• One-off Growth Incentive Plan for MD/CEO and senior leaders
• Aims to drive and reward growth outperformance and shareholder value creation
• Fully at-risk design to align executives with shareholders

NEXTDC Limited (NEXTDC) has announced the implementation of a fully at-risk, one-off Growth Incentive Plan (GIP) for the Managing Director and Chief Executive Officer (MD/CEO), the executive leadership team, and a select group of senior management. The GIP aims to drive and reward growth outperformance and sustainable shareholder value creation, as NEXTDC faces significant retention risks for its executives and broader employees against the backdrop of intensifying global competition for talent in the data centre sector. The GIP will involve a one-off grant of conditional rights (GIP Rights) with an aggregate face value of A$150 million, allocated one-third to the MD/CEO (A$50 million) and two-thirds to other participants (A$100 million). Vesting of the GIP Rights is subject to the achievement of a challenging absolute Total Shareholder Return (TSR) hurdle, a behavioural assessment, and continued service, over a five-year performance period. The fully at-risk design of the award ensures that any value realised by participants is a small proportion of shareholder value created, and only if the stretch performance targets are met. The GIP is intended to foster a strong 'one-team' mindset in the execution of NEXTDC's growth strategy and provide a reward that is competitive with private equity structures and international norms for data centres.

NEXTDC has not provided any high-importance, price-sensitive forward-looking financial metrics or guidance in the announcement.

NEXTDC has not provided any forward-looking outlook in the announcement, beyond the implementation of the one-off Growth Incentive Plan to drive and reward growth outperformance and shareholder value creation.