2026 Notice of Annual Meeting and Voting Form

NZX Code: ATM
ASX Code: A2M





21 October 2026
NZX/ASX Market Release

2026 Notice of Annual Meeting and Voting Form

The a2 Milk Company (“the Company”, “a2MC”) has today provided its Notice of Annual Meeting and Voting form for its 2026
Annual Meeting which is to be held in The Ballroom at the JW Marriott Hotel, 22/26 Albert Street, Auckland at 11:00 am on
Thursday 19 November 2026, New Zealand Daylight Time (NZDT).
Shareholders are also able to attend and participate in the Annual Meeting online via the Virtual Meeting portal at
virtualmeeting.co.nz/a2MC26.
The attached Notice of Meeting and Voting Form will be mailed to shareholders who have not provided the Company’s share
registrar with an email address. An electronic copy of these documents is also available on the Company’s website at
thea2milkcompany.com/annual-meetings.

Authorised for release by the Board of Directors

Pip Greenwood
Chair
The a2 Milk Company Limited


For further information, please contact:


Investors / Analysts
Chante Mueller
Head of Investor Relations
M +61 400 374 133
chante.mueller@a2milk.com


Media – New Zealand
Barry Akers
M +64 21 571 234
barryakers9@gmail.com
Media – Other markets
Rick Willis
M +61 411 839 344
rick@networkfour.com.au

---

2026
Notice of 
Annual Meeting
The a2 Milk Company

The a2 Milk Company2026 Notice of Annual Meeting
32
On behalf of the Board of Directors, I am pleased
to invite you to the 2026 Annual Meeting of The
a2 Milk Company Limited (Company), which is to
be held in The Ballroom at the JW Marriott Hotel,
22/26 Albert Street, Auckland at 11:00 am on Thursday
19 November 2026, New Zealand Daylight Time (NZDT).
Shareholders are also able to attend the Annual
Meeting online via the Virtual Meeting portal at
virtualmeeting.co.nz/a2MC26.
Shareholders, proxy holders and corporate
representatives attending the Annual Meeting either
in person or online will be able to watch and listen to
the meeting, ask questions and vote live during the
meeting. Shareholders can cast their vote directly or
appoint a proxy, attorney or, if applicable, corporate
representative. Questions can be asked during or
prior to the Annual Meeting.
Further details on how to attend the Annual Meeting
and participate are set out in the Procedural Notes
section of this notice and the Virtual Meeting Guide
available on the Company’s website
thea2milkcompany.com/annual-meetings.
The Annual Meeting is a valuable opportunity for the
Board to engage directly with our shareholders and
reflect on the Company’s performance. We look
forward to welcoming you to the Annual Meeting.
BUSINESS
A. Welcome
B. Chair speech
C. Managing Director and Chief Executive Officer address
D. Resolutions
To consider and, if thought fit, to pass the following
resolutions as ordinary resolutions of the Company.
1. Auditor’s fees and expenses: That the Directors of
the Company be authorised to fix the fees and expenses of
the Company’s auditor, Ernst & Young, for the ensuing year.
(See Explanatory Note 1)
2. Re-election of Director: That Kate Mitchell (Chair
of the Audit and Risk Management Committee) be
re-elected as a Director of the Company.
(See Explanatory Note 2)
3. Grant of performance rights (Rights) to
David Bortolussi, Managing Director and Chief
Executive Officer: That on an advisory basis and for the
purpose of ASX Listing Rule 10.14 and all other purposes,
the acquisition of 466,855 Rights by the Company’s
Managing Director and Chief Executive Officer, David
Bortolussi, or an associate named in the Notice of Meeting,
by grant under the Company’s Long-Term Incentive (LT I)
Plan be approved.
(See Explanatory Note 3)
Note: A voting exclusion applies to this resolution.
The resolutions above are ordinary resolutions and, to be
passed, require the approval of more than 50% of the votes
of those shareholders entitled to vote and voting (in person,
virtually, by postal vote or by proxy) on the resolutions.
For more information on the resolutions, please see the
Explanatory Notes section of this notice.
E. Questions
To consider any shareholder questions raised prior to or
during the Annual Meeting.
By order of the Board of Directors of
The a2 Milk Company Limited

Pip Greenwood
Chair
21 October 2026
Letter from
the Chair

The a2 Milk Company2026 Notice of Annual Meeting
54
KEY DATES
Latest time for
receipt of postal
votes and proxies
11:00 am
Tuesday 17 November 2026 (NZDT)
Latest time for
receipt of questions
submitted prior
to the Annual Meeting
11:00 am
Tuesday 17 November 2026 (NZDT)
Record date for voting
entitlements for the
Annual Meeting
9:00 pm
Tuesday 17 November 2026 (NZDT)
Annual Meeting11:00 am
Thursday 19 November 2026 (NZDT)
GETTING THERE
JW Marriott Hotel
22/26 Albert Street
Auckland
New Zealand
PROCEDURAL NOTES
Shareholders eligible to vote
Only shareholders who hold ordinary shares in the
Company as at 9:00 pm, Tuesday 17 November 2026 (NZDT)
will be eligible to vote at the Annual Meeting. All voting at
the Annual Meeting will be conducted by poll.
Voting
The voting form enclosed with this notice allows you or your
proxy to vote either for or against, or abstain, on each of the
resolutions. Votes may be cast in any of the following ways:
Attending in person
If you wish to vote in person, you should attend the Annual
Meeting where you will be issued with a voting card. Please
bring your voting form (enclosed with this notice) with you to
the meeting to assist with your registration.
Attending online
Shareholders may also attend the Annual Meeting virtually
via an online portal, where they can watch the Annual
Meeting, and vote and ask questions during the Annual
Meeting. Shareholders attending virtually will require their
Common Shareholder Number (CSN) or Holder Number
(if on the New Zealand register) or their Security Reference
Number (SRN) or Holder Identification Number (HIN) (if on
the Australian register) for verification purposes. The Annual
Meeting portal can be found at virtualmeeting.co.nz/a2MC26.
If you require any help using the online portal prior to or
during the Annual Meeting, please dial 0800 200 220
from New Zealand or 1800 990 363 from Australia or
+64 9 375 5998 from other locations.
A user guide containing further information regarding
virtual attendance, including how to vote and ask questions
virtually during the Annual Meeting is available at the
Annual Meeting section of the Company’s website at
thea2milkcompany.com/annual-meetings.
Postal voting
Shareholders can also vote prior to the Annual Meeting
either by post or online, as described below.
Shareholders may elect to lodge their proxy appointment
or postal vote online prior to the Annual Meeting by visiting
vote.cm.mpms.mufg.com/ATM, or by post by completing
and lodging the enclosed voting form with the share
registrar, MUFG Pension & Market Services, by no later than
11:00 am, Tuesday 17 November 2026 (NZDT). Any postal
voting form received after that time will not be valid for the
Annual Meeting. MUFG Pension & Market Services has been
authorised by the Board to receive and count postal votes.
N
Customs St W
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Alb
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F
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Hobson St
Hobson St
Que
en St
Commer
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Qua
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Princes Wharf
Swanson St
W
yndham St
W
olf St
F
ansha
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St
urde
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Mills Ln
F
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Shortland St
JW Marriott
Hotel
W
aitematā

(Britomart)
T
rain Station

The a2 Milk Company2026 Notice of Annual Meeting
76
Proxy voting
Shareholders who cannot attend the Annual Meeting and
choose not to participate virtually via the Annual Meeting
portal are encouraged to appoint a proxy to attend and vote
in their place.
A proxy need not be a shareholder of the Company.
The Chair of the meeting or any other Director is willing to act
as proxy for any shareholder who appoints him or her for that
purpose. The Chair of the meeting and the other Directors
of the Company intend to vote all discretionary proxies, for
which they have authority to vote, in favour of all resolutions.
See the Voting Exclusions section of this notice for voting
exclusions that apply to David Bortolussi and his associates.
1
If, in appointing your proxy, you do not name a person as
your proxy (either online or on your voting form), or your
proxy does not attend the Annual Meeting, the Chair of the
meeting will be your proxy and may vote only in accordance
with your express direction.
Shareholders can appoint a proxy by going online to
vote.cm.mpms.mufg.com/ATM or by completing and
returning the enclosed voting form to MUFG Pension
& Market Services, by no later than 11:00 am, Tuesday
17 November 2026 (NZDT). Any voting form received after
that time will not be valid for the meeting.
Corporate representative and attorney appointments
A body corporate which is a shareholder, or an attorney of a
shareholder, may appoint a representative to attend and vote
at the Annual Meeting on its behalf. Any shareholder may
appoint an attorney to attend and vote at the Annual Meeting
on its behalf. Notice of any such appointment should be sent
to the Company’s share registrar, MUFG Pension & Market
Services, as soon as possible and by no later than 11:00 am,
Tuesday 17 November 2026 (NZDT).
Voting exclusions
Voting exclusions apply to resolution 3.
In accordance with the ASX Listing Rules, the Company will
disregard any votes cast in favour of Resolution 3 by or on
behalf of a person referred to in ASX Listing Rule 10.14.1,
10.14.2 or 10.14.3 who is eligible to participate in the LTI
(i.e. David Bortolussi and any of his associates).
However, this does not apply to a vote cast in favour of the
resolution by:
• a person as proxy or attorney for a person who is
entitled to vote on the resolution, in accordance with the
directions given to the proxy or attorney to vote on the
resolution in that way;
• the Chair of the Annual Meeting as proxy or attorney
for a person who is entitled to vote on resolution 3,
in accordance with a direction given to the Chair to vote
on the resolution as the Chair decides; or
• a holder acting solely in a nominee, trustee, custodial
or other fiduciary capacity on behalf of a beneficiary
provided the following conditions are met:
–the beneficiary provides written confirmation to
the holder that the beneficiary is not excluded from
voting, and is not an associate of a person excluded
from voting on the resolution; and
–the holder votes on the resolution in accordance with
directions given by the beneficiary to the holder to
vote in that way.
The Chair intends to vote undirected proxies (where
appropriately authorised as described above) in favour of
the resolution.
Asking questions
Shareholders physically present at the Annual Meeting
or attending virtually via the online portal will have the
opportunity to ask questions during the Annual Meeting.
Shareholders attending virtually will be able to submit
questions via the “Ask a Question” functionality in the online
portal. We encourage shareholders to submit questions
as early as possible to ensure that questions are received
and can be addressed at the appropriate time during the
Annual Meeting. To use the “Ask a Question” feature in the
online portal, shareholders must first complete the voting
registration process to verify their identity in order to make
the “Ask a Question” functionality available.
Shareholders who are unable to attend the Annual Meeting or
who wish to ask a question prior to the Annual Meeting, can
email the questions to meetings.nz@cm.mpms.mufg.com,
complete the question section on the enclosed
voting form, or submit the question online by going to
vote.cm.mpms.mufg.com/ATM, in each case by 11:00 am,
Tuesday 17 November 2026 (NZDT).
1. “associate” when used in this Notice of Meeting is as defined in the
ASX Listing Rules.

The a2 Milk Company2026 Notice of Annual Meeting
98
NZX waiver
NZ RegCo has granted the Company a standing waiver from
the requirement under Listing Rule 7.8.5(b) for the Company
to include an appraisal report with this notice in respect
of resolution 3. The terms of this waiver can be found on
the Company’s announcement page on the NZX website
nzx.com/companies/ATM/announcements.
ASX notice of meeting self-certification
The Company confirms that this Notice of Meeting complies
with the notice of meeting content requirements set out in
the ASX Listing Rules. On the basis of this confirmation, ASX
has not objected to this document under Listing Rule 15.1.4.
EXPLANATORY NOTES
Board recommendation
The Board considers that resolutions 1 to 3 are in the best
interests of the Company’s shareholders and recommends
that shareholders vote in favour of each resolution.
Resolution 2: Re-election of Director:
• Kate Mitchell has abstained from making a
recommendation on her own respective resolution.
• The Board (excluding the relevant Director) has
considered the skills and experience Ms Mitchell brings
to the Board and recommends that shareholders vote in
favour of her re-election.
Resolution 3: Grant of performance rights to David Bortolussi,
Managing Director and Chief Executive Officer:
• The Board (with David Bortolussi abstaining) recommends
that shareholders vote in favour of resolution 3.
• The Board believes that incorporating long-term equity
incentives (LTIs) into senior executive remuneration aligns
leadership incentives with the Company’s long-term
strategy and shareholder value creation. The proposed
grant of Rights to David Bortolussi is consistent with the
Company’s established remuneration framework and
supports the attraction and retention of top executive
talent in a globally competitive environment.
Explanatory note 1:
Auditor’s fees and expenses
Pursuant to section 207T of the Companies Act 1993,
Ernst & Young is automatically reappointed at the Annual
Meeting as auditor of the Company. The proposed resolution
is to authorise the Directors of the Company to fix the fees
and expenses of the auditor, Ernst & Young, for the ensuing
year under section 207S of the Companies Act 1993.
Explanatory note 2:
Re-election of Director
Under the Company’s constitution, NZX Listing Rule 2.7.1
and ASX Listing Rule 14.4, a Director must not hold office
(without re-election) past the third annual meeting following
their appointment or for more than three years, whichever is
longer. Accordingly, Kate Mitchell retires and offers herself
for re-election at the Annual Meeting.

Kate Mitchell
Bachelor of Arts Honours
(Modern Languages)
(Oxford University,
United Kingdom)
Chartered Member of
the Institute of Directors
(New Zealand)
Term of office: Appointed 1 June 2023 and last elected
at the 2023 Annual Meeting
Board Committees: Chair of the Audit and Risk
Management Committee
Kate has been a director of the Company since 1 June 2023.
She is also Chair of the Audit and Risk Management
Committee.
Kate has significant governance experience as a director of
both private and public companies. She is also skilled in the
areas of financial risk management, structured financing
and investments.
Kate is currently Chair of Link Engine Management. She
is also a director of Heartland Group Holdings, where
she chairs the Sustainability Committee, Christchurch
International Airport, where she chairs the Property and
Infrastructure Committee, and Zentera (formerly The
New Zealand Merino Company).
Prior to moving to New Zealand in 2014, Kate’s executive
career spanned over 20 years in investment banking in
London, which included senior leadership roles in the
Global Markets division within investment banks including
Deutsche Bank, Goldman Sachs and Merrill Lynch.
Kate resides in New Zealand.
Kate Mitchell is considered by the Board to be an
independent Director. In its assessment, the Board has
considered the factors in table 2.4 of the NZX Corporate
Governance Code and has determined that none of those
factors apply to Kate.

The a2 Milk Company2026 Notice of Annual Meeting
1110
Explanatory note 3:
Grant of Rights to David Bortolussi, Managing Director
and Chief Executive Officer
The approval of shareholders is sought on an advisory
basis and for the purpose of ASX Listing Rule 10.14 and all
other purposes, to permit the Managing Director and Chief
Executive Officer, David Bortolussi, or an associate named
in this notice, to acquire 466,855 Rights, as calculated below,
for FY27 under the LTI Plan.
The proposed grant of Rights to David Bortolussi for FY27
under the Company’s LTI Plan does not require shareholder
approval under NZX Listing Rule 4.6, and would not require
shareholder approval under ASX Listing Rule 10.14 were the
Rights required to be satisfied only through the acquisition of
shares on-market. However, in the interests of transparency
and good governance, and to provide greater flexibility as
to the manner in which the Rights may be satisfied, the
Managing Director and Chief Executive Officer’s LTI grant is
being put to shareholder vote including on an advisory basis
consistent with the Company’s previous practice.
Consistent with the Company’s established approach for
David’s previously vested LTI grants (excluding vesting of
the recent FY24 LTI), shares allocated on vesting of the
Rights are intended to be purchased on-market (rather than
the obligation being satisfied by the issue of new shares).
It should be noted that, if shareholder approval is obtained,
it will also serve as binding approval for the purposes of
ASX Listing Rule 10.14, should the Board elect to satisfy
vested Rights through the issue of new shares if it considers
it necessary or appropriate at the time.
If resolution 3 is passed, the Rights will be issued by grant
as soon as practicable after the Annual Meeting. ASX Listing
Rule 10.15.7 requires the issue to occur no later than three
years after the date of the Annual Meeting.
If shareholders do not approve the proposed grant of Rights
to David, the Board will consider alternative arrangements to
appropriately remunerate David that are equivalent (taken
overall) to the proposed Rights.
In accordance with the conditions of the standing waiver
granted by NZ RegCo to the Company from the requirement
under NZX Listing Rule 7.8.5(b) to include an appraisal report
with this notice, the terms of the Rights proposed to be
issued to David Bortolussi have been negotiated solely by
the Company’s non-interested Directors.
For the voting exclusions applicable to this resolution,
please refer to the Procedural Notes section of this notice.
Summary of key terms of the Company’s LTI Plan
including the FY27 Rights
The LTI Plan has been established to:
(a) assist in the reward, retention and motivation of selected
senior executives; and
(b) align the reward available to selected senior
executives with the creation of sustainable longer-term
shareholder value.
Awards under the LTI Plan are made under the Company’s
LTI Plan rules.
An overview of the key terms of the LTI Plan as relevant
to the proposed grant of Rights to David is set out below.
Additional information about the general operation of the
LTI Plan is set out in the Remuneration section on pages 78
and 79 of the 2026 Annual Report.
Proposed FY27 award
• It is proposed that 466,855 Rights be granted to
David Bortolussi or, at his election, he may renounce them
in favour of an immediate family member, a company
whose members comprise no persons other than David
and immediate family members, or a corporate trustee of
a self-managed superannuation fund of which David is a
member, and a director of the trustee.
• The number of Rights equates in value to A$3,112,759
based on the volume weighted average share price of
ordinary shares in the Company on the ten trading days
up to and including 11 September 2026, being the period
immediately prior to the calculation undertaken for the
purposes of the Board’s determination of the number of
Rights to be allocated to all senior executives selected
to receive an award of Rights under the FY27 LTI Plan,
calculated in accordance with the ASX Listing Rules.
Grant date
• As soon as practicable after the 2026 Annual Meeting,
but in any case, no later than 18 November 2029.
Opportunity
• The maximum face value of the LTI that can be granted to
David Bortolussi is 150% of his fixed annual remuneration
(inclusive of employer superannuation contributions)
(FAR). The minimum potential outcome value is zero.
Performance period
• Three years, from 1 July 2026 to 30 June 2029.
• There is no retesting of performance if performance
conditions are not met at the end of the performance 
period.

The a2 Milk Company2026 Notice of Annual Meeting
1312
Instrument
• Performance Rights – each performance right entitles
its holder to receive one fully paid share in the Company
(or cash equivalent, at the election of the Company),
subject to meeting performance measures. All shares
received by the holder will rank equally with the
Company’s existing ordinary shares.
• It is currently intended that, where possible in accordance
with relevant laws, the Company will satisfy its obligation
to allocate ordinary shares upon the vesting of the Rights
by instructing the trustee of a2MC Group Employee Share
Trust to transfer shares held in the trust to the holder,
where such existing shares were previously purchased by
the trustee on-market.
Allocation approach
• The Company uses a maximum face value allocation
approach. The number of Rights to be granted will be
calculated as follows:
Dividend payments
• No dividends or dividend equivalent payments are
provided in respect of the Rights.
Board discretion
• The Board may forfeit the Rights for fraud, or dishonest
breach of a material obligation under David’s executive
services agreement or otherwise acting in a manner that
brings the a2MC Group into disrepute, or if there has been
a material misstatement or omission in the accounts
of the a2MC Group that results in a restatement of
the accounts.
Performance hurdles
The Rights will vest subject to achievement of both:
• EPS CAGR (compound annual growth in reported diluted
earnings per ordinary share); and
• Revenue CAGR (compound annual growth in reported
revenue from continuing operations) performance hurdles
over the performance period.
Vesting framework
For any vesting to occur, both of the following performance
hurdles must be achieved:
• EPS CAGR of at least 10%; and
• Revenue CAGR of at least 4%,
in each case, from 1 July 2026 to 30 June 2029.
If these performance hurdles are achieved, the proportion of
the Rights that may vest will be determined on a straight-line
basis per the table below:
Revenue – CAGRVesting % (if EPS CAGR of at least 10%)
Less than 4%Nil
4%50%
Between 4% and 6%Pro-rata vesting on a straight-line basis
between 50% and 85%
6%85%
Between 6% and 8%Pro-rata vesting on a straight-line basis
between 85% and 100%
8% and above100%
Calculation approach
EPS CAGR and Revenue CAGR are derived from the Annual
Report of the Company for the relevant financial years and
are subject to adjustments to remove the impact of material
items as the Board may determine in its absolute discretion to
normalise results (up or down) to more appropriately reflect
underlying performance. Without limitation, adjustments may
be made to exclude the impact of unusual or one-off items,
discontinued operations, impairment charges, acquisitions
and disposals, and capital management.
In FY26 the Company made a strategic decision to acquire
the a2 Pōkeno facility and sell Mataura Valley Milk (MVM).
These transactions were part of a strategy to maximise
long-term shareholder value, through optimising the
Company’s asset footprint, developing integrated nutritional
manufacturing capability, supporting growth through
improved market access and innovation, and capturing
vertical margin.
1. FY27 fixed annual remuneration (inclusive of employer
superannuation contributions).
2. The share price used is the volume weighted average share price of
ordinary shares in the Company (determined in accordance with the
ASX Listing Rules) based on the 10 trading days up to and including
11 September 2026, being the period immediately prior to the
calculation undertaken for the purposes of the Board’s determination
of the number of Rights to be allocated to all senior executives
selected to receive an award of Rights under the FY27 LTI Plan.
Grant opportunity
Share
price
Numbers
of rights
Number of
performance
rights granted
Share price
2

(no discount
applied)
Maximum LTI
opportunity %
FAR
1
$
x
=

The a2 Milk Company2026 Notice of Annual Meeting
1514
The Board decided to normalise FY26 reported results
to remove the impact of the MVM sale and discontinued
operations to more appropriately reflect underlying
performance.
Revenue CAGR will use revenue from continuing operations
of $1,974,883,000 in the FY26 base year which adjusts
revenue for the divestment of MVM as disclosed in the
Company’s FY26 Financial Statements.
EPS CAGR will use normalised EPS of 28.43 cents, compared
with reported EPS of 15.56 cents, in the FY26 base year
calculated as follows:
EPS
Net Profit used
to calculate EPS
Reported FY26 EPS15.56113,584,000
Normalisations:
MVM non-cash loss on sale 103,115,000
MVM net operating profit after tax
1
(9,206,000)
Normalised FY26 EPS
2
28.43207,493,000
1. For the period from 1 July 2025 to 31 October 2025.
2. Calculated using diluted weighted average number of shares
of 729,786,000.
FY26 EPS excludes the non-cash loss on sale of MVM
of $103.1 million and a2MC’s share of MVM’s operating
profit after tax for the stub period of ownership in FY26
(i.e. 4 months from 1 July to 31 October 2025). This is
equivalent to diluted EPS from continuing operations as
disclosed in the Company’s FY26 Financial Statements.
The EPS CAGR and Revenue CAGR performance hurdles
have been determined having regard to the Company’s
growth strategy and financial ambition. The Board considers
the performance hurdles sufficiently challenging to align
with shareholder value creation, but still being motivating
for, and viewed as achievable by, senior executives and
managers invited to participate in the LTI Plan. Achieving
such performance hurdles would require significant market
share gains in the Company’s core infant milk formula
business in the China market which is in decline, as well as
a significant improvement in Group operating profitability
driven by the Company’s supply chain transformation
strategy. The EPS CAGR is above the high end of the
Revenue CAGR range to incentivise and promote margin
accretion over the term of the plan.
Executive Minimum Shareholding Requirement
(Executive MSR)
• The Executive MSR Policy applies to David Bortolussi
and the other members of the Company’s ELT.
• The purpose of the Executive MSR Policy is to strengthen
the alignment between the interests of the ELT and
the interests of shareholders and encourage a focus on
building long-term shareholder value.
• Each member of the ELT is required to acquire and hold
a minimum shareholding equivalent to 100% of their FAR
(before any tax or social security deductions) by the end
of five annual vesting periods for LTI grants. In the case of
David Bortolussi, this will be following the end of FY27.
• It is noted that David Bortolussi, Managing Director
and CEO, currently holds a2MC shares equivalent to
approximately four times his Executive MSR, and that
most other ELT members that have had more than one
grant of performance rights (that were granted to them in
their ELT role) vest currently exceed their Executive MSR.
Cessation of employment, change of control, bonus issue
or reorganisation of capital
• Subject to the discretion of the Board or unless David’s
employment is terminated by the Company other than
for cause, he retires from full-time executive employment
or his employment ceases due to total and permanent
disablement, serious illness or death, unvested Rights
will be forfeited upon cessation of David Bortolussi’s
employment. If Rights are not subject to forfeiture they
will remain ‘on foot’ until the relevant vesting date as
if David had continued in employment to that date,
subject to the Board, in its discretion, determining at a
minimum to reduce the number of Rights to reflect the
proportion of the vesting period that has elapsed and/or
accelerate vesting.
• All Rights would be subject to accelerated vesting if the
Company is subject to a change of control.
• Adjustments to the number of the Rights, or the number
of Company shares to which they relate, may be made
following any bonus issue of Company shares or
reorganisation of its capital.
Other information required by the ASX Listing Rules
• David Bortolussi has advised that he may elect to
renounce the Rights in favour of DMZSK Super Pty Ltd,
the corporate trustee of a self-managed superannuation
fund of which David is a member, or DMZSK Pty Ltd,
the corporate trustee of a family trust of which David is
a member.

thea2milkcompany.com
The a2 Milk Company
16
Accordingly, approval is being sought for the purpose
of ASX Listing Rule 10.14.1 (which applies to David as a
director of the Company) and ASX Listing Rule 10.14.2
(which applies to both DMZSK Super Pty Ltd and DMZSK
Pty Ltd each as associates of David). DMZSK Super Pty
Ltd and DMZSK Pty Ltd are both associates of David
because each entity is a related party of David on the
basis of it being controlled by David and his spouse.
• Although other selected senior executives of the Company
participate in the LTI Plan, given David Bortolussi is
both the Managing Director and Chief Executive Officer,
David is the only Director who participates. To the extent
participation by any other person, who becomes entitled
to participate in the LTI Plan, requires shareholder
approval under ASX Listing Rule 10.14, that person will not
participate in the LTI Plan until that approval is obtained.
• David Bortolussi’s FY27 total remuneration package
comprises A$2,075,172 FAR (representing a 3.5%
increase in base salary from FY26), a short-term incentive
with a target opportunity of 120% of his FAR (with 25%
of the amount awarded deferred as cash for one year)
(Target STI Opportunity), a LTI with a maximum value of
150% of his FAR and an allowance of A$10,000 per month
(net of tax) to assist with the cost of accommodation in
Sydney and travel between Melbourne and Sydney.
• No amount is payable on the award of Rights, or the issue
or transfer of Company shares on their exercise, as the
award of Rights are a component of David Bortolussi’s
remuneration package. As such, there is no loan scheme
to support Rights issued under the LTI Plan.
• Details of any securities issued to David Bortolussi under
the LTI Plan will be published in each Annual Report of the
Company relating to a period in which they were issued,
and, where relevant, along with a statement that approval
for the issue was obtained under ASX Listing Rule 10.14.
• To date, the Company has granted 311,283 time-based
Rights and 3,389,131 Rights to two associates of
David Bortolussi, DMZSK Pty Ltd and DMZSK Super
Pty Ltd, under the LTI Plan for nil consideration. All of
the time-based Rights and 2,144,240 of the Rights have
vested and been exercised leaving 538,336 Rights held
by DMZSK Super Pty Ltd due to vest following the current
financial year and 324,606 Rights held by DMZSK Pty Ltd
due to vest following FY28.

---

Lodge your vote:
Online: vote.cm.mpms.mufg.com/ATM
Scan and email: meetings.nz@cm.mpms.mufg.com
(quote “a2MC Voting From” as the subject for easy identification)
Mail: Use the enclosed reply paid envelope or address to:
MUFG Pension & Market Services
PO Box 91976, Auckland 1142, New Zealand
By hand:
MUFG Pension & Market Services,
Level 30, PwC Tower
15 Customs Street West, Auckland 1010, New Zealand
General enquiries:
+64 9 375 5998 | enquiries.nz@cm.mpms.mufg.com


SCAN THIS QR CODE WITH YOUR
SMARTPHONE AND VOTE ONLINE


THE a2 MILK COMPANY LIMITED ANNUAL MEETING VOTING FORM
The Annual Meeting of The a2 Milk Company Limited (“a2MC” or the “Company”) will be held online at virtualmeeting.co.nz/a2MC26 and in
person in The Ballroom at the JW Marriott Hotel, 22/26 Albert Street, Auckland 1010, New Zealand on Thursday 19 November 2026 at 11:00
am (NZDT).
For your postal vote or proxy to be effective, it must be lodged with MUFG Pension & Market Services by no later than 11:00 am on Tuesday 17
November 2026 (NZDT).

ATTENDING THE MEETING
If you propose to attend the Annual Meeting in person, please bring
this Voting Form to the meeting to assist with your registration. All
shareholders must register with MUFG Pension & Market Services
prior to entering the meeting room. A paper voting card will be
issued upon registration at the meeting.

Shareholders attending and participating in the Annual Meeting
virtually via virtualmeeting.co.nz/a2MC26 will be able to vote and ask
questions during the Annual Meeting.

More information regarding virtual attendance can be found in the
Virtual Meeting Guide which is available on the Company’s website
at thea2milkcompany.com/annual-meetings.

POSTAL VOTE
As a shareholder entitled to vote at the Annual Meeting, you are
entitled to vote by postal vote. The Company’s share registrar
MUFG Pension & Market Services has been authorised by the
Board to receive and count postal votes at the Annual Meeting.
You can cast your postal vote by one of the methods listed above
headed “Lodge your vote”. If you return your postal vote without
indicating how you wish to vote, or your indication on how to vote
is unclear on any resolution, you will be deemed to have
abstained from voting on that resolution.
If you complete the postal vote section and also appoint a proxy,
your postal vote will be cast, and your proxy appointment will not
be counted.
If this Voting Form is returned duly signed by a shareholder with
voting instructions completed, but without indicating that it is a
postal vote, and a proxy has not been appointed, it will be
deemed to be a postal vote.

PROXY APPOINTMENT

A shareholder entitled to attend and vote at the Annual Meeting is
entitled to appoint a proxy to attend and vote at the Annual Meeting
in their place. A proxy need not be a shareholder of the Company.
Any corporation that is a shareholder, or an attorney of a shareholder,
may appoint a person as its representative to attend the Annual
Meeting and vote on their behalf, in the same manner as that in which
it could appoint a proxy.

If you wish, you may appoint the Chair of the Annual Meeting as
your
proxy. To do so, please write “Chair of the Meeting” on the line
following the words “hereby appoint” in the section on the next page
entitled “appoint a proxy to vote on your behalf”. The Chair will vote
according to your instructions (where authorised to do so). If the
Chair is not instructed how to vote, the Chair intends to vote in favour
of each resolution. If you return this form without directing the proxy
how to vote on any particular resolution, the proxy may exercise the
proxy’s discretion as to whether to vote and, if so, how to vote
(subject to the voting exclusions set out below).

VOTING EXCLUSIONS
The Company will disregard any votes cast in favour of resolution 3
by Mr David Bortolussi and any of his associates (the term
“associates” is as defined in the ASX Listing Rules).

The Company need not disregard a vote cast in favour of resolution
3 if it is cast by any of the above people as proxy for a person who is
entitled to vote, in accordance with an express direction on this
Voting Form (which excludes a ‘Proxy Discretion’).

SIGNING INSTRUCTIONS FOR VOTING FORMS

Individual
This Voting Form must be signed by the shareholder or the
shareholder’s attorney duly authorised in writing.

Joint holding
This Voting Form may be signed by either, or on behalf of, the joint
shareholders (or their attorney duly authorised in writing).

Power of Attorney
If this Voting Form is signed under a power of attorney, a copy of the
power of attorney and a signed certificate of non-revocation of the
power of the attorney under which the Voting Form is signed, must
be produced to the Company with this Voting Form.

Body Corporate
This Voting Form must be signed by a director or a duly authorised
officer acting under the express or implied authority of the
shareholder, or an attorney of the shareholder duly authorised in
writing.

Go online to vote.cm.mpms.mufg.com/ATM to vote or turn over to complete the Postal Vote/Voting Form

STEP 1: CHOOSE TO VOTE BY POSTAL VOTE OR APPOINT A PROXY TO VOTE ON YOUR BEHALF
POSTAL VOTING
I wish to vote by postal vote (please tick the box). My voting intention is indicated in the resolution section below.
APPOINT A PROXY TO VOTE ON YOUR BEHALF
I/We being a shareholder of The a2 Milk Company Limited
hereby appoint
____________________________________ email address
or failing him/her ____________________________________ email address
as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of The a2 Milk Company Limited to be held online at
virtualmeeting.co.nz/a2MC26 and in person in The Ballroom at the JW Marriott Hotel, 22/26 Albert Street, Auckland 1010, New Zealand at
11:00 am on Thursday 19 November 2026 (NZDT), or at any adjournment of that meeting. Unless otherwise instructed as below, my/our
proxy may vote as he/she thinks fit.
If you wish, you may appoint the “Chair of the Meeting” as your proxy.
Please indicate with a tick in the appropriate boxes below how you wish
your proxy to vote.

STEP 2: ITEMS OF BUSINESS – VOTING INSTRUCTIONS
ORDINARY BUSINESS Tick () in box to vote
To consider and, if thought fit, pass the following resolutions as ordinary resolutions For Against Proxy Abstain
of the Company: Discretion

1. To authorise the Directors to fix the fees and expenses of the Company’s auditor

2. To re-elect Kate Mitchell as a Director

3. To approve the grant of 466,855 performance Rights to David Bortolussi or an
associate named in the Notice of Meeting





The resolutions above are stated in brief. Please refer to The a2 Milk Company’s Notice of Meeting 2026 for the full text of the resolutions and
the explanatory notes.
STEP 3: SHAREHOLDER QUESTIONS
Shareholders attending the Annual Meeting will have the opportunity to ask questions during the Annual Meeting. If you cannot attend the
Annual Meeting, physically or virtually but would like to ask a question, or if you are attending and would like to ask a question in advance,
you can submit such question by: (1) email to meetings.nz@cm.mpms.mufg.com; or (2) online by going to vote.cm.mpms.mufg.com/ATM and
completing the online validation process; or (3) completing the question section below and returning it to MUFG Pension & Market Services.
Questions will need to be submitted by 11:00am on Tuesday, 17 November 2026 (NZDT).
SIGN: SIGNATURE OF SHAREHOLDER(S) This section must be completed.
Shareholder 1 Shareholder 2 Shareholder 3


Contact Name _______________________ Daytime Telephone ___________________ Date _____________________________


Electronic Investor Communication:
If you received the Notice of Meeting and this form by mail and you wish to receive your future communications by email, please
provide your email address below:

Question: