Issue of Share Performance Rights, and Capital Management

Smartpay Holdings Limited (SPY) advises that it has issued 5,024,541 share performance rights to selected members of its executive and management teams pursuant to its Long Term
Incentive Plan (LTI). The share performance rights give the holder options to acquire ordinary shares in SPY, which may be exercised if the performance rights vest. The vesting period for the
share performance rights is 1 April 2024 to 31 March 2027 and vesting of the share performance rights is subject to SPY meeting certain annual revenue and EBITDA per share hurdles.

SPY also advises that it intends to undertake a share buyback programme to acquire shares to assist in meeting its obligation in relation to any vested share performance rights.

The attached information is supplied pursuant to NZX Listing Rules 3.13.1 and 4.14.1(a).

Attachments:
- Market Announcement: Issue of Share Performance Rights, and Capital Management
- Capital Change notice
- Directors and Officers Disclosure Notices

Approved for release by the Board.

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Announcement PDF