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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, July 30, 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.

Asymchem Pharmaceutical Group (Tianjin) Co., Ltd.

2026 H Share Restricted Stock Plan

On July 30, 2026, Director of Asymchem Pharmaceutical Group (Tianjin) Co., Ltd. (the "Company") The meeting resolved to, among other things, recommend the adoption of the 2026 H-Share Restricted Stock Plan (the “2026 H-Share Plan” "This Plan").

Pursuant to Chapter 17 of the Listing Rules, the 2026 H Share Plan will constitute the Company’s share plan involving the issuance of new shares. plan, therefore, the adoption of the 2026 H-share plan is subject to shareholder approval. The Company will comply with the Listing Rules in a timely manner Chapter 17: Applicable regulations regarding the 2026 H-share plan.

The Company will convene an extraordinary shareholders' meeting to seek shareholder approval for, among other things, the proposed adoption of the 2026 H Share Plan. Accurate. A document containing, among other things, the notice of the extraordinary shareholders’ meeting, details of the proposed adoption of the 2026 H-share plan and

The circular proposing to authorize the Board of Directors and/or its authorized persons to handle matters related to the 2026 H Share Plan will be Will be published in due course.

I. 2026 H Share Plan

The board of directors meeting held on July 30, 2026 has decided to recommend the adoption of the 2026 H-share plan. The 2026 H-share plan still needs to be reviewed and approved by shareholders at the extraordinary shareholders’ meeting. The main points of the 2026 H-share plan The terms are set out below.

The purpose of the 2026 H-share plan

The specific goals of the 2026 H-share plan are:

(i) Promote the company’s long-term sustainable development and achieve performance goals;

(ii) Improve the company’s incentive mechanism to attract, motivate and retain support for the company’s continued operation and development

Qualified individuals who have made significant contributions to long-term growth; and

(iii) Effectively coordinate the interests of shareholders, the Company and qualified participants, and promote long-term development of the Company

joint attention to the development of the company, and to promote the continuous realization of the company's strategic and business goals.

Source of incentive shares

According to the 2026 H Share Plan, the sources of such incentive shares are (i) existing shares purchased by the trustee from the secondary market; H shares; (ii) H shares allotted and issued by the Company to the trustee; or (iii) treasury shares (if any). If

The trustee repurchases existing H shares from the secondary market, and the Company will ensure that the trustee has sufficient funds. board of directors may give instructions to the trustee as to the terms and conditions of the repurchase, provided that such instructions comply with all applicable laws

Laws, regulations and listing rules. If the Company will allot and issue any new H shares, the Company shall allot The issuance and issuance of sufficient new H shares for the management and operation of the 2026 H-share plan must be approved by the Listing Committee of the Stock Exchange. The listing and trading of these new H shares can only be completed after the Board approves the listing and trading of these new H shares.

Eligible participants and basis for determining eligibility

Eligible participants of the 2026 H Share Plan include directors and senior management of any member company of the Group

or employee ("employee participant").

The eligibility basis for eligible participants shall be determined by the Board and/or its authorized persons from time to time in accordance with the 2026 H Share Plan

Rules are determined at the sole discretion of the Eligible Participants based on their contribution to the development and growth of the Company.

Plan authorization limit

Subject to the update of the limits specified in the 2026 H Share Scheme Rules and the independent approval of shareholders: (i) in respect of all The total number of H shares that may be issued for all share options and awards to be granted under the share plan shall not exceed

2,755,326 H shares, accounting for the total number of H shares issued on the date shareholders approved the limit on April 3, 2025 (not (including treasury shares) and 10% of the total number of H shares in issue (excluding treasury shares) as at the Latest Practicable Date approximately 9.90% (the “10% Authorization Limit”); and (ii) the corresponding proportion of all incentive shares to be granted under the Plan

The total number of H shares shall not exceed 4,314,900 H shares (including 1,630,326 shares to be allotted and issued by the Company) new H shares, and 2,684,574 existing H shares to be purchased by the trustee from the secondary market) ("Plan Authorization

limit").

In summary, for the avoidance of doubt, in respect of all awards to be granted under the Plan, H Shares that may be issued

The total plan authorization limit is 1,630,326 H shares, representing approximately the total number of H shares in issue as at the Latest Practicable Date (excluding treasury shares) 5.86%.

personal limit

If any award is granted to an Eligible Participant it will result in a 12-month period up to and including the date of grant.

All share options and awards granted to the eligible participant under all stock plans during the period (excluding fundamental The H shares issued and to be issued have expired in accordance with the terms of all share plans beyond the relevant grant date.

1% of the total number of H shares issued (excluding treasury shares). The grant must comply with Chapter 17 of the Listing Rules. relevant regulations.

Grant any incentive to the Company’s directors, chief executive or substantial shareholders or any of their respective associates Incentive shares are subject to approval by the independent non-executive directors (excluding any independent person who proposes to be an eligible participant in the incentive shares). Li non-executive director) approved. If the Company’s directors (other than independent non-executive directors), chief executive

Any grant of Incentive Shares to a member of the Board of Directors or any of their respective associates will result in the All awards that have been granted to eligible participants of the relevant proposals during the 12-month period ending on that date

(Excluding any awards that have lapsed under the terms of the relevant plan) Total H shares issued and to be issued exceeds 0.1% of the total number of issued H shares of the Company (excluding treasury shares), such further grants will not

will take effect unless it has complied with the relevant requirements of Chapter 17 of the Listing Rules.

performance goals

After the board of directors decides to grant incentive shares to any eligible participant, the board of directors shall cause the company and the partners to

Eligible participants execute grant documents stating the details of the incentive shares granted and the conditions for granting the incentive shares. (If any, including but not limited to the Board of Directors may decide based on the considerations specified in the 2026 H Share Plan Rules. any performance targets determined from time to time). The exact proportion of incentive shares to be vested in each vesting period should be referred to

The achievement of performance targets (if any) is determined.

The vesting of incentive shares is subject to performance evaluation at the company and individual levels, and is applicable to each

The specific performance targets awarded will be set out in the relevant award documents. The Directors believe that due to the concerns of each selected participant assume different roles and contribute to the Group in different ways. Therefore, it is specified in the rules of the 2026 H-Share Plan It is not feasible to set out an exact set of overall performance targets. In contrast, the 2026 H Share Scheme Rules include that the board of directors shall not

factors to be considered when determining personal performance targets (if any). This arrangement is to achieve compliance with the requirements of our company and relevant Performance targets determined based on participants' performance as vesting conditions can incentivize continued contributions and drive the Company's Continue to achieve strategic and operational goals. The board of directors must consider the 2026 H-share plan when making relevant decisions

purpose and ensure that appropriate specific performance targets are set based on the specific circumstances of the selected participants concerned. Because Therefore, the Directors believe that the performance targets are consistent with the objectives of the 2026 H-share plan and can achieve the objectives of the plan.

Purpose.

For employee participants, the board may consider business/financial milestones, transaction milestones and historical/current

Previous/expected contribution.

Purchase Price of Incentive Shares

Selected participants who are granted incentive shares under the 2026 H Share Plan shall pay the Company for each incentive share. RMB 1.00 per share (i.e. the face value of H shares).

Taking into account the contribution that the selected participants have made or will make to the Group, the Board considers that each selected participant

The nominal consideration to be paid by the investor for each incentive share is RMB 1.00 (rather than any lower or higher amount) is fair and reasonable and in the interests of the company and shareholders as a whole. The board of directors considers that this arrangement is consistent with The purpose of the 2026 H-Share Plan is consistent, which is to grant incentive shares to eligible participants to reward them

Contribution to the Group.

vesting period

According to the vesting arrangement set out in the grant document, the incentive shares will vest in four installments over four years, with incentive shares vesting annually. 25% of the total number of shares. No vesting period shall be less than twelve months from the date of grant, subject to the determination of the Board of Directors

except in certain circumstances. The directors believe that the vesting period detailed in the terms of the 2026 H-share plan and the directors’ The authority to set performance targets will enable the company to provide a competitive remuneration package and retain benefits that are beneficial to the company. Valuable human resources for the growth and development of the Group. In particular, the requirement that the vesting period shall not be less than twelve months,

Helps promote long-term commitment and stability among selected participants. Therefore, the directors consider that a period of not less than 12 months The vesting period allows the Group to increase the long-term investment and stability of selected participants, which is also consistent with the 2026 H-share plan.

The purpose of planning is the same.

Except as otherwise disclosed in this announcement (including any lock-up period applicable to vested H shares), according to the plan

The awarded incentive shares are transferred to the selected participants and/or entities controlled by them (such as trusts or Any incentive shares of a private company shall be identical in all respects to the fully paid shares existing on the date of transfer. The issued shares rank pari passu and therefore do not require further specification under Rule 17.03(15) of the Listing Rules.

callback mechanism

Notwithstanding the provisions of the terms and conditions of the 2026 H Share Plan, the Board of Directors shall have the right to stipulate that such selection of participants Any incentive shares shall be withdrawn upon the occurrence of any of the following events: (a) the selected participant fails to effectively perform his or her duties or serious breach or neglect of duties; (b) the selected participant fails to perform or properly perform his or her duties, resulting in

causing the company to suffer significant asset losses or other significant adverse effects; (c) the selected participants have received or demanded Taking bribes, embezzling, stealing, leaking the company’s business and technical secrets, and conducting related party transactions to harm the company.

The company's interests and reputation, or other illegal activities that have a significant negative impact on the company's image, and be punished; (d) The selected participants violate the relevant laws and regulations of any applicable jurisdiction, or any member of the Group the Articles of Association of the member company; (e) the selected participant fails to comply with the contract entered into with the Group;

any non-compete covenant or any terms and conditions of similar effect in the contract; or (f) the board of directors has good faith Any other act that the land considers to be grounds for terminating its contract.

When any of the above events occurs to a Selected Participant (whether an event is deemed to have occurred is at the sole discretion of the Board of Directors), The Board of Directors may (but is not obliged to) give written notice to the relevant Qualified Participants to withdraw such information as the Board deems appropriate.

The corresponding number of incentive shares that have been granted (limited to those that have not yet vested). The withdrawn incentive shares will be automatically lost. becomes effective and is immediately forfeited and becomes a refundable share.

The Directors believe that the relevant clawback mechanism in the 2026 H Share Plan Rules provides the Company with clawbacks granted to the bank. To make equity incentive selections for improper eligible participants, ensure that incentive shares are only awarded in compliance with the Company’s The best interests of the company are consistent with the purpose of the 2026 H-share plan. This mechanism enables the board of directors to act on each

More flexibility in setting the terms and conditions of incentive shares in specific circumstances of grant will help achieve the goal of providing intentional The goal of attracting and retaining outstanding talents who are valuable to the development of the Group through righteous incentives is in line with the 2026 H

The purpose of the stock plan and the interests of shareholders.

Overall, the Directors believe that the clawback provisions of the 2026 H Share Plan are consistent with the purposes of the 2026 H Share Plan.

II. Authorize the Board of Directors and/or its authorized persons to handle matters related to the 2026 H Share Plan

In order to ensure the successful implementation of the H-share plan in 2026, the board of directors recommends that it be subject to shareholders’ approval at the extraordinary shareholders’ meeting. After the 2026 H-share plan, shareholders also authorize the board of directors and/or its authorized persons to handle relevant matters with full authority to

Approval and execution on behalf of the Company that are necessary, appropriate or expedient for the implementation and implementation of the 2026 H Share Plan documents, and handle matters related to the 2026 H-share plan, including but not limited to the following:

(i) Manage and operate the 2026 H-Share Plan and grant incentives to eligible participants under the 2026 H-Share Plan Li shares;

(ii) modify and/or revise the 2026 H Share Plan from time to time, but (a) such modifications and/or revisions shall be based on The provisions of the 2026 H Share Plan regarding such modifications and/or amendments; (b) any material changes and/or The amendment must be approved by the shareholders in a shareholders’ meeting; and (c) the amendment and/or the amendment must comply with the Listing Rules

The provisions of Chapter 17;

(iii) Grant of incentive shares under the 2026 H Share Plan and in accordance with the terms and conditions of the 2026 H Share Plan

and the Listing Rules for the allotment and issue of shares required to be allotted and issued under the incentive shares granted from time to time. number of copies;

(iv) apply to the Stock Exchange for approval at the appropriate time or period under the terms and conditions of the 2026 H Share Scheme The listing and admission of trading in any shares that may be allotted and issued in respect of the incentive shares granted;

(v) agree to such conditions, amendments and/or as may be deemed appropriate and expedient as may be necessary or imposed in relation to the 2026 H Share Scheme change;

(vi) Upon completion of the allotment and issuance of new shares under the 2026 H Share Plan, the allotment and issuance of new shares by the Company will

The method, type and number of shares, as well as the company’s equity structure when the allotment and issuance are completed, increase the company’s registered capital and make appropriate and necessary amendments to the company’s articles of association; and

(vii) Authorize and allow the Board of Directors to further provide executive director Zhang Daxian with Sheng has delegated the relevant authorization to handle all matters necessary for the implementation of the 2026 H-share plan.

The above authorization to the board of directors and/or its authorized persons is effective during the 2026 H-share plan period.

III. Implications of the Listing Rules

Pursuant to Chapter 17 of the Listing Rules, the 2026 H-Share Plan will constitute the Company’s shares involving the issuance of new shares plan, therefore, the adoption of the 2026 H-share plan must be approved by shareholders. Terms of the 2026 H Share Plan The terms comply with the relevant provisions of Chapter 17 of the Listing Rules.

IV. Extraordinary shareholders meeting

The Company will convene an extraordinary general meeting to consider and, as appropriate, approve (i) the proposed adoption of the 2026 2026 H Share Plan; and (ii) propose to authorize the Board of Directors and/or its authorized persons to handle matters related to the 2026 H Share Plan; related matters.

A copy containing, among other things, (i) further details of the 2026 H Share Plan; (ii) the proposed authorization to the Board of Directors and /or its authorized person to handle matters related to the 2026 H Share Plan; and (iii) convene an extraordinary shareholders’ meeting

A circular of the Company is expected to be published in due course.

V. Special reminder

The 2026 H-share plan will be implemented only after the company’s extraordinary shareholders’ meeting has passed it. Whether it can be approved by the shareholders’ meeting has yet to be approved. There are uncertainties; the specific scale implementation plan of the 2026 H-share incentive plan is preliminary.

There is still uncertainty as to whether it can be implemented and completed; investors are advised to make prudent decisions and pay attention to investment risks.

This announcement is a Chinese translated summary of the 2026 H Share Plan. For details, please refer to the Company’s announcement on the Stock Exchange in due course.

Circulars published on designated websites and 2026 H-share plan rules. If there is any inconsistency between the Chinese and English versions of this plan , the English text shall prevail.

VI. Definition

In this announcement, unless the context otherwise requires, the following words have the following meanings:

“2026 H Share Plan” refers to the Company’s 2026 H Share Restricted Stock Plan

"2026 H Share Index Rules for the Operation and Execution Procedures of the 2026 H Share Plan (as amended from time to time) Program Rules")

"A Shares" means ordinary shares with a par value of RMB 1.00 each in the capital of the Company, Listed on the Shenzhen Stock Exchange and traded in RMB (stocks Code: 002821)

“Adoption Date” means the date on which the Company adopts the 2026 H Share Scheme Rules

"Articles of Association" means the Articles of Association of the Company, as amended, supplemented or otherwise

modified when

"Associate" means the term having the meaning assigned to it under the Listing Rules

“Award” means the term having the meaning assigned to it in the 2026 H Share Scheme Rules

“Board” means the board of directors of the Company from time to time

"Business Day" means the opening of the Hong Kong Stock Exchange for trading of the Company's H shares and the opening of Hong Kong banks. Days on which we are open (excluding Saturdays, Sundays or public holidays

)

“Company” refers to Asymchem Pharmaceutical Group (Tianjin) Co., Ltd., a company located in A company established under Chinese law on October 8, 1998, its A shares are Listed on the Shenzhen Stock Exchange, and its H shares are listed on the Hong Kong Stock Exchange

“connected person” means the term having the meaning assigned to it under the Listing Rules

“Authorized Person” means a Board committee or person authorized by the Board

“Director” means the director of the Company from time to time

"Extraordinary Shareholders' Meeting" means the third extraordinary shareholders' meeting of the Company and any adjourned meeting

“Eligible Participants” means those persons who are eligible to participate under the 2026 H Share Scheme as determined by the Board from time to time Eligible Participants (Including Employee Participants)

“Grant Date” means the date on which the Grant is made to an Eligible Participant (which must be a Business Day), i.e. the date of grant of document

"Grant Instrument" means the grant to any Qualified Participant upon the decision of the Board and/or its authorized persons After granting incentive shares, the board of directors and/or its authorized persons shall cause

The Company and the Eligible Participant execute a written document detailing The incentive shares granted and the conditions under which such incentive shares were granted ( If so, including but not limited to the board of directors and/or its authorized persons may

any performance targets determined from time to time)

“The Group” means the Company and its subsidiaries from time to time

"H shares" means ordinary shares with a par value of RMB 1.00 per share in the capital of the Company (or

The Company may from time to time be subject to capital subdivision, share reduction, reclassification, reduction or other nominal value resulting from the restructuring), which is listed on the Main Board of the Stock Exchange

"Hong Kong" means the Hong Kong Special Administrative Region of the People's Republic of China

“The Stock Exchange of Hong Kong” or The Stock Exchange of Hong Kong Limited "Stock Exchange"

"Incentive Shares" means, in relation to an Eligible Participant, the Board and/or its authorized persons based on According to the number of restricted shares granted to it under the 2026 H-share plan, it is subject to

Meet the vesting conditions set out in the grant document

“Listing Rules” means the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange

“China” means the People’s Republic of China

"Remuneration and Appraisal" refers to the Remuneration and Appraisal Committee under the Company's Board of Directors Committee

“Returned Shares” means shares that have not vested and have lapsed or have expired under the terms of the 2026 H Share Plan Forfeited relevant incentive shares, or those under the 2026 H Share Plan

terms, the relevant H shares shall be deemed to be surrendered

“RMB” means Renminbi, the legal tender currency of the PRC

“Selected Participants” means eligible persons selected by the Board under the 2026 Plan to participate in the Plan

Participants (or their legal personal representatives or legal heirs, as appropriate (Depends on the situation)

"Share" refers to the shares with a par value of RMB 1.00 each in the company's share capital, including A shares and H shares

"Shareholder" means the holder of shares

“Stock Plan” means all of the Company’s valid share plans governed by Chapter 17 of the Listing Rules plans, including the 2026 H-share plan

“Trust” means, in relation to the 2026 H Share Scheme, the trust constituted by the Trust Deed

In relation to the 2026 H Share Plan, the Company (as the grantor) and “Trust Instrument” means The trust instrument that the trustee (as trustee of the trust) will enter into (Subject to restatement, supplement and amendment from time to time)

“Trustee” means, in relation to the 2026 H-Share Scheme, the trustee who may be appointed by the Board of Trustees from time to time to appointed trustee

“Vesting Date” means, in relation to a selected participant under the 2026 H Share Plan, the The date on which rights vest in the selected participant

"%" means percentage

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, July 30, 2026

As of the date of this announcement, the board of directors consists of Dr. Hao Hong, chairman and executive director, 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 directors

It is composed of Dr. Sun Xuejiao, Dr. Hou Xinyi and Mr. Xie Weikai.