What did Being AI announce?

Being AI (NZX: BAI) filed “Substantial product holder disclosures after restructure” with NZX on 12 October 2026, as a substantial holder notice announcement.

From the announcement:“No “relevant agreement” is required to be disclosed. In addition, on 2 October 2026, ECP disclosed it has unconditionally agreed to purchase 9,058,290 fully paid ordinary shares and all entitlements attached to the shares, in BAI from 2061 LP (2061) for $0.25 in total.”
Which company?
Being AI (NZX: BAI)
When was it filed?
12 October 2026
Where is the original?
NZX announcement
Being AI/Announcement
Being AI logo

Substantial product holder disclosures after restructure

Substantial Holder Notice12 October 2026BAIHealthcare

100718285/3468-2978-7985.4 1
Disclosure of movement of 1% or more in substantial holding

or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013

To NZX Limited

and

To Being AI Limited (BAI)

Relevant event being disclosed: Change in nature of relevant interest

Date of relevant event: 12 October 2026

Date this disclosure made: 13 October 2026

Date last disclosure made: 2 October April 2026

Substantial product holder giving disclosure

Full name: Excalibur Capital Partners Limited (ECP)

Summary of substantial holding

Class of quoted voting products: Ordinary shares (BAI)

Summary for Excalibur Capital Partners Limited

For this disclosure,—

(a) total number held in class: 34,918,908

(b) total in class: 175,471,901

(c) total percentage held in class: 19.900%

For last disclosure,—

(a) total number held in class: 34,918,908

(b) total in class: 175,471,901

(c) total percentage held in class: 19.900%

Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure:

On 2 October 2026, ECP disclosed it had unconditionally agreed to purchase 16,243,952

fully paid ordinary shares and all entitlements attached to the shares, in BAI from Te

Turanga Ukaipo Charitable Trust (TTUCT) for $0.25 in total. By a variation agreed on

11 October 2026, ECP agreed with TTUCT to change the number of shares acquired to

25 million. No “relevant agreement” is required to be disclosed.

In addition, on 2 October 2026, ECP disclosed it has unconditionally agreed to purchase

9,058,290 fully paid ordinary shares and all entitlements attached to the shares, in BAI

from 2061 LP (2061) for $0.25 in total. By a variation agreed on 11 October 2026, ECP


100718285/3468-2978-7985.4 2

agreed with 2061 to change the number of shares acquired to 302,242 shares. No

“relevant agreement” is required to be disclosed.

Both transactions completed on 12 October 2026. As a consequence ECP now holds and

controls and is the registered holder and beneficial owner of 34,918,908 shares, and

associated voting rights, in BAI , being 19.900% of the shares on issue.

Details after relevant event

Details for Excalibur Capital Partners Limited

Nature of relevant interest: Registered holder and beneficial owner of financial products

For that relevant interest,—

(a) number held in class: 34,918,908

(b) percentage held in class: 19.900%

(c) current registered holder: Excalibur Capital Partners Limited

(d) registered holder once transfers are registered:N/A.

Additional information

Address of substantial product holder: 84 Coates Avenue, Orakei, Auckland, 1071, New

Zealand

Contact details: Sean Joyce – 021 865 704 – sean@corporate-consel.co.nz

Name of any other person believed to have given, or believed to be required to give, a

disclosure under the Financial Markets Conduct Act 2013 in relation to the financial

products to which this disclosure relates: TTUCT, 2061

Disclosure has effect for purposes of directors’ and senior managers’ disclosure

Sean Joyce has also been appointed a director, and elected chair, of BAI from 12 October

2026. This disclosure also constitutes disclosure for the purposes of the directors’ and

senior managers’ disclosure obligations.

Certification

I, Sean Joyce, certify that, to the best of my knowledge and belief, the information

contained in this disclosure is correct and that I am duly authorised to make this disclosure

by all persons for whom it is made.

---

1
Disclosure of ceasing to have substantial holding

Section 279, Financial Markets Conduct Act 2013

To NZX Limited

and

To Being AI Limited (BAI)

Date this disclosure made: 13 October 2026

Date last disclosure made: 6 October 2026

Date on which substantial holding ceased: 12 October 2026

Substantial product holder(s) giving disclosure

Full name(s): 2061 LP (2061), E K Trust Limited (EKT), Evan Christian and Katherine

Allsopp-Smith

Summary of previous substantial holding

Class of quoted voting products: Ordinary shares (BAI)

Summary for 2061 LP (2061), E K Trust Limited, Evan Christian and Katherine Allsopp-

Smith

For last disclosure,—

(a) total number held in class: 109,470,356

(b) total in class: 175,471,901

(c) total percentage held in class: 62.386%

For current holding after ceasing to have substantial holding,—

(a) total number held in class: 8,756,048

(b) total in class: 175,471,901

(c) total percentage held in class: 4.990%

Details of transactions and events giving rise to ceasing of substantial holding

On 2 October 2026, as varied on 11 October 2026, 2061 unconditionally agreed to sell

302,242 fully paid ordinary shares and all entitlements attached to the shares, in BAI to

Excalibur Capital Partners Limited for $0.25 in total. No “relevant agreement” is required to

be disclosed. 2061 also transferred -100,412,066 shares, and Evan Christrian transferred

83,333 shares, to third parties by gift.

These transactions completed on 12 October 2026. Accordingly, 2061 now holds 8,756,048

shares in BAI (4.990%)

Evan Christian and Katherine Allsopp-Smith have effective control of the voting rights in all

BAI shares held or controlled by 2061 or EKT. Evan Christian holds NIL shares in his own

right.


2

Additional information

Address(es) of substantial product holder(s): 9 Rarere Road, Takapuna, Auckland, 0622,

New Zealand

Contact details: Evan Christian – +64 21 963463 – evanchristian@wilshire.co.nz

Nature of connection between substantial product holders: EKT is the general partner of

2061. 2061 and EKT are under the effective control of Evan Christian and Katherine

Allsopp-Smith.

Name of any other person believed to have given, or believed to be required to give, a

disclosure under the Financial Markets Conduct Act 2013 in relation to the financial

products to which this disclosure relates: Excalibur Capital Partners Limited.

Disclosure has effect for purposes of directors’ and senior managers’ disclosure

Katherine Allsopp-Smith was a director of Being AI Limited, ceasing in her position with

effect from 12 October2026. Evan Christian was her alternate director. These disclosures

also constitute disclosure for the purposes of the directors’ and senior managers’ disclosure

obligations.

Certifications

I, Evan Russell Christian, certify that, to the best of my knowledge and belief, the

information contained in this disclosure is correct and that I am duly authorised to make

this disclosure by all persons for whom it is made.

---

1
Disclosure of ceasing to have substantial holding

Section 279, Financial Markets Conduct Act 2013

To NZX Limited

and

To Being AI Limited (BAI)

Date this disclosure made: 13 October 2026

Date last disclosure made: 6 October 2026

Date on which substantial holding ceased: 12 October 2026

Substantial product holder(s) giving disclosure

Full name(s): Te Turanga Ukaipo Charitable Trust (TTUCT)

Summary of previous substantial holding

Class of quoted voting products: Ordinary shares (BAI)

Summary for Te Turanga Ukaipo Charitable Trust

For last disclosure,—

(a) total number held in class: 25,000,000

(b) total in class: 175,471,901

(c) total percentage held in class: 14.247%

For current holding after ceasing to have substantial holding,—

(a) total number held in class: NIL

(b) total in class: 175,471,901

(c) total percentage held in class: NIL%

Details of transactions and events giving rise to ceasing of substantial holding

On 2 October 2026, as varied on 11 October 2026, TTUCT unconditionally agreed to sell

25,000,000 fully paid ordinary shares and all entitlements attached to the shares, in BAI to

Excalibur Capital Partners Limited for $0.25 in total. No “relevant agreement” is required to

be disclosed.

This transaction completed on 12 October 2026. Accordingly, TTUCT holds no shares on

issue in BAI and has ceased to have a substantial holding in BAI.

Additional information

Address(es) of substantial product holder(s): 9 Rarere Road, Takapuna, Auckland, 0622,

New Zealand

Contact details: Evan Christian – +64 21 963463 – evanchristian@wilshire.co.nz


2

Nature of connection between substantial product holders: N/A

Name of any other person believed to have given, or believed to be required to give, a

disclosure under the Financial Markets Conduct Act 2013 in relation to the financial

products to which this disclosure relates: Excalibur Capital Partners Limited.

Disclosure has effect for purposes of directors’ and senior managers’ disclosure

Katherine Allsopp-Smith was a director of Being AI Limited, ceasing in her position with

effect from 12 October 2026. Evan Christian was her alternate director. These disclosures

also constitute disclosure for the purposes of the directors’ and senior managers’ disclosure

obligations.

Certifications

I, Evan Russell Christian, certify that, to the best of my knowledge and belief, the

information contained in this disclosure is correct and that I am duly authorised to make

this disclosure by all persons for whom it is made.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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