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SITEMINDER LIMITED Director's Dealing 2023

Nov 21, 2023

65760_rns_2023-11-21_a03b86b7-28c2-4d20-a59e-1dd9d7bd419c.pdf

Director's Dealing

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/09/01 Amended 01/01/11

Name of entity SiteMinder Limited ABN 59 121 931 744

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Sankar Narayan
Date of last notice 10 January 2023

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest Direct/Indirect
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise
to the relevant interest.
Aquila Investment Management Pty Ltd as trustee for the
Narayan Family Trust (a discretionary family trust which
Sankar controls and is a beneficiary of)
Solium Nominees (AUS) Pty Ltd as trustee for SiteMinder
Limited
Date of change 22 November 2023
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

No. of securities held prior to
change
Direct
1.
7,095,320 fully paid ordinary shares
2.
80,000 options granted under the 2017 Option
Plan (each with an exercise price of $3.45 and
an expiry date of 1July 2030)
Indirect
3.
52,371 fully paid ordinary shares
4.
25,983 options granted under the LTIP (each
with an exercise price of $5.57 and an expiry
date of 8 November 2025)
5.
31,691 options granted under the LTIP (each
with an exercise price of $6.69 and an expiry
date of 8 November 2025)
6.
37,687 options granted under the LTIP (each
with an exercise price of $7.70 and an expiry
date of 8 November 2025)
7.
15,501 performance rights granted under the
LTIP (1/3 vesting over 3 years from 8 November
2021)
8.
328,680 Unlisted Options granted under the
LTIP (each with an exercise price of $3.84 and
an expiry date being 90 days following the
release of the Company’s full year results for
FY2027.
9.
28,874 Performance Rights granted under the
LTIP (vesting in two separate tranches with
attaching performance conditions)
Class 1.
Unlisted Options granted under the LTIP (each
with an exercise price of $4.53 and an expiry
date being 90 days following the release of the
Company’s full year results for FY2028
2.
Performance Rights granted under the LTIP
(subject to various vesting conditions with
attaching performance conditions)
Number acquired 1.
356,129 Unlisted Options granted under the
LTIP (each with an exercise price of $4.53 and
an expiry date being 90 days following the
release of the Company’s full year results for
FY2028
3.
48,952 Performance Rights granted under the
LTIP (subject to various vesting conditions with
attaching performance conditions)
Number disposed N/A
  • See chapter 19 for defined terms.

Appendix 3Y Page 2

01/01/2011

Appendix 3Y Change of Director’s Interest Notice

Value/Consideration
Note: If consideration is non-cash, provide details and
estimated valuation
1.
$1.868 Per Option (The total number of Options
granted has been calculated by dividing 150% of
the MD and CEO’s maximum FY2024 LTI
Opportunity (which comes to a value of
$665,250), by the fair value of an Option
following the release of the FY23 annual results
(being $1.868 per Option).
2.
$4.53 Per Performance Right (The number of
Performance
Rights
granted
has
been
calculated by dividing 50% of the MD and CEO’s
maximum FY2024 LTI opportunity (which comes
to a value of $221,750), by the VWAP of the
Company’s ordinary Shares over the five trading
days following the Company’s annual results for
FY23, being $4.53.
No. of securities held after change Direct
1.
7,095,320 fully paid ordinary shares
2.
80,000 options granted under the 2017 Option
Plan (each with an exercise price of $3.45 and
an expiry date of 1July 2030)
Indirect
3.
52,371 fully paid ordinary shares
4.
25,983 options granted under the LTIP (each
with an exercise price of $5.57 and an expiry
date of 8 November 2025)
5.
31,691 options granted under the LTIP (each
with an exercise price of $6.69 and an expiry
date of 8 November 2025)
6.
37,687 options granted under the LTIP (each
with an exercise price of $7.70 and an expiry
date of 8 November 2025)
7.
15,501 performance rights granted under the
LTIP (1/3 vesting over 3 years from 8 November
2021)
8.
328,680 Unlisted Options granted under the
LTIP (each with an exercise price of $3.84 and
an expiry date being 90 days following the
release of the Company’s full year results for
FY2027.
9.
28,874 Performance Rights granted under the
LTIP (vesting in two separate tranches with
attaching performance conditions)
10. 356,129 Unlisted Options granted under the
LTIP (each with an exercise price of $4.53 and
an expiry date being 90 days following the
release of the Company’s full year results for
FY2028
11. 48,952 Performance Rights granted under the
LTIP (subject to various vesting conditions with
attaching performance conditions)
Nature of change
Example: on-market trade, off-market trade, exercise
of options, issue of securities under dividend
reinvestment plan, participation in buy-back
Unlisted Options and Performance Rights issued under
the terms of the SiteMinder Employee Equity Incentive
Plan as approved at the 2023 Annual General Meeting.
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3

Appendix 3Y Change of Director’s Interest Notice

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
Date of change N/A
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in relation to
which the interest has changed
N/A
Interest acquired N/A
Interest disposed N/A
Value/Consideration
Note: If consideration is non-cash, provide details and an
estimated valuation
N/A
Interest after change N/A

Part 3 – +Closed period

Were the interests in the securities or contracts detailed above
traded during a+closed period where prior written clearance was
required?
No
If so, was prior written clearance provided to allow the trade to
proceed during this period?
N/A
If prior written clearance was provided, on what date was this
provided?
N/A
  • See chapter 19 for defined terms.

Appendix 3Y Page 4

01/01/2011