Capital Change Notice - Ordinary Shares

Section 1: Issuer information
Name of issuer Serko Limited (“Serko”)
NZX ticker code SKO
Class of financial product Ordinary shares in Serko Limited
ISIN NZSKOE0001S7
Currency NZD

Section 2: Capital change details
Number of issuances to which this notice relates 1
Number issued/acquired/redeemed 494,168 ordinary shares
Nominal value (if any) N/A
Issue/acquisition/redemption price per security Nil
Nature of the payment (for example, cash or other consideration) No cash consideration was required to be paid for the restricted share units to vest. Non-cash consideration is provided in the form of services rendered and to be rendered by the holders as employees of Serko.
Amount paid up (if not in full) Fully paid
Percentage of total class of Financial Products issued/acquired/redeemed/ (calculated on the number of Financial Products of the Class, excluding any Treasury Stock, in existence) 0.412% (to 3dp) of the ordinary shares on issue pre-vesting.
For an issue of Convertible Financial Products or Options, the principal terms of Conversion (for example the Conversion price and Conversion date and the ranking of the Financial Product in relation to other Classes of Financial Product) or the Option (for example, the exercise price and exercise date) N/A

Reason for issue/acquisition/redemption and specific authority for issue/acquisition/redemption/ (the reason for change must be identified here) Vesting of 494,168 restricted share units under the Serko 2019 (ANZ) Long Term Incentive Scheme and Serko 2018 (US) Long Term Incentive Scheme

Total number of Financial Products of the Class after the issue/acquisition/redemption/Conversion (excluding Treasury Stock) and the total number of Financial Products of the Class held as Treasury Stock after the issue/acquisition/redemption. 120,414,765 ordinary shares on issue

There are also 148,309 unlisted options outstanding, taking into account all forfeited options to date.

There are also 1,263,865 unlisted restricted share units outstanding, taking into account all forfeited restricted share units to date.
In the case of an acquisition of shares, whether those shares are to be held as treasury stock N/A
Specific authority for the issue, acquisition, or redemption, including a reference to the rule pursuant to which the issue, acquisition, or redemption is made Directors’ resolution, Listing Rule 4.6
Terms or details of the issue, acquisition, or redemption (for example: restrictions, escrow arrangements) The ordinary shares issued rank pari passu with the existing ordinary shares
Date of issue/acquisition/redemption 23 May 2022

Section 3: Authority for this announcement and contact person
Name of person authorised to make this announcement Sarah Miller
Contact person for this announcement Sarah Miller, General Counsel
Contact phone number +64 09 884 5916
Contact email address [email protected]
Date of release through MAP 23 May 2022

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Announcement PDF