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SITEMINDER LIMITED — Director's Dealing 2024
Jan 14, 2024
65760_rns_2024-01-14_648ae195-fbfe-4a44-9a91-e6902c9be3e5.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 | 22 November 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 | 12 January 2024 |
- 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) 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) |
|
|---|---|---|
| Class | Performance Rights | |
| Number acquired | 21,389 Performance Rights | |
| Number disposed | N/A | |
| Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation |
$4.68 Per Performance Right (The number of Performance Rights granted has been calculated by dividing 50% of the MD and CEO’s FY2023 STI), by the VWAP of the Company’s ordinary Shares over the 30 day VWAP following the Company’s annual results for FY23, being $4.68. |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
Appendix 3Y Change of Director’s Interest Notice
| 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) 12. 21,389 Performance Rights granted as STIs under the Employee Equity Incentive Plan (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 |
Allotment of Performance Rights under the terms of the SiteMinder Employee Equity Incentive Plan in lieu of 50% cash STI for FY23. The allotment of Performance Rights was made in accordance with ASX Listing Rule 10.16(b). The resulting shares acquired by Mr Narayan, if any, on conversion of the Performance Rights following satisfaction of the necessary hurdles will be purchased on-market by the Company. |
- 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? |
Pursuant to section 6(a)(ii) of the Company’s Securities Trading Policy, the acquisition of securities under any director or employee security plan is defined as an excluded trading provision, notwithstanding being in a closed period. |
|---|---|
| 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