ASYMCHEM - Announcement of Asymchem Pharmaceutical Group (Tianjin) Co., Ltd. on adjustments to matters related to the 2025 A-share restricted stock incentive plan
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Asymchem Laboratories (Tianjin) Co., Ltd. Asymchem Pharmaceutical Group (Tianjin) Co., Ltd.
(a joint stock limited company incorporated in the People's Republic of China) (Stock code: 6821)
Overseas regulatory announcement
This overseas regulatory announcement is made by the Company in accordance with Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
The full Chinese text of the following information published by the Company on the Shenzhen Stock Exchange website is hereby provided for reference only.
By order of the board of directors
Asymchem Pharmaceutical Group (Tianjin) Co., Ltd. Dr. Hao Hong Chairman, Executive Director and Chief Executive Officer
Tianjin, China, June 17, 2026
As of the date of this announcement, the Company’s Board of Directors consists of Dr. Hao Hong, Chairman and Executive Director, and Ms. Yang Rui, Executive Director.
, Mr. Zhang Da and Mr. Hong Liang, non-executive directors Dr. Ye Song and Ms. Zhang Ting, and independent non-executive director Sun Composed of Dr. Xuejiao, Dr. Hou Xinyi and Mr. Xie Weikai.
Securities code: 002821 Securities abbreviation: Kai Laiying Announcement number: 2026-023
Asymchem Pharmaceutical Group (Tianjin) Co., Ltd.
Announcement on Adjustments to Matters Related to the 2025 A-Share Restricted Stock Incentive Plan
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete.
There are no false records, misleading statements or material omissions.
Asymchem Pharmaceutical Group (Tianjin) Co., Ltd. (hereinafter referred to as the "Company") will be launched in June 2026
The tenth meeting of the fifth board of directors was held on March 17, and the "About Adjustment of A-Share Restrictions in 2025" was reviewed and approved.
"Proposal on Matters Related to the Sexual Stock Incentive Plan", according to the company's first extraordinary shareholders' meeting in 2025 regarding the directors'
With the relevant authorization from the board of directors, the above matters do not need to be submitted to the company’s shareholders’ meeting for review. The relevant matters are now explained as follows:
- Decision-making procedures and approval status of incentive plans
(1) On January 24, 2025, the 59th meeting of the company’s fourth board of directors reviewed and approved the “Relevant
Proposal on the Company's "2025 A-Share Restricted Stock Incentive Plan (Draft)" and its Summary "About
The company's "Proposal on the Implementation Assessment and Management Measures for the 2025 A-Share Restricted Stock Incentive Plan"
The general meeting of shareholders authorized the board of directors to discuss matters related to the company’s 2025 A-share restricted stock incentive plan.
"Proposal", the 46th meeting of the company's fourth session of the Supervisory Board reviewed and approved the above proposal.
(2) On March 18, 2025, the 60th meeting of the company’s fourth board of directors reviewed and approved the “About
The Company's "2025 A-Share Restricted Stock Incentive Plan (Draft)" and its Summary Revision Proposal,
The above proposal was reviewed and approved at the 47th meeting of the company’s fourth session of the Supervisory Board.
(3) From January 25, 2025 to February 21, 2025, the company will
The name and position were publicized on the company’s intranet. As of the expiration of the publicity period, the company’s Board of Supervisors has not received any comments from anyone.
The company intends to encourage the target persons to raise objections this time. On March 28, 2025, the company disclosed the "Board of Supervisors' Notice on 2025
Explanation on the Review Opinions and Publicity of the Incentive List of the A-Share Restricted Stock Incentive Plan in 2025" and "About 2025
Self-reported information on the purchase and sale of company stocks by incentive targets and insiders of the A-share restricted stock incentive plan in 2018
Investigation report".
(4) On April 3, 2025, the company’s first extraordinary shareholders’ meeting in 2025 reviewed and approved the “Relevant
Proposal on the Company's "2025 A-Share Restricted Stock Incentive Plan (Draft)" and its Summary Revised Draft
"About requesting the general meeting of shareholders to authorize the board of directors to handle the company's 2025 A-share restricted stock incentive plan
Proposal on Matters" "About the Company's <2025 A-Share Restricted Stock Incentive Plan Implementation Assessment and Management Measures>
motion". The company’s implementation of the 2025 A-share restricted stock incentive plan was approved and the board of directors was authorized
Determine the grant date, grant restricted stocks to the incentive recipients when they meet the conditions, and handle the granting procedures
All necessary matters.
(5) On April 24, 2025, the 63rd meeting of the company’s fourth board of directors and the fourth session of supervisors
The 50th meeting of the meeting reviewed and approved the "Proposal on the First Grant of A-Share Restricted Stocks to Incentive Objects".
The Board of Supervisors verified the list of incentive targets for the first grant of restricted stocks.
(6) On June 6, 2025, the company released "About the First Grant of A-Share Restricted Stocks" on cnchao.com
"Announcement on Completion of Pre-registration", 4.2733 million restricted shares were actually granted to 561 eligible incentive targets.
sexual stocks, and the registration will be completed on June 5, 2025.
(7) On September 29, 2025, the fourth meeting of the company’s fifth board of directors reviewed and approved the “About
Proposal on Granting Reserved A-Share Restricted Stocks to Incentive Objects". Remuneration and Appraisal Committee of the Board of Directors
The list of incentive recipients granted restricted stock was verified.
(8) On November 28, 2025, the company released "About the Reservation of A-Share Restricted Stocks" on cnchao.com
"Announcement on Completion of Grant Registration", 291,400 restricted shares were actually granted to 137 eligible incentive targets.
Sex stocks, and the registration will be completed on November 27, 2025.
(9) On December 19, 2025, the sixth meeting of the company’s fifth board of directors reviewed and approved the “Relevant
Proposal on Adjusting Matters Related to the 2025 A-Share Restricted Stock Incentive Plan" and "On the Repurchase and Cancellation of the 2025 A-share Restricted Stock Incentive Plan"
Proposal on Partial Restricted Stocks of the A-Share Restricted Stock Incentive Plan in 2017. Remuneration and Appraisal Committee of the Board of Directors
issued verification opinions.
(10) On March 13, 2026, the seventh meeting of the company’s fifth board of directors reviewed and approved the “About
Proposal to Repurchase and Cancel Certain Restricted Stocks of the 2025 A-Share Restricted Stock Incentive Plan". Board salary
The Compensation and Appraisal Committee issued verification opinions.
(11) On April 17, 2026, the company held the first extraordinary shareholders meeting in 2026,
The first A Shareholders Class Meeting and the first H Shareholders Class Meeting in 2026 reviewed and approved the
Proposal on the Purchase and Cancellation of Certain Restricted Stocks in the 2025 A-Share Restricted Stock Incentive Plan" (The Fifth Session of Directors
The sixth meeting of the meeting) and "About the repurchase and cancellation of certain restrictions in the 2025 A-share restricted stock incentive plan"
Stock Resolution" (the seventh meeting of the fifth board of directors), agreeing to repurchase and cancel 13 A shares in 2025
94,000 shares held by resignation incentive recipients of the statutory stock incentive plan (of which 11 resignation incentives were granted for the first time)
The target holds 87,000 shares, and 7,000 shares are reserved for granting to 2 resignation incentive targets).
(12) On June 17, 2026, the tenth meeting of the company’s fifth board of directors reviewed and approved the “Relevant
Proposal on Adjusting Matters Related to the 2025 A-Share Restricted Stock Incentive Plan" and "On the Repurchase and Cancellation of the 2025 A-share Restricted Stock Incentive Plan"
Proposal on Partial Restricted Stocks of the A-Share Restricted Stock Incentive Plan in 2017. Remuneration and Appraisal Committee of the Board of Directors
issued verification opinions.
- Reasons for adjustment and methods of adjustment
The company held the 2025 annual shareholders' meeting on June 10, 2026, and reviewed and approved the 2025 annual profit
Distribution plan. The specific plan is: when the distribution plan is implemented in the future, the shares that have the right to profit distribution on the equity registration date will be
The total capital amount is the base number. A cash dividend of RMB 13 (including tax) will be distributed to all shareholders for every 10 shares, and 0 bonus shares (including
tax), the public reserve will not be converted into share capital.
According to the relevant provisions of the company's "2025 A-Share Restricted Stock Incentive Plan": "Incentive objects are awarded
After the restricted stock registration is completed, if the company converts capital reserves into share capital, distributes stock dividends,
If stock splits, allotments, share reductions, dividends and other matters that affect the company's total share capital or the company's stock price, the company
The repurchase price of restricted stocks that have not yet been lifted from sales restrictions should be adjusted accordingly. "
Adjustment formula for restricted stock repurchase price:
P=P-V
Among them: P is the adjusted repurchase price of restricted stock per share, V is the dividend amount per share; P is the dividend amount per share.
Restricted stock grant price.
As of the disclosure date of this announcement, the company’s 2025 profit distribution plan has been reviewed and approved by the shareholders’ meeting, but
The implementation has not yet been completed. If the "Repurchase and Cancellation of Partial Restrictions of the 2025 A-Share Restricted Stock Incentive Plan"
If the repurchase matter of the "Stock Proposal" is implemented after the company's annual equity distribution is completed in 2025,
The company's first grant of restricted stock repurchase price was adjusted from 36.42 yuan/share to 35.12 yuan/share, with the reserved grant limit
The mandatory stock repurchase price was adjusted from 53.24 yuan/share to 51.94 yuan/share.
- The impact of this adjustment on the company
This adjustment will not have a substantial impact on the company's financial status and operating results.
- Opinions of the Remuneration and Appraisal Committee
The company's board of directors, in accordance with the authorization of the company's first extraordinary general meeting of shareholders in 2025, has approved the 2025 A-share
Relevant matters of the restricted stock incentive plan were adjusted, the review process was legal and compliant, and the adjustment content complied with the above
"Municipal Company Equity Incentive Management Measures" and other laws, administrative regulations and normative documents, as well as the "2025 A-share
The relevant provisions of the Restricted Stock Incentive Plan will not harm the interests of the company and all shareholders. Dong
The Remuneration and Appraisal Committee of the Board of Directors agreed that the company’s review of matters related to the 2025 A-share restricted stock incentive plan
and agreed to submit the matter to the Board of Directors for review.
- Concluding opinions of the legal opinion
Lawyers from Beijing Deheng Law Firm believe that the company has fulfilled all necessary requirements at this stage regarding this adjustment.
Required legal procedures; this adjustment of repurchase and cancellation prices and other matters are in compliance with the "Administrative Measures" and "Self-Discipline Supervision Guidelines"
South No. 1" and the relevant provisions of the "Incentive Plan (Draft)".
- Documents available for inspection
(1) Resolution of the tenth meeting of the fifth session of the board of directors of the company;
(2) The Remuneration and Assessment Committee of the Board of Directors regarding the company’s 2025 A-share restricted stock incentive plan
Verification opinions on relevant matters;
(3) Beijing Deheng Law Firm regarding Asymchem Pharmaceutical Group (Tianjin) Co., Ltd. 2025
Law on the repurchase price adjustment of the A-share restricted stock incentive plan and the repurchase and cancellation of some restricted stocks.
legal opinion.
Announcement is hereby made.
Board of Directors of Asymchem Pharmaceutical Group (Tianjin) Co., Ltd.
June 18, 2026