Capital Change Notice – Restricted Share Units

CAPITAL CHANGE NOTICE – 5 December 2023
This notice relates to the issue of unlisted Restricted Share Units (RSUs) to subscribe for ordinary
shares in Serko Limited (Ordinary Shares) under the Serko ANZ Long Term Incentive Scheme
(Scheme). Following the issue of 108,833 RSUs, there are now 3,061,425 RSUs on issue under the
Scheme.
Section 1: Issuer information
Name of issuer Serko Limited
NZX ticker code SKO
Class of financial product RSUs issued under the Scheme.
ISIN NZSKOE0001S7
Currency NZD
Section 2: Capital change details
Number of issuances to which this notice relates 1
Number issued/acquired/redeemed 108,833 RSUs under the Scheme.
Nominal value (if any) N/A
Issue/acquisition/redemption price per security RSUs were granted at a value of NZ$4.32 (to
2dp), using the Volume Weighted Average Price
(VWAP) of Serko’s ordinary shares on the NZX
for the 20 trading days preceding 30 November
2023.
Nature of the payment (for example, cash or other
consideration)
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) N/A
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)
1

The new RSUs issued represent 3.686% (to 3dp)
of the RSUs in existence immediately before the
issue.
There are currently 121,845,709 Ordinary Shares
on issue. This grant of 108,833 RSUs
represents 0.089% (to 3dp) of the Ordinary
Shares currently on issue.

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, investor.relations@serko.com
Incorporated in New Zealand ARBN 611 613 980
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)
The RSUs have been granted pursuant to the
Scheme as part of the remuneration package of
certain employees.
Vesting Periods: The RSUs will vest in three
equal tranches, as follows:
• First Tranche – November 2024
• Second Tranche – November 2025
• Third Tranche – November 2026
Vesting Criteria: Vesting of RSUs is subject to
the terms of the Scheme, including continued
employment of the relevant employee on each
relevant vesting date, and performance-related
hurdles applicable to certain employees. There
is no ‘exercise price’ for share conversion to
occur.
Ranking: Any Ordinary Share issued in the
exercise of the RSUs will rank equally in all
respects with all other Ordinary Shares on issue.
Reason for issue/acquisition/redemption and specific
authority for issue/acquisition/redemption (the reason
for change must be identified here)
Authorised by the Board of Serko Limited.
Reason for the issue is to attract and retain
certain employees and to align their interests
with those of Serko Limited’s shareholders.
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
1. 121,845,709 ordinary shares on issue
2. 3,061,425 RSUs
3. 86,541 unlisted options
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 - 30 November 2023,
Listing Rule 4.6.
Terms or details of the issue, acquisition or
redemption (for example: restrictions, escrow
arrangements)
The RSUs issued in accordance with the terms
set out in the Scheme. Other terms are detailed
above.
Date of issue/acquisition/redemption 5 December 2023
Section 3: Authority for this announcement and contact person
Name of person authorised to make this
announcement
Victoria Loveday, Company Secretary
Contact person for this announcement Victoria Loveday, Company Secretary
Contact phone number +64 9 884 5916
Contact email address investor.relations@serko.com
Date of release through MAP 5 December 2023

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Announcement Summary
Entity name
SERKO LIMITED
Date of this announcement
Tuesday December 05, 2023
The +securities the subject of this notification are:
Total number of +securities to be issued/transferred
ASX +security
codeSecurity description
Total number of
+securities to be
issued/transferredIssue date
SKOABRESTRICTED SHARE UNITS108,83305/12/2023
Refer to next page for full details of the announcement
+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being
quoted on ASX until the restriction ends

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Part 1 - Entity and announcement details
1.1 Name of entity
SERKO LIMITED
We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.
1.2 Registered number type
ARBN
Registration number
611613980
1.3 ASX issuer code
SKO
1.4 The announcement is
1.5 Date of this announcement
5/12/2023
New announcement

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Part 2 - Issue details
2.1 The +securities the subject of this notification are:
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and
which:
has an existing ASX security code ("existing class")
+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being
quoted on ASX until the restriction ends

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to
ASX in an Appendix 3B
Additional +securities in an existing class issued under an +employee incentive scheme
ASX +security code and description
SKOAB : RESTRICTED SHARE UNITS
Date the +securities the subject of this notification were issued
5/12/2023
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Provide details of the KMP or +associates being issued +securities.
Name of KMPName of registered holderNumber of +securities
Joydip DasJoydip Das
94,940
Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme
or a summary of the terms
https://www.serko.com/hubfs/Serko%20-%20Investor%20Centre/FY23/Serko-AnnualReport-2023.pdf
Any other information the entity wishes to provide about the +securities the subject of this notification
Issue details
Number of +securities
108,833
Yes
Yes

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
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Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of
the entity will comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one
application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +Securities (Total number of each +class of +securities quoted)
ASX +security code and description
Total number of
+securities on issue
SKO : ORDINARY FULLY PAID FOREIGN EXEMPT NZX121,845,709
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)
ASX +security code and description
Total number of
+securities on issue
SKOAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES86,541
SKOAB : RESTRICTED SHARE UNITS3,061,425