Notification of Performance Rights

Capital Change Notice

KMD BRANDS LIMITED W kmdbrands.com

Notice of issue of options under KMD Brands Limited’s performance rights plan
This notice is given under the NZX Listing Rule 3.13.1 and relates to the issue of Performance Rights
which are convertible into fully paid ordinary shares in the Company should certain vesting criteria be
met under the KMD Brands Limited’s Long Term Incentive Plan.

Section 1: Issuer information
Name of issuer KMD Brands Limited
NZX ticker code KMD
Class of financial product Unquoted Performance Rights convertible
into fully paid ordinary shares in KMD Brands
Limited
ISIN (If unknown, check on NZX website) NZKMDE0001S3
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 1,539,998 Performance Rights
Nominal value (if any) N/A
Issue/acquisition/redemption price per security
Nil
Nature of the payment (for example, cash or other
consideration)
No amount is payable for the grant of
Performance Rights under the KMD Brands
Limited Long Term Incentive Plan
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)
The Performance Rights comprise 100% of
the financial products of that class.
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)
• Each Performance Right granted under
the Plan entitles the holder to acquire one
fully paid ordinary share in KMD Brands
Limited.
• The number of Performance Rights that
vest will depend on KMD Brands Limited’s
performance over a 12 month
performance period to 31 July 2024
assessed against financial performance
conditions (EBIT).
• Performance Rights will lapse where the
performance conditions are not met.
• Performance Rights will lapse where the
holder ceases to be employed by the KMD
Brands Limited group as at 31 July 2025.
• There is no amount payable by holders
either on grant or exercise of the
Performance Rights.

Reason for issue/acquisition/redemption and specific
authority for issue/acquisition/redemption/ (the reason for
change must be identified here)
Issue of Performance Rights to selected
Senior Management employees to be
converted into Ordinary Shares in the
company upon the satisfaction of certain
conditions in accordance with the KMD
Brands Limited Long Term Incentive Plan.
Authorised by Board resolutions dated 19
December 2023.
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.
1,539,998 Performance Rights.

In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
Not applicable
Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
Board resolution dated 19 December 2023
pursuant to NZX Listing Rule 4.6.1
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
• The holder of the Performance Rights
has the right to be issued Ordinary
Shares vesting on 31 July 2025 provided
the employee remains in employment
with the company to that date.
• The number of Performance Rights that
vest will depend on KMD Brands
Limited’s performance over the 12
months ending 31 July 2024 assessed
against financial performance targets
(EBIT).
• Performance Rights will lapse where the
performance conditions are not met.
Date of issue/acquisition/redemption 19 December 2023
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Frances Blundell
Contact person for this announcement Frances Blundell
Contact phone number 03 968 6110
Contact email address companysecretary@kmdbrands.com
Date of release through MAP

20 December 2023