Capital Change Notice

Notice of issue of ordinary shares under Oceania's long term incentive scheme This notice is given under NZX Listing Rules 3.13.1 and 3.15.2 and relates to the vesting of performance share rights granted under Oceania's long term incentive scheme (LTI Scheme) 2020 Grant, pursuant to which selected key executives were issued performance share rights which entitle them to receive fully paid ordinary shares in Oceania should certain performance hurdles and vesting criteria be met (Share Rights). After the vesting of the Share Rights detailed in this notice, all remaining Share Rights issued under the 2020 Grant of the LTI Scheme will lapse, and there will be no further Share Rights on issue under the 2020 Grant of the LTI Scheme. Please see Appendix A for Share Rights on issue under the LTI Scheme. Section 1: Issuer information Name of issuer Oceania Healthcare Limited NZX ticker code OCA Class of financial product Ordinary shares ISIN (If unknown, check on NZX website) NZOCAE0002SO Currency NZD Section 2: Capital change details Number issued 212,894 Nominal value (if any) N/A Issue price per security $Nil Nature of the payment (for example, cash or other consideration) N/A Amount paid up (if not in full) N/A Percentage of total class of Financial Products issued (calculated on the number of Financial Products of the Class, excluding any Treasury Stock, in existence) 0.0294% 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) Certain of the Share Rights issued under the 2020 Grant pursuant to the LTI Scheme have vested and been exercised and have converted into 212,894 Ordinary Shares. Each Share Right entitled the holder to receive one Ordinary Share in OCA on vesting and exercise, subject to adjustment for satisfaction of tax obligations of the participants. The exercise price was nil. The remaining Share Rights under the LTI Scheme 2020 Grant have lapsed and been cancelled. Reason for issue and specific authority for issue (the reason for change must be identified here) Issue of ordinary shares under the LTI Scheme 2020 Grant as a consequence of the vesting and exercise of Share Rights previously granted to retain and incentivise selected key executives. Total number of Financial Products of the Class after the issue (excluding Treasury Stock) and the total number of Financial Products of the Class held as Treasury Stock after the issue. 724,101,018 ordinary shares after the issue. 1,200,894 total Share Rights on issue. Details of each tranche of Share Rights on issue are set out in Appendix A to this notice. 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 Board resolutions dated 15 September 2020 and 5 November 2020 and Listing Rule 4.6.1 Terms or details of the issue, acquisition, or redemption (for example: restrictions, escrow arrangements) Terms of the LTI Scheme. The issued shares rank equally with the other fully paid ordinary shares on issue. Date of issue 28/06/2023 Section 3: Authority for this announcement and contact person Name of person authorised to make this announcement Anna Thorburn Contact person for this announcement Anna Thorburn Contact phone number 09 361 0350 Contact email address anna.thorburn@oceaniahealthcare.co.nz Date of release through MAP 29/06/2023 APPENDIX A SHARE RIGHTS ON ISSUE Tranche Hurdle Number Commencement Date Measurement Date Vesting Date 2022TSR2 TSR 475,446 1 April 2022 31 March 2024 31 March 2025 2022TSR3 TSR 475,448 1 April 2022 31 March 2025 31 March 2025 2021TSR3 TSR 125,000 1 April 2021 31 March 2024 31 March 2024 2021UEPS1 UEPS 125,000* 1 April 2021 31 March 2022 31 March 2024 2021UEPS3 UEPS 125,000 1 April 2023 31 March 2024 31 March 2024 Total: 1,200,894 *The performance hurdle has been met for the Share Rights in this tranche. End CA:00413909 For:OCA Type:SECISSUE Time:2023-06-29 14:51:11