Xero Limited · ASX:XRO
Xero — Shareholder Meeting (August 2026)
33 slides from Xero's shareholder meeting presentation, Aug 27, 2026
Slide 1: 2026 Annual Meeting Chair, CEO and PRC Chair Addresses and Presentation
MARKET RELEASE 2026 Annual Meeting Chair, CEO and People and Remuneration Committee Chair Addresses and Presentation WELLINGTON, 27 August 2026 — Xero Limited (ASX: XRO) attaches the Chair, CEO and People & Remuneration Committee Chair addresses and presentation for Xero’s 2026 Annual Meeting to b
Slide 2: Address by the Chair, David Thodey AO
XERO LIMITED — 2026 ANNUAL MEETING Thursday 27 August 2026 Address by the Chair, David Thodey AO FY26 has been another year of significant change globally — AI, a broad re-rating of software sector valuations, and ongoing geo-political uncertainty have all shaped the environment in which we, and our
Slide 3: Chair address: small business insights, AI, sustainability, board
We see this in our Xero Small Business Insights series, which shows the underlying strength of small businesses around the world. These insights use anonymised data from more than one million small businesses across five countries. They help us understand and advocate on behalf of the small business
Slide 4: Chair address: board composition and thanks
The board continues to review our composition and succession planning to ensure the right balance of skills, knowledge and global experience to support Xero’s long-term opportunity. I’d like to thank my fellow directors for their contribution and commitment throughout the year. I also want to reaffi
Slide 5: CEO address: US business and AI innovation
But where I want to spend the most time today is where we are materially moving the dial — our US business and AI innovation. In the US on a Xero organic basis, revenue growth accelerated from 13% in FY24, to 25% in FY25, to 30% in FY26, doing exactly what we said we would, with disciplined investme
Slide 6: CEO address: AI pricing and internal AI use
Looking ahead, we’re aligning AI value to how customers use it, bundling core capability into plans, offering add-ons for wider access, and will test consumption-based pricing where it fits, designed to drive adoption while reflecting the value we deliver. Our opportunity in the AI era is both power
Slide 7: CEO conclusion and start of PRC Chair address
Before I conclude, I want to thank everyone who plays a role in our journey, especially our Xeros around the world, who work so hard and with purpose for our customers and partners. I'm proud of the workplace we've built - and we’ll keep working to make it even better. My thanks too to David and the
Slide 8: PRC Chair address: remuneration disclosures and proxy advisors
the talent required to execute Xero’s global strategy by offering Australian pay structures to non-Australians. Guided by shareholder feedback, we have once again strengthened our disclosures in our Remuneration Report. For the first time, we have published the relative total shareholder return targ
Slide 9: PRC Chair address: LTI outcome and service-based equity
overriding the LTI outcome ignores three years of consistent performance. From April 2023 to March 2026, Xero beat its growth targets and ranked in the 64th percentile against industry peers. Overturning this based on short-term stock volatility unfairly dismisses three years of progress. That said,
Slide 10: PRC Chair address: CEO options and comparator group
response we confirm that the existing CEO options grants remain unchanged and there hasn’t been, nor is there intended to be, any new options grants for the CEO. Shareholders also sought confirmation that the comparator group used to benchmark compensation remained appropriate given the change in Xe
Slide 11: Xero Limited Annual Meeting 2026
Xero Limited Annual Meeting 2026
Slide 12: Important notice
Important notice This presentation is given on 27 August 2026 on behalf of Xero Limited (Xero) (ASX:XRO) (Company number NZ 183 0488, ARBN 160 661 183) Information in this presentation: ● is for general information purposes only, and is not an offer or invitation for subscription, or also include: g
Slide 13: Board of Directors
Board of Directors David Thodey, AO Mark Cross Susan Peterson Anjali Joshi CHAIR INDEPENDENT NON-EXECUTIVE INDEPENDENT NON-EXECUTIVE INDEPENDENT NON-EXECUTIVE INDEPENDENT NON-EXECUTIVE DIRECTOR DIRECTOR DIRECTOR DIRECTOR Audit and Risk Committee (Chair) People and Remuneration People and Remuneratio
Slide 14: Agenda
Agenda 01. Chair address David Thodey Chair 02. CEO update Sukhinder Singh Cassidy Chief Executive Officer 03. Resolutions 04. Q&A 4
Slide 15: Using the online platform
Using the online platform Voting Get a Voting Card Questions ? Get a Voting Card Ask a question Download the Online Guide at Help number xero.com/investors or under Downloads +61 1800 990 363 1800 990 363 If you are calling from Australia If you are calling from outside Australia 5
Slide 16: Chair address
Chair address David Thodey Chair
Slide 17: CEO update
CEO update Sukhinder Singh Cassidy Chief Executive Officer
Slide 18: Execution across the board: growth, efficiency and US acceleration in FY26
Execution across the board: growth, efficiency and US acceleration in FY26 Revenue growth broad Strong Adj-EBITDA growth, based and sustained absorbing Melio investment Operating revenue Adjusted EBITDA Rule of 401 $2,753m $757m 48.5% +31% YOY headline +18% or +$116m YOY headline +4.2pp YOY headline
Slide 19: 3x3 traction accelerating with payments scale, US stepchange and AI
3x3 traction accelerating with payments scale, US stepchange and focus on innovative AI solutions ● Launched bill payments powered by Melio ● Introduced Xero Analytics with customisable AI powered insights Win the 3x3 ● Launched US embedded payroll solution (beta) through Gusto ● Introduced Xero Sim
Slide 20: Strong US progress allows us to step up brand investment in FY27
Strong US progress allows us to step up brand investment in FY27 FY27 US BRAND ● Incremental spend of up to NZ$55m, STRONG MELIO ● On track to achieve synergies & SPEND bringing planned FY27 total to US$50m PROGRESS deliver FY28 run-rate break even Xero US standalone Pro-forma Xero + Melio US gross
Slide 21: Xero's opportunity is to be the trusted O/S for the agentic era
Xero’s opportunity is to be the trusted O/S for the agentic era Xero’s competitive advantages SMBs + ABs Customer context GTM layer Global scale New distribution General AI assistants Xero GTM: ~5m+ customers & growing Xero’s SMB customers are channel for Xero not billed by seats Xero app: Financial
Slide 22: Xero reiterates its FY28 aspirations and Melio breakeven guidance
Xero reiterates its FY28 aspirations and Melio breakeven guidance The combined business is expected to significantly accelerate US revenue growth and gives us the opportunity to more than double Xero’s FY25 group revenue in FY28 excluding anticipated revenue synergies1, 2 This outcome is expected to
Slide 23: FY27 Outlook
FY27 Outlook FY27 Operating revenue is expected to be between $3,620m and $3,730m FY27 Adjusted-EBITDA is expected to be between $860m and $920m This includes incremental US Brand spend of up to ~NZ$55m Over FY27 Xero expects a higher than historical weighting towards H2 Product capitalisation rate
Slide 24: Resolutions
xero Resolutions
Slide 25: Auditor's fee and expenses
Resolution 1 For Auditor’s fee and 114,278,523 expenses 98.55% That the board is authorised to fix the fees and Against expenses of Ernst & Young as auditor for the ensuing year 1,631,896 1.41% Discretionary* 49,664 0.04% *34,075 of which are held by the Chair of the Meeting who intends to vote in f
Slide 26: Re-election of Mark Cross
Resolution 2 For Re-election of 95,192,842 Mark Cross 82.10% That Mark Cross, retiring from office as a director Against of Xero at the close of the Meeting and, being eligible, be re-elected as a director of Xero 20,702,726 17.86% Discretionary* 50,612 0.04% *35,023 of which are held by the Chair o
Slide 27: Increase the non-executive directors' fee cap
Resolution 3 For Increase the non-executive 115,199,468 directors’ fee cap 99.43% That, approval be given for all purposes, including clause Against 25.1 of Xero’s Constitution and ASX Listing Rule 10.17, for the maximum aggregate amount of remuneration that 632,930 may be paid to non-executive dire
Slide 28: Re-approval of the US Incentive Scheme
Resolution 4 For Re-approval of the US 110,370,196 Incentive Scheme 95.28% That the Xero Limited USA Incentive Scheme, as Against amended and restated by the Board on 13 May 2026 be approved 5,439,860 4.70% Discretionary* 29,446 0.03% *14,057 of which are held by the Chair of the Meeting who intends
Slide 29: Adoption of the Remuneration Report
Resolution 5 For Adoption of the 34,014,469 Remuneration Report 29.35% That the Remuneration Report contained in the Against FY26 Annual Report be adopted 81,836,253 Note: Xero is putting this resolution to 70.62% shareholders voluntarily as a matter of good governance. This is an advisory resolutio
Slide 30: People and Remuneration Committee Chair address
People and Remuneration Committee Chair address Susan Peterson Independent Non-Executive Director People and Remuneration Committee (Chair)
Slide 31: Q&A
xero Q&A
Slide 32: Glossary
Glossary Adjusted EBITDA GAAP Adjusted EBITDA (a non-GAAP financial measure) is provided as Xero believes it provides Generally accepted accounting practice useful information for users to understand and analyse the underlying business performance. Adjusted EBITDA is calculated by adding back net fi
Slide 33: Contact
Contact Nicole Mehalski Simon Fitzgerald Investor Relations Communications nicole.mehalski@xero.com simon.fitzgerald@xero.com +61 400 947 145 +61 460 294 680