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Being AI Limited — Director's Dealing 2025
Dec 5, 2025
66164_rns_2025-12-05_e0f75634-0e5b-4d91-a467-cab8e8d41775.pdf
Director's Dealing
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Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant Interests
Sections 297(2) and 298(2), Financial Markets Conduct Act 2013
To NZX Limited; and Name of listed issuer: Being AI Limited (BAI) Date this disclosure made: 05/12/2025 Date of last disclosure: N/A Director or senior manager giving disclosure Full name(s): Michael Peter Stiassny Name of listed issuer: Being AI Limited (BAI) Name of related body corporate (if applicable): N/A Position held in listed issuer: Director Summary of acquisition or disposal of relevant interest (excluding specified derivatives) Class of affected quoted financial products: Ordinary shares in BAI Registered holder and beneficial owner of ordinary Nature of the affected relevant interest(s): shares For that relevant interest- Number held in class before acquisition or disposal: 0 Number held in class after acquisition or disposal: 8,756,048 Current registered holder(s): 2061 LP Registered holder(s) once transfers are registered: Michael Peter Stiassny Details of transactions giving rise to acquisition or disposal Total number of transactions to which notice relates: 1 Details of transactions requiring disclosure- 05/12/2025 Date of transaction: Sale and purchase of ordinary shares in Being AI Limited, sold by 2061 LP and acquired by Michael Peter Stiassny. Nature of transaction: Name of any other party or parties to the transaction (if known): other party or parties to the transaction (if known): arty or parties to the transaction (if known): arties to the transaction (if known): if known): 2061 LP
Details of transactions giving rise to acquisition or disposal Total number of transactions to which notice relates: Details of transactions requiring disclosure- Date of transaction: Nature of transaction: Name of any other party or parties to the transaction (if known):
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$1.00. As part of the consideration, the purchaser (being Michael Peter Stiassny) has also agreed to pay escalation payments to 2061 LP in the following circumstances: �������������������������������������������������������� � sells or transfers any of the BAI shares acquired by the purchaser from 2061 LP to a third party before 5 December 2027 at a sale price of more than $0.0683 per BAI share (being the 5 business day VWAP for BAI shares ending on 3 December 2025), the purchaser must pay 2061 LP a payment equal to 5% of the amount by which the sale price exceeds $0.0683 per BAI share multiplied by the number of BAI shares sold or transferred to the third party. �������������������������������������������������������� � a shareholder (either directly or via a related party) of BAI on or before 5 December 2026, the purchaser must pay 2061 LP a payment equal to $0.0683 per BAI share multiplied by the number of BAI shares sold by 2061 LP to the purchaser on 5 December 2025. �������������������������������������������������������� � a shareholder (either directly or via a related party) of BAI after 5 December 2026 and before 5 December 2027, the purchaser must pay 2061 LP a payment equal to $0.03415 per BAI share (calculated as being 50% of the 5 business day VWAP for BAI shares ending on 3 December 2025) multiplied by the number of BAI shares The consideration, expressed in New Zealand dollars, paid or received for the sold by 2061 LP to the purchaser on 5 December 2025. acquisition or disposal. If the consideration was not in cash and cannot be readily by converted into a cash value, describe the consideration: Number of financial products to which the transaction related: 8,756,048 If the issuer has a financial products trading policy that prohibits directors or senior managers from trading during any period without written clearance (a closed period) include the following details— Whether relevant interests were acquired or disposed of during a closed period: N/A Whether prior written clearance was provided to allow the acquisition or disposal to N/A proceed during the closed period: Date of the prior written clearance (if any): N/A Summary of other relevant interests after acquisition or disposal: Class of quoted financial products: N/A Nature of relevant interest: N/A For that relevant interest,- Number held in class: N/A Current registered holder(s): N/A For a derivative relevant interest,- Type of derivative: N/A
Certification
I, certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made. Signature of director or officer: Date of signature: 05/12/2025
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