connections
5
2,7392,6942,6292,6322,591 2,5822,6322,582(50) (1.9%)
Total ARPU ($)30.6630.0330.1730.4131.08 30.8530.2930.960.67 2.2%
1
The divestment of Digital Island resulted in connection transfers from Enterprise & Government to Consumer & SME, which is reflected in these connection numbers.
2
Includes MVNO revenue, but excludes other customer segment mobile revenue which is now captured in non-service revenue.
4
Includes handset, interconnect and cellphone tower access costs.
5
Mobile connections excluding MVNO connections but including legacy machine to machine, SIM based SmartWatch connections and internal connections.
FY26 vs FY25
FY26 vs FY25
FY26 vs FY25
3
Mobile non-service revenue includes handset sales, mobile interconnect, mobile equipment supplied to customers and partners, and other non-usage mobile revenues
Spark New Zealand
Other
Analysis & KPIs - Cloud
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Cloud revenue109116118117120113235233(2)(0.9%)
Cloud product costs(38)(47)(61)(50)(63)(58)(111)(121)(10)(9.0%)
Cloud gross margin716957675755124112(12)(9.7%)
Cloud gross margin%65.1%59.5%48.3%57.3%47.5%48.7%52.8%48.1%(4.7pp)
Analysis & KPIs - IT Service Management
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
IT Service Management revenue686461554955116104(12)(10.3%)
IT Service Management product costs(9)(21)(18)(15)(13)(17)(33)(30)39.1%
IT Service Management gross margin5943434036388374(9)(10.8%)
IT Service Management gross margin %86.8%67.2%70.5%72.7%73.5%69.1%71.6%71.2%(0.4pp)
Analysis & KPIs - Procurement and partners
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Procurement and partners revenue339209332206344219538563254.6%
Procurement and partners product costs(315)(168)(307)(166)(325)(197)(473)(522)(49)(10.4%)
Procurement and partners gross margin2441254019226541(24)(36.9%)
Procurement and partners gross margin %7.1%19.6%7.5%19.4%5.5%10.0%12.1%7.3%(4.8pp)
FY26 vs FY25
FY26 vs FY25
FY26 vs FY25
Spark New Zealand
Statement of cash flows
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Cash flows from operating activities
Receipts from customers
1
1,972 1,739 1,977 1,717 1,938 1,716 3,6943,654(40)(1.1%)
Receipts from sale of interest-free payment (IFP) receivables - - - - 239 116 -355355NM
Payments for collections on derecognised IFP receivables and buy backs - - - - - (117)-(117)(117)NM
Receipts from interest 13 15 15 14 13 7 2920(9)(31.0%)
Payments to suppliers and employees (1,519) (1,134) (1,566) (1,145) (1,509) (1,109)(2,711) (2,618)933.4%
Payments for income tax (net of refunds) (101) (88) (78) (108) (14) (113)(186)(127)5931.7%
Payments for interest on debt (31) (49) (46) (44) (37) (31)(90)(68)2224.4%
Payments for interest on leases (23) (23) (24) (26) (25) (25)(50)(50)--%
Payments for interest on leased customer equipment assets (4) (3) (3) (3) (2) (3)(6)(5)116.7%
Net cash flows from operating activities
307 457 275 405
603 441
6801,04436453.5%
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 14 20 2 - - 1 21(1)(50.0%)
Proceeds from sale of business, net of cash acquired - 4 - 8 - 462 8462454NM
Proceeds from sale of long-term investments - - - 309 48 - 30948(261)(84.5%)
Proceeds from long-term investments - 7 - 17 - 21 1721423.5%
Receipts from finance leases 1 - - - - 1 -11NM
Receipts from loans receivable 10 - 3 - - - 3-(3)(100.0%)
Payments for purchase of business, net of cash acquired (2) (3) (2) - - - (2)-2100.0%
Payments for, and advances to, long-term investments (1) - - - - - ----%
Payments for assets classified as held for sale
2
- - - - (51) (11)-(62)(62)NM
Payments for purchase of property, plant and equipment, intangibles
(excluding spectrum) and capacity
(347) (235) (228) (204) (208) (166)(432)(374)5813.4%
Payments for spectrum intangible assets - (8) - (10) (1) - (10)(1)990.0%
Payments for capitalised interest (6) (4) (4) (3) (4) (2)(7)(6)114.3%
Net cash flows from investing activities (331) (219) (229) 117 (216) 306 (112)90202NM
Cash flows from financing activities
Net proceeds from/(repayments of) debt and derivatives 489 21 190 (387) (42) (422)(197)(464)(267)NM
Payments for dividends (249) (245) (160) (142) (236) (151)(302)(387)(85)(28.1%)
Payments for share buy-back (159) - - - - - ----%
Payments for discounts on derecognised IFP receivables - - - - - (19)-(19)(19)NM
Payments for leases (38) (40) (44) (48) (44) (64)(92)(108)(16)(17.4%)
Receipts from lease incentive - - 22 - - - 22-(22)(100.0%)
Payments for leased customer equipment assets (20) (14) (11) (13) (14) (19)(24)(33)(9)(37.5%)
Net cash flows from financing activities 23 (278) (3) (590) (336) (675)(593) (1,011)(418)(70.5%)
Net cash flows (1) (40) 43 (68) 51 72 (25)123148NM
Opening cash and cash equivalents position 100 99 59 102 34 85 5934(25)(42.4%)
Closing cash and cash equivalents position
3
99 59 102 34 85 157 34157123NM
3
FY26 balance comprises $52 million of cash in banks and $105 million of short-term deposits which are classified as cash equivalents.
Analysis & KPIs - Free cash flows and movement in working capital
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Reported EBITDAI 519 622 406 647 448 847 1,053 1,295 242 23.0%
EBITDAI from discontinued operations 11 11 13 12 14 4 25 18 (7)(28.0%)
Adjusting items and non cash other gains(20) (58) 6 (54) (15) (295) (48) (310) (262)NM
EBITDAI for free cash flow
510 575 425 605 447 556 1,030 1,003 (27)(2.6%)
Less
Cash paid on BAU capital expenditure (334) (207) (212) (162) (212) (168) (374) (380) (6)(1.6%)
Cash paid on interest (45) (60) (58) (59) (51) (52) (117) (103) 14 12.0%
Cash paid on tax payments (101) (88) (78) (108) (14) (113) (186) (127) 59 31.7%
Cash paid on leases (57) (54) (43) (61) (58) (83) (104) (141) (37)(35.6%)
Total cash payments on items above (537) (409) (391) (390) (335) (416) (781) (751) 30 3.8%
Change in working capital
Change in receivables 27 (78) 80 (57) 254 (62) 23 192 169 NM
Change in payables (20) 65 41 (50) 75 20 (9) 95 104 NM
Change in inventory (27) 18 (25) 32 (42) 31 7 (11) (18)NM
Change in contract assets (8) 12 (6) 4 (1) 2 (2) 1 3 NM
Change in prepayments (excluding CAPEX) (45) 36 (66) 58 (78) 76 (8) (2) 6 75.0%
IFP adjustment - - - - (213) (6) - (219) (219)NM
Total change in working capital - (increase)/decrease (73) 53 24 (13) (5) 61 11 56 45 NM
Free cash flow (100) 219 58 202 107 201 260 308 48 18.5%
Cash paid on strategic capital expenditure (19) (22) (14) (32) (51) (11) (46) (62) (16)(34.8%)
Free cash flow less strategic capex (119) 197 44 170 56 190 214 246 32 15.0%
FY26 vs FY25
1
FY26 balances include $99 million of cash collected on behalf of Challenger Limited. See note 1.5 of the Financial Statements for further details.
FY26 vs FY25
2
FY26 payments were for capital expenditure on data centre assets prior to their sale. This expenditure was recovered as part of the proceeds received from the sale of the data centre business. See note 1.4 of the Financial
Statements for further details.
Spark New Zealand
Group capital expenditure (Capex)
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
BAU Capex$m$m$m$m$m$m$m$m$m
%
Cloud2413925
3118(3)(27.3%)
Fixed network & International cable capacity5510372646
4263882539.7%
IT systems8067737581
7414815574.7%
Mobile network6524912981
591201402016.7%
Property74432
577--%
Other461
-
2
1132NM
5G Acceleration & SA Readiness 32742328
--51-(51)(100.0%)
Converged tech
-
12
--------%
Total BAU capex excluding spectrum267210238163217184401401--%
Strategic Capex
Data centres1922141454
12286638NM
Total capex excluding spectrum286232252177271196429467388.9%
Mobile spectrum23
---
7
--77NM
Total capex including spectrum3092322521772781964294744510.5%
Cash Capex
BAU
33420721216221216837438061.6%
Strategic
19221432511146621634.8%
Total cash capex excluding spectrum353229226194263179420442225.2%
FY26 vs FY25
Capital expenditure is the additions to property, plant and equipment, and intangible assets (excluding spectrum, goodwill, acquisitions, assets fully funded by customers or vendors, and other non-cash
additions that may be required by NZ IFRS, such as decommissioning costs), assets classified as held for sale, and additions to capacity right-of-use assets where such additions are paid up front.
Spark New Zealand
Reconciliation of reported to adjusted net earnings
FY26
Operating revenues and other gains
3,94929(278)3,700
Operating expenses
(2,654)(11)-(2,665)
Total EBITDAI
1,29518(278)1,035
Net finance expense
(118)--(118)
Depreciation and amortisation
(602)--(602)
Net investment income / (loss)
(1)--(1)
Total net earnings before tax
57418(278)314
Net tax expense
(88)(5)4(89)
Net earnings
48613(274)225
FY25
Operating revenues and other gains
3,72546(71)3,700
Operating expenses
(2,672)(21)53(2,640)
Total EBITDAI
1,05325(18)1,060
Net finance expense
(118)--(118)
Depreciation and amortisation
(590)(14)-(604)
Net investment income / (loss)
2--2
Total net earnings before tax
34711(18)340
Net tax expense
(95)(3)(15)(113)
Net earnings
2528(33)227
3
FY25 balances include the net gain on sale of the remaining Connexa investment of $71 million, the transformation costs associated with Spark’s SPK-26 Operate Programme amounted to $53
million and any associated tax impacts.
Reported (continuing operations)
Discontinued operations
1
Adjusting items
3
Total adjusted
1
The data centre business was classified as a discontinued operation in FY25, see note 1.4 of the Financial Statements for further details.
2
FY26 balances include the net gain on sale of the data centre business in January 2026 amounted to $278 million and any associated tax impact.
Spark’s policy is to present ‘adjusted EBITDAI’ and ‘adjusted net earnings’ when a financial year includes one-off significant items (such as gains, expenses and impairments) individually greater
than $25 million. In the year ended 30 June 2026, the net gain on sale of the data centre business in January 2026 amounted to $278 million and any associated tax impact were deemed significant
to adjust. In the year ended 30 June 2025, the net gain on sale of the remaining Connexa investment of $71 million, the transformation costs associated with Spark’s SPK-26 Operate Programme
amounted to $53 million and any associated tax impacts were deemed significant to adjust.
Reported (continuing operations)
Discontinued operations
1
Adjusting items
2
Total adjusted
Spark New Zealand
Format below reflects Spark's next step towards SPK-30 distinguishing Core Connectivity from Other Services
Group operating revenues and other gains
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
Connectivity$m$m$m$m$m$m$m$m$m%
Mobile service revenue510500491496499499987998111.1%
Mobile non-service revenue2392252482182552644665195311.4%
Total mobile7497257397147547631,4531,517644.4%
Voice 948678726561150126(24)(16.0%)
Broadband309304302306303293608596(12)(2.0%)
Other connectivity184189182181163164363327(36)(9.9%)
Total connectivity1,3361,3041,3011,2731,2851,2812,5742,566(8)(0.3%)
Digital services
Cloud109116118117120113235233(2)(0.9%)
IT service management686461554955116104(12)(10.3%)
Other digital services
1
151615191718343512.9%
Total digital services192196194191186186385372(13)(3.4%)
Other
Procurement and partners339209332206344219538563254.6%
Other products
2
909389837887172165(7)(4.3%)
Total other429302421289422306710728182.5%
Adjusted operating revenues1,9571,8021,9161,7531,8931,7733,6693,666(3)(0.1%)
Other gains19832382410313439.7%
Adjusted operating revenues and other gains1,9761,8851,9391,7611,9171,7833,7003,700--%
Group product costs
H1 FY24 H2 FY24 H1 FY25 H2 FY25 H1 FY26 H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Connectivity
Total mobile(253)(231)(251)(206)(258)(232)(457)(490)(33)(7.2%)
Voice(43)(38)(36)(32)(30)(27)(68)(57)1116.2%
Broadband(161)(164)(162)(169)(162)(156)(331)(318)133.9%
Other connectivity(98)(108)(96)(100)(85)(86)(196)(171)2512.8%
Total connectivity (555)(541)(545)(507)(535)(501)(1,052)(1,036)161.5%
Digital services
Cloud(38)(47)(61)(50)(63)(58)(111)(121)(10)(9.0%)
IT service management(9)(21)(18)(15)(13)(17)(33)(30)39.1%
Other digital services
1
(4)(3)(4)(5)(4)-(9)(4)555.6%
Total digital services(51)(71)(83)(70)(80)(75)(153)(155)(2)(1.3%)
Other
Procurement and partners(315)(168)(307)(166)(325)(197)(473)(522)(49)(10.4%)
Other products
2
(23)(25)(30)(24)(19)(30)(54)(49)59.3%
Total other (338)(193)(337)(190)(344)(227)(527)(571)(44)(8.3%)
Adjusted product costs(944)(805)(965)(767)(959)(803)(1,732)(1,762)(30)(1.7%)
Gross margin by product
H1 FY24H2 FY24H1 FY25H2 FY25H1 FY26H2 FY26FY25FY26
$m$m$m$m$m$m$m$m$m%
Connectivity
Total mobile4964944885084965319961,027313.1%
Voice5148424035348269(13)(15.9%)
Broadband14814014013714113727727810.4%
Other connectivity868186817878167156(11)(6.6%)
Total connectivity 7817637567667507801,5221,53080.5%
Digital services
Cloud716957675755124112(12)(9.7%)
IT service management5943434036388374(9)(10.8%)
Other digital services
1
1113101412182430625.0%
Total digital services141125110121105111231216(15)(6.5%)
Other
Procurement and partners2441254019226541(24)(36.9%)
Other products
2
676859596057118117(1) (0.8%)
Total other 9110984997979183158(25)(13.7%)
Adjusted product gross margin1,0139969509869349701,9361,904(32)(1.7%)
Other gains19832382410313439.7%
Adjusted gross margin1,0321,0809749949589801,9681,938(30)(1.5%)
1
Other digital services includes Data, analytics and AI, Ubiquity and Digital Identity.
2
Other products include network infrastructure delivery and products outside main categories.
FY26 vs FY25
FY26 vs FY25
FY26 vs FY25
---
Corporate
Governance
Statement
FY26
The Board and Management of Spark New Zealand Limited (Spark) are committed
to maintaining high standards of corporate governance.
Spark’s governance structures and processes are regularly reviewed by the Board to
ensure that they meet international best practice.
Spark is required to report against the NZX Corporate Governance Code (NZX Code)
and has elected to consider and substantially comply with the ASX Corporate
Governance Council’s Principles and Recommendations (the Fourth Edition).
This statement is a snapshot of Spark’s practices, processes and policies measured
against the principles of the NZX Code for the period from 1 July 2025 to 30 June 2026.
It was approved by the Board on 19 August 2026 and is accurate as at that date.
Annual Corporate Governance Statement FY26
Justine Smyth, CNZM
Chair
Spark New Zealand
Annual Corporate Governance Statement FY26
2
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).
Spark has an integrated company-wide compliance
framework. A Code of Ethics (which applies to all
employees) and Directors’ Code of Ethics (together,
the Codes), together set out the standards by which
our people are expected to conduct themselves.
These Codes provide guidance on decision-making
and set out to instil a culture of acting lawfully, ethically,
and responsibly. Spark has a Whistleblowing Policy
which outlines the range of options for Spark people
to raise concerns or report wrongdoing, and sets out
the protections and processes that apply when
concerns are raised.
The Code of Ethics contains links to Spark’s core
policies, and details our values and expected
behaviours. It also sets out Spark’s approach to
conflicts of interest, bribery and corruption, gifts and
hospitality, confidentiality, use of assets and
information, and compliance with laws. Also set out in
the Codes are Spark’s compliance escalation
procedures that are designed to be used to report
breaches of Spark’s legal obligations, the Codes
themselves, or other Spark policies. Any breaches can
be reported through Spark’s whistleblowing reporting
channels, including via Spark’s ‘Honesty Box’
confidential whistle-blowing online portal or directly to
the Chief Executive Officer (CEO).
Training on Spark’s Code of Ethics and how to apply
this is compulsory for all employees. It is delivered
through a series of online modules within Spark’s
learning management system. This training forms part
of the onboarding journey for new employees, and
annual completion of the module for existing
employees is required to maintain compliance. We
reinforce this training through regular reminders from
People Leaders and broader internal communication
across the business. The module content is reviewed
annually and updated to reflect any code/policy
changes, if necessary. We also embed relevant aspects
of the Code into Spark ‘plays’. Plays are one-page
online guides on how to carry out common activities at
Spark. Spark provides mandatory training on the
importance of raising concerns and the reporting
options available under its Whistleblowing Policy,
supported by regular companywide reminders. The
Directors’ Code of Ethics is provided to new directors
as part of their induction.
Spark’s Code of Ethics, the Directors’ Code of Ethics and
the Whistleblowing Policy can be found here.
Principle 1:
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.”
Spark New Zealand
Annual Corporate Governance Statement FY26
3
Recommendation 1.2
An issuer should have a financial product dealing
policy which applies to employees and directors.
Spark’s Insider Trading Policy and Disclosure Policy
(together with the associated procedures for
implementation) are core policies that address the
treatment of material information and trading in
Spark and other issuers’ financial products while in
possession of material information.
These policies apply to all directors, senior managers
and employees of the Spark group of companies.
Spark’s Insider Trading Policy and the
Disclosure Policy can be found here.
Principle 1: Ethical Standards (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
4
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 Board of Directors is elected by shareholders to
protect and enhance the value of the assets of Spark in
the interests of Spark and its shareholders. The Board
has statutory responsibility for the affairs and activities
of Spark, which in practice is achieved through
delegation to the CEO and those who are charged
with the day-to-day leadership and management of
Spark. The CEO has formally delegated certain
authorities to direct reports and has established an
empowerment (delegated authority) framework that
sets out decision rights at Spark.
The Board regularly reviews and assesses Spark’s
governance structures and processes to ensure that
they are consistent with international best practice in
both form and substance.
Information regarding the respective roles and
responsibilities of the Board and Management is set
out in the Board Charter, which can be found here.
Recommendation 2.2
Every issuer should have a procedure for the
nomination and appointment of directors to the
board.
The procedures for the appointment and removal of
directors are governed by Spark’s constitution, the
Companies Act 1993 and relevant stock exchange
listing rules.
Recommendations for nominations of new directors are
generally made by the Nominations and Corporate
Governance Committee (NOMs) and considered by
the Board as a whole. External consultants are from
time to time used to access a wide base of potential
candidates, and to review and provide input on the
suitability of candidates for appointment.
When recommending a candidate to act as Director,
the NOMs takes into account factors including the
candidate’s experience, qualifications, and personal
qualities. In doing so Spark will undertake appropriate
checks, including as to the candidate’s character,
education, any criminal record, and bankruptcy history.
The NOMs will review the candidate’s skills and
experience relative to the Board skills matrix to
determine whether they will augment the existing
Board skillset, and assess their availability to commit
themselves to the role.
Principle 2:
Board Composition & Performance
“ To ensure an effective board,
there should be a balance
of independence, skills,
knowledge, experience
and perspectives.”
Spark New Zealand
Annual Corporate Governance Statement FY26
5
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.
A biography of each Board member can be found on
Spark’s website, with key information about each
Board member also outlined on page 18 of the FY26
Annual Report. Director ownership interests (including
relevant interests in Spark shares) are disclosed on
page 59 of the FY26 Annual Report.
The Board skills matrix that outlines the qualifications,
capabilities, geographical location, tenure, and gender
of each member of the Board can be found in the
Governance section of the FY26 Annual Report.
Board and Committee meeting attendance can be
found on page 56 of the FY26 Annual Report.
The Board’s statement regarding Director
independence can be found on page 55 of the FY26
Annual Report.
If the Board appoints a new Director during the
financial year, that person will stand for election by
shareholders at the next annual meeting. Shareholders
are provided with relevant information on the candidates
standing for election in the notice of meeting.
Recommendation 2.3
An issuer should enter into written agreements with
each newly appointed director establishing the terms
of their appointment.
Each Director has a signed letter of appointment or
employment agreement setting out the terms of their
appointment, including their duties, terms, conditions
of appointment, expectations of the role, and
remuneration. Spark directors have no fixed term of
office but are subject to the retirement provisions
contained in Spark’s constitution and relevant stock
exchange listing rules.
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.
Spark’s Board believes that diverse teams and diversity
of thought are essential for driving strategic growth,
enhancing customer experience, and improving
overall business performance.
Spark’s commitment to diversity, equity, and inclusion
is a strategic business priority, and there is an ongoing
focus on attracting, retaining, and progressing a
diverse range of people across the business. We have
measurable ambitions to improve female
representation and reduce our median gender pay
gap, and these are reported on annually.
Spark’s Diversity and Inclusion Policy sets out the
requirement for the Board to set and review
measurable objectives for achieving diversity each
year. As a baseline for measurable objectives for
diversity of Board composition, the policy requires
Spark to ensure it has an objective in accordance with,
Principle 2: Board Composition & Performance (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
6
Recommendation 2.6
Directors should undertake appropriate training to
remain current on how to best perform their duties as
directors of an issuer.
The Board introduces new Directors to Management
and business operations through tailored induction
programmes designed to meet individual
requirements.
Directors receive regular updates on pertinent industry
developments and company matters, which include
site visits to Spark facilities and briefings from key
members of the Leadership Team or external experts,
and Director-led education discussions where
Directors share insights from recent professional
development, governance programmes, industry
forums, and other continuing education activities. The
Board expects all Directors to undertake continuous
education so that they may appropriately and
effectively perform their duties.
or in excess of, the standard set out in the NZX
Corporate Governance Code, that the composition of
the Board is not to have fewer than 30% of its directors
being male and not fewer than 30% of its directors
being female, within a specified period.
The Human Resources and Compensation Committee
(HRCC) annually reviews and reports to the Board on
the relative proportion of gender and cultural diversity
that makes up Spark’s workforce and recommends
objectives to the Board, assesses progress towards
these objectives and ensures transparency through
disclosures in the Annual Report.
Further details on diversity, equity and inclusion at
Spark, and reporting on our workforce demographics,
can be found in the ‘Our People’ section of the FY26
Annual Report.
Spark’s Diversity and Inclusion policy can be found here.
Recommendation 2.7
The board should have a procedure to regularly
assess director, board and committee performance.
The Board regularly discusses governance and
performance, and annually reviews its own
performance as a whole against the Board Charter,
and each Committee’s performance against its charter.
The Chair meets with Directors to discuss the
performance of each Director individually.
Board evaluations are undertaken annually to seek
Director, and, where appropriate, Leadership Team
feedback on a range of matters relating to Board
performance, including its role and composition and
engagement with Management, shareholders and
stakeholders.
The collective results of the evaluation are then
reported to the Board by the Chair and discussed
individually with Directors. The last Board evaluation
review was undertaken in May 2026.
Principle 2: Board Composition & Performance (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
7
Recommendation 2.9
An issuer should have an independent chair
of the board.
The Chair is elected by the Board. The Chair’s role is to
manage and provide leadership to the Board and to
facilitate the Board’s interface with the CEO.
The current Chair, Justine Smyth, is a Non-Executive
and Independent Director as required by the Board
Charter. The Board does not have a Deputy Chair.
Recommendation 2.8
A majority of the board should be independent
directors.
Spark’s Board Charter requires that a majority of
directors must be independent.
Each Director is required to provide the Board with all
the information it needs to undertake an annual
assessment of the director’s independence. The Board
confirms that a majority of Directors are Independent
Directors, having regard to all relevant factors,
including the formal criteria for ‘independent directors’
according to the NZX Listing Rules, the NZX Corporate
Governance Code and the Board Charter.
Recommendation 2.10
The chair and the CEO should be different people.
The Board supports the separation of the roles of Chair
and the CEO. The current CEO, Jolie Hodson, is an
Executive Director.
Principle 2: Board Composition & Performance (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
8
Under the ARMC Charter, the Board has delegated
responsibility to the ARMC for reviewing Spark’s
principal risks on an at least annual basis. This ensures
an established risk management framework that:
• includes policies and procedures to effectively
identify, treat, and monitor principal business risks;
• assesses the effectiveness of the risk management
system and ensures it is fit for purpose; and
• monitors compliance with the risk management
framework.
The ARMC is also tasked with ensuring the quality,
credibility, and objectivity of Spark’s accounting
processes, including financial reporting. The ARMC
will discuss interim financial statements with the
Leadership Team, including whether the reporting is
consistent with the Committee members’ information
and knowledge and whether it is adequate for
shareholder needs.
The ARMC is comprised solely of Non-Executive
Directors. The current Chair of the ARMC is Lindsay
Wright, who is an Independent Director with an
accounting and financial background and is not the
Chair of the Board.
The members of the ARMC and their key skills and
capabilities can be found on pages 54 and 56 of the
FY26 Annual Report.
Spark’s Board establishes committees to assist in the
execution of the Board’s responsibilities. Board
committees do not act or make decisions on behalf of
the Board unless specifically mandated by prior Board
authority to do so.
The current committees of the Board are (together,
the Committees):
• Audit and Risk Management Committee (ARMC);
• Human Resources and Compensation Committee
(HRCC); and,
• Nominations and Corporate Governance
Committee (NOMs).
Other committees may be established from time to
time to consider matters of special importance or to
exercise the delegated authority of 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.
Principle 3:
Board Committees
“ The board should use
committees where this will
enhance its effectiveness in
key areas, while still retaining
board responsibility.”
Spark New Zealand
Annual Corporate Governance Statement FY26
9
Recommendation 3.2
Employees should only attend audit committee
meetings at the invitation of the audit committee.
Spark Management and employees can only attend
ARMC meetings at the invitation of the Committee.
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 HRCC operates under a written charter and is
responsible for reviewing Spark’s remuneration policy
and practices, as well as Spark’s overall human
resources strategy, structure, policy, and practices. The
remuneration of directors is reviewed by the HRCC
– taking account of Spark’s size and complexity and the
responsibilities, skills, performance, and experience of
the directors – with recommendations made to the
Board for approval.
The HRCC is comprised of a majority of Independent
Directors.
Spark Management and employees can only attend
HRCC meetings at the invitation of the HRCC.
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 NOMs’ operates under a written charter and its
role is to identify and recommend to the Board
individuals for nomination as members of the Board
and its Committees (considering such factors as it
deems appropriate, including experience,
qualifications, judgement, and personal qualities); and
to develop and review Spark’s corporate governance
principles, and make recommendations to the Board.
The NOMs is also responsible for reviewing Board
succession planning.
The NOMs is comprised of a majority of Independent
Directors.
Recommendation 3.5
An issuer should consider whether it is appropriate to
have any other board committees as standing board
committees. All committees should operate under
written charters. An issuer should identify the
members of each of its committees, and periodically
report member attendance.
Each Board Committee has a charter summarising the
role, rights, responsibilities and membership
requirements for that Committee. The Board reviews
the charters of the Board Committees annually and
their performance against those charters, with the last
annual review conducted in November 2025.
The Board is responsible for appointing committee
members and chairs according to the skills, experience,
and other qualities they bring to the Committee. All
Board Committees are comprised of a majority of
Independent Directors. A Committee Chair is entitled
to invite persons to attend Committee meetings as
deemed necessary.
Specific Committee memberships and attendance
information are outlined on page 56 of the FY26
Annual Report.
The Board Committee Charters can be found here.
Principle 3: Board Committees (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
10
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 communications 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.
Spark’s Board has put in place Takeover Response
Guidelines that set out the procedures and
protocols to be followed if there is a control
transaction offer for Spark, including procedures
with regards to communications between insiders
and the bidder, the preparation of an independent
advisor’s report, and establishment of a bid
response sub-committee.
Principle 3: Board Committees (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
11
Recommendation 4.1
An issuer’s board should have a written continuous
disclosure policy.
Spark is committed to providing timely, orderly, and
credible information consistent with legal and
regulatory requirements. Pursuant to its Disclosure
Policy, Spark has an appointed Disclosure Officer to
authorise all financial market communications. Together
with the Company Secretary, the Disclosure Officer is
responsible for overseeing Spark’s disclosure practices
and ensuring that all material information is lodged
promptly and without delay with the relevant stock
exchanges, and ensuring that the Board is kept
informed of the nature and quality of the information
being disclosed to the market.
Authorised spokespeople are restricted to reduce the
risk of inconsistent communications and to ensure that
public comments are within the bounds of information
already in the public domain and/or information that is
not materially price sensitive.
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.
Spark’s website has a dedicated governance section
that contains Spark’s policies that outline its core
governance structures and processes.
This includes the Code of Ethics, Board Charter (and
the charters of the various committees), Disclosure
Policy, Insider Trading Policy, Diversity and Inclusion
Policy, Director and Executive Remuneration Policies,
Whistleblowing Policy and other principal corporate
governance documents.
Principle 4:
Reporting & Disclosure
“ The board should demand
integrity in financial and
non-financial reporting,
and in the timeliness
and balance of corporate
disclosures.”
Spark New Zealand
Annual Corporate Governance Statement FY26
12
Recommendation 4.3
Financial reporting should be balanced, clear
and objective.
Spark’s financial reports are prepared in a manner that
is balanced, clear and objective. The financial
statements in the Annual Report are prepared in
accordance with Generally Accepted Accounting
Practice in New Zealand (NZ GAAP) and comply with
New Zealand equivalents to IFRS Accounting
Standards (NZ IFRS).
The Board requires that, prior to its approval of financial
statements, the CEO and Chief Financial Officer (CFO)
make a declaration that, in their opinion, Spark’s
financial records have been properly maintained
and that the financial statements comply with the
appropriate accounting standards and give a true and
fair view of the financial position and performance of
Spark; and that their opinion has been formed on the
basis of a sound system of risk management and
internal control, which is operating effectively.
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.
In addition to the published financial statements,
Spark’s Annual Report provides information on Spark’s
performance on several non-financial matters,
including environmental, social, and governance
commitments.
Spark’s FY26 Annual Report applies the Integrated
Reporting <IR> Framework and Global Reporting
Initiative (GRI) standards. Spark also publishes a
stand-alone Climate-related Disclosures Report, which
has been prepared in compliance with the Aotearoa
New Zealand Climate Standards (NZ CS 1, NZ CS 2
and NZ CS 3) issued by the External Reporting Board
(XRB). The Climate-related Disclosures Report also
integrates our FY26 Greenhouse Gas Inventory Report.
Spark’s FY26 Modern Slavery and Human Rights
Statement is also published alongside this Corporate
Governance Statement as part of our FY26 annual
reporting disclosures.
Principle 4: Reporting & Disclosure (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
13
Jolie Hodson, as an Executive Director, does not
receive any director fees.
Further details on Non-Executive Director remuneration
can be found in the Remuneration Report at pages 51
and 52 of the FY26 Annual Report.
Further details on Non-Executive Director
shareholding expectations can be found on page 59
of the FY26 Annual Report.
Further details on directors’ Spark shareholdings can be
found at pages 58 and 59 of the FY26 Annual Report.
Spark’s Director Remuneration Policy can be found here.
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 HRCC is responsible for Spark’s remuneration
policy and practices and is also ultimately responsible
for ensuring Spark meets legislative and regulatory
requirements as they relate to remuneration matters.
Spark is committed to ensuring that the remuneration
of directors is transparent, fair, and reasonable. The
total fees available to be paid to directors are subject
to shareholder approval.
Non-Executive Director remuneration is determined
with consideration of the size and complexity of Spark
and relative market benchmarks. From time-to-time,
independent consultants are engaged for
benchmarking purposes to ensure that the
remuneration of Spark’s Non-Executive Directors is
appropriate and comparable to that of similar
companies in New Zealand and, as relevant, Australia.
Non-Executive Directors are also expected to
purchase and hold an amount of Spark shares within
the first three years of their appointments.
Principle 5:
Remuneration
“ The remuneration of directors
and executives should be
transparent,
fair and reasonable.”
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 Leadership Team’s remuneration consists of a fixed
remuneration component and at-risk short-term and
long-term incentives. Spark’s short-term incentive (STI)
scheme rewards senior leaders for the achievement of
annual performance objectives, with payments
Spark New Zealand
Annual Corporate Governance Statement FY26
14
awarded from a fixed cash pool that is set based on
overall Spark performance against financial and/or
non-financial annual performance objectives.
Spark believes that senior leaders should have part of
their remuneration linked to the long-term performance
of Spark. For the Leadership Team and a select group
of senior leaders, a long-term incentive (LTI), which
vests after three years contingent on continued
employment and Spark achieving performance hurdles,
forms part of their remuneration packages.
Further details on Leadership Team remuneration can
be found in the Remuneration Report at page 48 of
the FY26 Annual Report.
Spark’s Executive Remuneration policy is here.
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.
The CEO’s remuneration package reflects the scope
and complexity of the role and is set by the Board, with
reference to the remuneration of CEOs of similarly
sized organisations. For FY26 the CEO’s remuneration
package comprises a fixed cash component, an at-risk
short-term incentive and an at-risk long-term incentive.
The CEO’s annual cash-based short-term incentive is
subject to the achievement of specific performance
objectives set by the Board based on Spark’s strategy
and business plan for the respective financial year.
The CEO’s annual long-term incentive will be granted
as options under Spark’s LTI scheme, contingent on
continued employment and Spark achieving
performance hurdles. The CEO is also expected to
purchase and hold an amount of Spark shares.
Further details on CEO remuneration can be found in
the Remuneration Report on page 48 of the FY26
Annual Report.
Further details on the CEO shareholding expectations
can be found on page 51 of the FY26 Annual Report.
For more details on Director and Executive
remuneration please see the Remuneration Report in
the FY26 Annual Report.
Principle 5: Remuneration (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
15
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.
Spark’s operating model, decision-making practices
and governance arrangements empower its people to
make decisions and manage the risks associated with
achieving Spark’s strategy and business objectives.
Strong corporate governance, including a highly
effective and integrated risk management framework,
helps Spark make good business decisions that create
stakeholder value.
Spark’s Managing Risk Policy and Framework is
benchmarked to the COSO ERM 2017, a leading
enterprise risk management standard, and is designed
on the principle that managing risk creates, protects,
and enhances value. It is embedded in decision-
making processes and accountability structures so that
uncertainty and risk can be managed effectively. The
framework is iterative and responsive to change,
helping Spark adapt to evolving internal and external
conditions.
The ARMC is responsible for ensuring that
Management has established an effective risk
management framework. Risk owners are accountable
for identifying, assessing, managing and monitoring
risks within their areas of responsibility, supported by
clear governance and escalation processes. The Risk
team is responsible for maintaining and continuously
improving the framework and providing enterprise-
wide guidance, challenge and reporting. The framework
is structured around the Three Lines of Defence Risk
Model, ensuring that risk ownership, oversight and
independent assurance are clearly defined across Spark.
The ARMC reviews management’s principal risk profile
(Spark’s material risks) bi-annually. It also receives
reports on the effectiveness of the implementation and
operation of the policies and systems designed to
manage risk. The ARMC receives quarterly reporting
from the Risk, Internal Audit and Fraud functions on
the effectiveness of risk management, the evolution of
the Managing Risk Framework, internal audit findings,
fraud risk management activities and the status of
management actions.
The ARMC receives an annual assessment to confirm
the Managing Risk Framework is designed and
operating effectively. The last assessment was
undertaken by Spark’s Risk team in August 2025. Every
five years Spark also has its Managing Risk Framework
externally reviewed to ensure it remains fit for purpose
and is operating effectively. The next review is
scheduled to be completed by November 2027.
A summary of Spark’s Managing Risk Framework and
Spark’s identified principal business risks and
mitigations are outlined in the Risk Management
section of the FY26 Annual Report.
Spark’s Managing Risk Policy can be found here.
Principle 6:
Risk Management
“ Directors should have a
sound understanding of the
material risks faced by the
issuer and how to manage
them. The Board should
regularly verify that the issuer
has appropriate processes
that identify and manage
potential and material risks.”
Spark New Zealand
Annual Corporate Governance Statement FY26
16
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.
Spark is committed to fostering a workplace where our
people, partners, and suppliers are accountable and
empowered to work together to protect and promote
the health, safety, and wellbeing of all.
To achieve this Spark has an established Health and
Safety framework supporting our ACC Accredited
Employer Programme for strong injury prevention and
management practices; active hazard and risk
management; development of an employee-driven
safety culture; and the right resources and processes to
deliver on the framework. Integral to the framework is
the Health and Safety Information System, which shapes
and monitors key performance indicators across the
business, focusing on Spark’s strategic objectives,
targets, and managing critical hazards and risks.
The Board and Leadership Team are both integrally
involved in health and safety strategic planning,
implementation, and monitoring. Spark has also
integrated wellbeing into its health and safety
framework to make sure that we consider the full
range of factors that contribute to healthy and safe
working lives at Spark. This framework is a key part of
building a safe, healthy, and inclusive environment for
our people.
Further details regarding Spark’s health and safety
performance can be found in the Our People section
of the FY26 Annual Report.
Principle 6: Risk Management (continued)
Spark New Zealand
Annual Corporate Governance Statement FY26
17
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 ARMC oversees Spark’s relationship with its
external auditor. The External Auditor Independence
Policy and ARMC Charter together establish a
framework for the engagement of the external auditor.
The objective of this framework is to maintain the
independence of the external auditor, both in fact and
appearance, and support confidence in the reliability
and credibility of Spark‘s financial reporting.
The ARMC is responsible for the appointment of Spark’s
external auditor, approval of its terms of engagement,
and subject to shareholder approval, audit fees. The
ARMC Charter also defines the services that may and
may not be performed by the external auditor.
The ARMC annually assesses and confirms to the
Board the independence of the external auditor in
accordance with the External Auditor Independence
Policy. Rotation of the external audit firm is not
mandated. However, rotation of the lead audit partner
is required, and occurs every five years. In accordance
[TRUNCATED]
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.