The Group has entered into a number of stock-based compensation arrangements. Details of these arrangements, which are considered as options for accounting purposes, are described below:

In November 2025, the Company’s shareholders approved the 2025 Omnibus Plan under which employees and directors may be granted equity compensation awards featuring time-based vesting conditions and/or performance-based vesting conditions. As of June 30, 2026, the Company had an aggregate of 17.5 million Ordinary shares reserved for future issuance under the 2025 Omnibus Plan.

Under the terms of the plan, the Board maintains sole discretion over the administration, eligibility and vesting criteria of instruments issued under the 2025 Omnibus Plan.

In June 2023, the Board approved a revised long-term incentive plan (“2023 LTIP”) under which participating employees and directors were eligible to be granted RSUs in three tranches, the first two tranches being time-based vesting conditions

and the third tranche being performance-based vesting conditions. RSUs issued under the revised long-term incentive plan are subject to other terms and conditions contained in the plan.

Under the terms of the plan, the Board maintains sole discretion over the administration, eligibility and vesting criteria of instruments issued under the 2023 LTIP.

In June 2022, the Board approved a new long-term incentive plan (“2022 LTIP”) under which participating employees and directors were eligible to be granted RSUs in two equal tranches after three and four years of continued service, including a portion the vesting of which is also subject to the achievement of specified performance goals over this time period. RSUs issued under the new long-term incentive plan are subject to other terms and conditions contained in the plan.

Under the terms of the plan, the Board maintains sole discretion over the administration, eligibility and vesting criteria of instruments issued under the 2022 LTIP.

Under this scheme, the Company issues a limited recourse loan (that has a maximum term of up to nine years and 11 months) to employees for the sole purpose of acquiring shares in the Company. Upon disposal of any loan-funded shares by employees, the aggregate purchase price for the shares shall be applied by the Company to pay down the outstanding loan payable.

The recourse on the loan is limited to the lower of the initial amount of the loan granted to the employee and the proceeds from the sale of the underlying shares. Employees are entitled to exercise the voting and dividend rights attached to the shares from the date of allocation. If the employee leaves the Company within the vesting period, the shares may be bought back by the Company at the original issue price and the loan is repaid. Loan-funded shares have been treated as options as required under ASC 718. Vesting of instruments granted under the Employee Share Plans are dependent on specific service thresholds being met by the employee.

The Board approved an Employee and a Non-Executive Director Option Plan on July 28, 2021. The terms of the plans are substantially similar to the Loan-Funded Shares, with the main difference being that the incentives are issued in the form of options and loans are not provided to participants. Options vest based on continued service, and the Board retains absolute discretion to cancel unvested options if the holder leaves the Company within the vesting period.

On August 18, 2021, the Group’s shareholders approved the grant of 2,400,000 long-term options each to entities controlled by Daniel Roberts and William Roberts to acquire ordinary shares at an exercise price of $75 per option (“$75 Exercise Price Options”). These options were granted on September 14, 2021, and have a contractual exercise period of 12 years.

The options are subject to customary adjustments to reflect any reorganization of the Company’s capital, as well as adjustments to vesting thresholds including any future issuance of ordinary shares by the Company.

The $75 Exercise Price Options will vest in four tranches following listing of the Company, if the relevant ordinary share price is equal to or exceeds the corresponding vesting threshold, as adjusted to reflect changes in the shares on issue of the Group on a fully diluted basis, and the relevant executive director has not voluntarily resigned as a director of the Company. The vesting thresholds as of June 30, 2026, based on a fully dilutive share count of 558,718,254, were as follows:

•600,000 Long-term Target Options vested on October 7, 2025, as the VWAP of an Ordinary share over the immediately preceding 20 trading days equaled or exceeded the vesting threshold applicable on that date

•600,000 Long-term Target Options vested on May 14, 2026, as the VWAP of an Ordinary share over the immediately preceding 20 trading days equaled or exceeded the vesting threshold applicable on that date

•If the VWAP of an ordinary share over the immediately preceding 20 trading days is equal to or exceeds $71.76: 600,000 Long-term Target Options will vest

•If the VWAP of an ordinary share over the immediately preceding 20 trading days is equal to or exceeds $143.52: 600,000 Long-term Target Options will vest

The VWAP vesting thresholds may also be triggered by a sale or takeover of the Company based upon the price per ordinary share received in such transaction. The option holder is entitled to receive in its capacity as a holder of the options, a distribution paid by the Company per ordinary share as if the vested options were exercised and ordinary shares issued to the option holder at the relevant time of such distribution.

The Group’s stock-based compensation expense recognized during the years ended June 30, 2026, 2025, and 2024 is included in selling, general and administrative expenses in the Consolidated Statements of Operations and Comprehensive Income (loss) as follows:


(in USD thousands)	Years ended June 30,
	2026		2025		2024
Stock options	$	38,503	$	12,431	$	12,885
Service-based RSUs	126,777		28,223		9,400
Performance-based RSUs	39,743		1,988		1,351
Total stock-based compensation	$	205,023	$	42,642	$	23,636

Stock-based compensation expense related to share-settled RSUs with service conditions is based on the fair value of the Group’s Ordinary shares on the date of grant. The Group recognizes stock-based compensation expense associated with such share-settled RSU awards on a graded basis over the awards’ service-based vesting tranches.

The following table presents a summary of activity for the RSUs with service conditions under all plans during the year ended June 30, 2026:


(in USD thousands, except share and per share amounts)	Number of units	Weighted average grant-date fair value		Aggregate intrinsic value
Outstanding as of June 30, 2025	15,567,267	$	7.68	$	226,815
Granted	5,442,382	19.09
Forfeited	(237,057)	11.37
Exercised	(5,782,906)	6.44
Outstanding as of June 30, 2026	14,989,686	$	12.25	$	685,478
Vested and exercisable as of June 30, 2026	4,710,515	$	7.50	215,412

As at June 30, 2026, the Group had approximately $76.4 million of total unrecognized compensation expense related to unvested service condition RSUs granted, which is expected to be recognized over a weighted-average remaining vesting period of approximately 1.01 years.

Stock-based compensation expense related to share-settled RSUs with market conditions is based on the Monte Carlo valuation method, which utilizes multiple input variables to determine the probability of the Company achieving the market condition and the fair value of the award. Compensation expense is recognized on a graded basis over the performance period regardless of whether the market condition and requisite service period are met.

Compensation expense for RSUs with non-market performance conditions is based on grant-date fair value and recognized over the performance period for awards probable of vesting, with a cumulative catch-up as that probability assessment changes. Compensation expense is recognized on a graded basis over the performance period regardless of whether the market condition and requisite service period are met.

The following table presents a summary of activity for the RSUs with performance conditions under all plans during the year ended June 30, 2026:


(in USD thousands, except share and per share amounts)	Number of units	Weighted average grant-date fair value		Aggregate intrinsic value
Outstanding as of June 30, 2025	6,158,567	$	5.28	$	89,730
Granted	3,898,754	12.33
Forfeited	(250,303)	6.61
Exercised	(4,080,978)	6.36
Outstanding as of June 30, 2026	5,726,040	$	9.25	$	261,852
Vested and exercisable as of June 30, 2026	56,718	$4.94		$2,594

•3,732,114 RSUs which are scheduled to vest after three years based on total shareholder return measured against the Russell 2000 Index (and continued service over the vesting period).

•166,640 RSUs which are scheduled to vest in five equal tranches upon completion of milestones of fully operational IT load at certain sites under development by the Group.

As at June 30, 2026, the Group had approximately $32.9 million of total unrecognized compensation expense related to unvested performance condition RSUs granted, which is expected to be recognized over a weighted-average remaining vesting period of approximately 1.41 years.


(in USD thousands, except share and per share amounts and years)	Number of shares	Weighted average exercise price (per share)		Aggregate intrinsic value		Weighted average remaining contractual life (in years)
Outstanding as of June 30, 2025	7,878,554	$	47.07	$	34,648	5.80
Granted	—	—
Forfeited or canceled	—	—
Exercised	(2,374,360)	3.27
Outstanding as of June 30, 2026	5,504,194	$	66.03	$	28,784	6.8
Vested and exercisable as of June 30, 2026	3,046,773	$	50.26	$	26,906	6.11

As at June 30, 2026, the Group had approximately $23.1 million of total unrecognized compensation expense related to unvested stock options as of June 30, 2026, which is expected to be recognized over a weighted-average remaining vesting period of approximately 4.15 years.

The fair value of the RSUs with market conditions have been measured using a Monte-Carlo simulation. Service and non-market performance conditions attached to the arrangements were not taken into account when measuring fair value.

The following table lists the weighted average (where applicable) inputs used in measuring the fair value, as at the grant date (based on Australian Eastern Standard Time), for RSUs with market conditions granted during the years ended June 30, 2026, 2025, and 2024:


Grant date	Dividend yield	Expected volatility		Risk-free interest rate		Expected life	Grant date share price	Fair value	Number of RSUs granted
	%	%		%		years	US$	US$

Long-Term Incentive Plan
June 30, 2024
RSUs	—	100	%	4.38	%	3.00	4.67	2.41	1,574,725

June 30, 2025
RSUs	—	66	%	4.14	%	4.92	10.86	6.93	6,373,418
RSUs (at modification date)	—	75	%	4.12	%	4.49	8.41	4.14	(2,579,448)

June 30, 2026
RSUs	—	80	%	3.61	%	3.03	14.66	10.34	3,732,114