Ann: Appendix 4D & 1H FY25 Report, page-134

From the 2024 Annual report - remuneration report:
On 29 July 2022, PolyNovo granted 5 million shares options in five equal tranches to CEO. Details of the five tranches are set out below.
The vesting hurdle for the options is linked to CEO’s length of employment and the PolyNovo volume weighted average market price.
The vesting hurdles applied to all 5 tranches are as follows and options only vest when both exercise conditions have been satisfied:
Details of the vesting hurdle for the five tranches are as follows:

•Tranche 1: – One Million (1,000,000) Options cannot vest or be exercised until after the one (1) year anniversary of the commencement of
employment and until such time as shares in PolyNovo have been trading 30 continuous days at 50% greater than the exercise price or above;
This Tranche of options must vest before the three (3) year anniversary of the CEO’s employment start date otherwise they expire at that date.
•Tranche 2: One Million (1,000,000) Options cannot vest or be exercised until after the two (2) year anniversary of the commencement of
employment and until such time as shares in PolyNovo have been trading 30 continuous days at 75% greater than the exercise price or above.
This Tranche of options must vest before the four (4) year anniversary of the CEO’s employment start date otherwise they expire at that date.
•Tranche 3: One Million (1,000,000) Options cannot vest or be exercised until after the three (3) year anniversary of the commencement
of employment and until such time as shares in PolyNovo have been trading 30 continuous days at 100% greater than the exercise price
or above; This Tranche of options must vest before the five (5) year anniversary of the CEO’s employment start date otherwise they expire
at that date.
•Tranche 4: One Million (1,000,000) Options cannot vest or be exercised until after the four (4) year anniversary of the commencement
of employment and until such time as shares in PolyNovo have been trading 30 continuous days at 150% greater than the exercise price
or above. This Tranche of options must vest before the six (6) year anniversary of the CEO’s employment start date otherwise they expire
at that date.; and
•Tranche 5: One Million (1,000,000) Options cannot vest or be exercised until after the five (5) year anniversary of the commencement of
employment and until such time as shares in PolyNovo have been trading 30 continuous days at 200% greater than the exercise price or above.
This Tranche of options must vest before the seven (7) year anniversary of the CEO’s employment start date otherwise they expire at that date.

Sixty percent (60%) of the shares issued on the exercise of options will be restricted shares subject to rule 9 of the Employee Option Plan until the
first anniversary of the date of issue of the shares. Shares issued will be in escrow for twelve months and until that time will be unable to be dealt with.
Whether they have vested or not, the options will be cancelled on the date of termination or cessation of employment.
Accumulated share options expense recognised during the year ended 30 June 2023 was $716,338. Details of the options package are included
in the Tables A, B, C and D below.


So To meet the vesting conditions, the share price would need to trade above the following thresholds for 30 continuous days:
Tranche 1: $2.46 (50% above $1.64) (by July 2025.....)
Tranche 2: $2.87 (75% above $1.64)
Tranche 3: $3.28 (100% above $1.64)
Tranche 4: $4.10 (150% above $1.64)
Tranche 5: $4.92 (200% above $1.64)

So he has to get the SP to sit for 30 continious days above $2.46 before 29 July 2025 before T1 can be exercised? That is going to be tough.

have I got this right?