Catapult Sports Ltd (ASX:CAT)
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Apr 28, 2026, 4:10 PM AEST
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AGM 2022

Aug 2, 2022

Adir Shiffman
Executive Chairman, Catapult Group International Limited

Good morning, ladies and gentlemen. My name is Dr. Adir Shiffman, and I am the executive chairman of Catapult Group International Limited. In accordance with the company's constitution, as the company's chairman, I'm also chair of this meeting. On behalf of the board, it is my pleasure to welcome you to Catapult's 2022 annual general meeting. Before I go any further, I would like to acknowledge the many traditional owners of the lands on which we are joining the meeting today. Catapult acknowledges the traditional custodians of country throughout Australia and their connections to land, sea, and community. We pay our respects to their elders, past and present, and extend that respect to all Aboriginal and Torres Strait Islander peoples. Ladies and gentlemen, the time indicated in the notice of meeting has passed, and as there is a quorum present, I declare the meeting open.

As this AGM is being conducted as a virtual-only meeting, technical issues beyond our control may arise. If this occurs, I will adjourn the meeting, and it will resume at 1:00 P.M. Melbourne time. If resumption is not possible, we will issue an ASX announcement with further information. The notice of meeting for this Annual General Meeting was published, and a covering letter was sent to shareholders on June 30th, 2022. As is customary, with the approval of the meeting, I will take the notice of meeting as read. I would like to remind shareholders that while this meeting is being streamed in audio and video via the Lumi system, only shareholders and proxy holders may vote or ask questions during the meeting via the Lumi system. Details of how to do this are set out in the notice of meeting, my letter to shareholders of June 30th, and Lumi system.

I would now like to introduce you to the rest of the board. Mr. Tom Bogan, independent non-executive director and chair of our SaaS Scaling Committee. Ms. Michelle Guthrie, independent non-executive director and chair of our Nomination and Remuneration Committee. Mr. Sean Holthouse, co-founder and non-executive director. Mr. Jim Orlando, independent non-executive director and chair of our Audit and Risk Committee, and Mr. Igor van de Griendt , co-founder and non-executive director. Also in attendance are our Chief Executive Officer, Mr. Will Lopes, our Chief Financial Officers, Mr. Hayden Stockdale, and our general counsel and company secretary, Mr. Jonathan Garland. I also welcome to the meeting the company's auditor, Mr. Ashley Butler of Ernst & Young. As I noted in my letter to shareholders of June 30th, we will not be giving a presentation of results at today's meeting.

Instead, shareholders are encouraged to view the recorded video presentation of the FY 2022 results, which is available at the investor section of Catapult's website. We welcome any questions from shareholders relating to that presentation. Therefore, the agenda for today's meeting is to consider the formal business followed by shareholder questions. We have adopted the same format as in previous years to make the meeting efficient and to improve the experience for attendees as a whole. The process will be as follows. I will introduce and describe all of the agenda items for consideration. Shareholders will then have the opportunity to ask questions about or make comments on all agenda items rather than dealing with each item in turn. We want to allow as many shareholders as possible to ask questions. To ensure the process runs smoothly, please keep your questions succinct and relevant to the meeting.

Where there are multiple questions that are the same or have a similar theme, we will group these into a single question. Furthermore, while we will try to answer as many questions as possible, it may not be practicable to answer every question, but we will do our best. Eligible participants may submit a question at any time during the meeting via the Lumi system on their mobile device or computer. To do so, participants should click or tap on the speech bubble, which will be visible on the screen if they are eligible to ask questions today. This will open a new screen where they can type in questions and send them via arrow symbol. Eligible participants may also ask audio questions. To do so, participants should pause the broadcast on the Lumi platform and then click on the link under asking audio questions.

After clicking this link, a new page will open where they will be prompted to enter their name and the topic of their question before being connected to the audio questions line. They will then listen to the meeting on this page while waiting to ask their question. This is all explained in detail in the notice of meeting, online voting guide, and the Lumi system. Before moving to the formal business of today's meeting, I will say a few words about the process for voting at the meeting. Each item of business in the notice of meeting that requires a vote will be by poll, and I formally open the poll on all items now. The poll will remain open until the end of today's meeting, so please ensure that you vote before the end of the meeting.

Shareholders and proxy holders may vote at any time during the meeting via the Lumi system on their mobile device or computer. To do so, these participants should click or tap on the voting icon, which will be visible on the screen if they are eligible to vote today. This will bring up a list of resolutions which may be selected to cast a vote. To cast a vote, select one of the options. There is no need to hit the Submit or Enter button, as the vote is automatically recorded. Participants do, however, have the ability to change their vote up until the time I declare voting closed. Before the shareholder questions session commences, we will display the proxy votes for each item of business that calls for a vote. The voting restrictions for all items are included in the voting restrictions section of the notice of meeting.

If voting on a poll, proxy holders must vote as directed, subject to any applicable voting restrictions. Any directed proxies that are not voted at the meeting will automatically default to the chairman, and I am required to vote these proxies as directed. Except for item seven, the board recommends that shareholders vote in favor of each item of business that requires a vote. The board does not consider it appropriate to give a recommendation for item seven as it concerns non-executive director remuneration. Further, any open proxies that have been appointed to me as chairman of the meeting or any of the company's directors will be voted in favor of each item. These board recommendations and the voting of open proxies by me are subject to any applicable voting restrictions.

I will now introduce the items of business on the formal agenda of the meeting. The first item of business is to receive and consider Catapult's financial statements and reports for the financial year ending March 31st, 2022, and the reports of the directors and the auditor. The next item of business is the re-election of directors. First, I retire at this meeting, and being eligible offer myself for re-election. Second, Igor van de Griendt retires at this meeting, and being eligible offers himself for re-election. We now come to the non-binding advisory vote on the adoption of the remuneration report. The remuneration report is included in Catapult's 2022 annual report, which is available on our website. It sets out Catapult's remuneration policy and arrangements for non-executive directors, the CEO and senior management.

The next item is to ratify, for ASX listing rule 7.4, the prior issue of the first tranche of deferred shares to the SBG vendors pursuant to the SBG share purchase agreement. This tranche comprises 2,426,624 fully paid ordinary shares in aggregate. Item five is to approve, for ASX listing rule 7.1, the issue of the second, third, fourth and fifth tranches of deferred shares to the SBG vendors pursuant to the SBG share purchase agreement. These tranches comprise 9,706,496 fully paid ordinary shares in aggregate.

The next item is to ratify for ASX Listing Rule 7.4 the prior issue of 8,224,526 securities to participants of the company's ESP in July 2022 for the FY23 performance year. In Item seven, the company is seeking approval for ASX Listing Rule 10.14 to amend the terms of the director's salary sacrifice offers to replace the five-day VWAP period with a 30-day VWAP period. Finally, in Item eight, the company is seeking approval to amend the company's constitution on the terms set out in the explanatory notes. These changes align the constitution with various regulatory updates relating to joint shareholders, restricted securities and meetings and documents. An amended version of the constitution showing the proposed markups was made available on Catapult's investor website. This resolution is a special resolution.

I now formally propose each of the resolutions that are specified in the notice of meeting. Items 2-A, item 2-B, item four, item five, item six and Item seven are ordinary resolutions. Item three, which is the adoption of the remuneration report, is a non-binding resolution. Item eight, which is the amendment to the Constitution, is a special resolution. For the benefit of shareholders, the proxies received prior to the meeting on each of these items calling for a vote are now shown. These votes do not include those to be voted in the meeting today. However, based on the results we are anticipating, I would like to thank shareholders for their strong support. I now move to the shareholder question session of the meeting. Shareholders were offered the opportunity to submit questions in advance. I will address these questions at the same time as those which I have received from this meeting.

It is my duty as chairman to allow a reasonable opportunity for shareholders as a whole at the meeting to ask questions about or make comments on the management of the company, audit matters, the remuneration report and other items of business before the meeting today. All questions will be directed to me as chairman. Questions to the auditor must relate to audit matters and will be directed to me in the first instance. I will now ask Andrew Keys, our investor relations manager, to assist with the Q&A process by re-reading questions put forward by shareholders and identifying their names. He will also introduce any shareholders who are asking audio questions. Good morning, Chairman. There are no questions from shareholders. I'll wait another 30 seconds to see if there are any forthcoming questions.

The shareholder question session is now closed, and we will now proceed to vote on all the resolutions. To cast a vote today participants must enter their votes via the Lumi system on their mobile device or computer. As I mentioned previously, participants should click or tap on the voting icon, which will be visible on their screen if they are eligible to vote today. This will bring up a list of resolutions that may be selected to cast a vote. I will ask the Returning Officer to count the votes after the poll has closed, which will be at the close of the meeting. Processing the votes may take some time, so rather than wait for the result, I will formally close the meeting. The results will be announced on the ASX later today.

Assuming that everybody has had an opportunity to vote and there being no further business, I declare that the meeting is closed. I thank you for your attendance today.

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