Announcement on the Canceling of Some Restricted Stocks of the 2024 Restricted Stock Incentive Plan
Securities code: 688606 Securities abbreviation: Aotai Biotechnology Announcement number: 2025-048
Hangzhou Aotai Biotechnology Co., Ltd.
Regarding the Voiding of the 2024 Restricted Stock Incentive Plan
Announcement of some restricted stocks
The company's board of directors and all directors guarantee that the contents of this announcement do not contain any false records, misleading statements or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its contents in accordance with the law.
The 17th meeting of the third board of directors and the 17th meeting of the third board of supervisors held by Hangzhou Aotai Biotechnology Co., Ltd. (hereinafter referred to as the "Company") on October 30, 2025, reviewed and approved the "Proposal on Abolition of Part of the Restricted Stocks in the 2024 Restricted Stock Incentive Plan". The relevant matters are now explained as follows:
1. Decision-making procedures and information disclosure status of this incentive plan
- On September 2, 2024, the company held the seventh meeting of the third board of directors, which reviewed and approved the "Proposal on the Company's <2024 Restricted Stock Incentive Plan (Draft)> and its Summary", the "Proposal on the Company's <2024 Restricted Stock Incentive Plan Implementation Assessment and Management Measures>", and the "Proposal on Submitting to the Company's General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the 2024 Restricted Stock Incentive Plan" and other motions.
On the same day, the company held the seventh meeting of the third board of supervisors, which reviewed and approved the "Proposal on the Company's <2024 Restricted Stock Incentive Plan (Draft)> and its Summary", the "Proposal on the Company's <2024 Restricted Stock Incentive Plan Implementation Assessment and Management Measures>" and the "Proposal on Verifying the Company's <2024 Restricted Stock Incentive Plan First Awarded List of Incentive Objects>".
From September 3, 2024 to September 12, 2024, the company announced within the company the list and positions of some of the incentive targets awarded for the first time under this incentive plan. During the publicity period, the company's Board of Supervisors did not receive any objections to the first list of incentive targets for this incentive plan. On September 13, 2024, the company disclosed the "Explanation of the Supervisory Board's Verification Opinions and Publicity on the List of First-time Granted Incentive Objects of the Company's 2024 Restricted Stock Incentive Plan" on the Shanghai Stock Exchange website (www.sse.com.cn) (Announcement Number: 2024-047).
On September 18, 2024, the company held the second extraordinary general meeting of shareholders in 2024, which reviewed and approved the "Proposal on the Company's <2024 Restricted Stock Incentive Plan (Draft)> and its Summary", the "Proposal on the Company's <2024 Restricted Stock Incentive Plan Implementation Assessment and Management Measures>" and the "Proposal on Requesting the Company's General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the 2024 Restricted Stock Incentive Plan", and on September 19, 2024 The "Self-examination Report on the Purchase and Sale of Company Stocks by Insiders and Incentive Objects of the 2024 Restricted Stock Incentive Plan" was disclosed on the same day (Announcement Number: 2024-049).
On September 19, 2024, the company held the eighth meeting of the third board of directors and the eighth meeting of the third board of supervisors, and reviewed and approved the "Proposal on the First Grant of Restricted Stocks to the Incentive Objects of the 2024 Restricted Stock Incentive Plan". The company's board of supervisors verified the list of incentive targets for the grant of restricted stocks and issued verification opinions.
On August 29, 2025, the company held the ninth meeting of the Remuneration and Assessment Committee of the third board of directors, the fifteenth meeting of the third board of directors, and the fifteenth meeting of the third board of supervisors, and reviewed and approved the "Proposal on Adjusting the Grant Price of the 2024 Restricted Stock Incentive Plan" and the "Proposal on Granting Reserved Partial Restricted Stocks to the Incentive Objects of the 2024 Restricted Stock Incentive Plan". The Remuneration and Appraisal Committee of the Company's Board of Directors and the Board of Supervisors verified the list of incentive targets for the grant of restricted stocks and issued verification opinions.
On October 30, 2025, the company held the 10th meeting of the Remuneration and Assessment Committee of the third board of directors, the 17th meeting of the third board of directors, and the 17th meeting of the third board of supervisors, and reviewed and approved the "Proposal on Adjusting the Grant Price of the 2024 Restricted Stock Incentive Plan" and "On the 2024 The Proposal on the "Proposal on the Abolition of Part of the Restricted Stocks in the 2024 Restricted Stock Incentive Plan" under the 2024 Restricted Stock Incentive Plan that the first vesting period meets the vesting conditions. The Remuneration and Assessment Committee and the Supervisory Committee of the company's board of directors verified the list of incentive targets and issued verification opinions.
2. Details of the cancellation of some restricted stocks this time
(1) Reasons for adjustment
In accordance with the "Measures for the Administration of Equity Incentives of Listed Companies" (hereinafter referred to as the "Management Measures"), the company's "2024 Restricted Stock Incentive Plan (Draft)" (hereinafter referred to as the "2024 Incentive Plan") and other relevant regulations, as well as the authorization of the company's second extraordinary general meeting of shareholders in 2024, the specific circumstances of the invalidation of some restricted stocks are as follows:
In view of the fact that among the incentive objects initially granted under the company's 2024 restricted stock incentive plan, two incentive objects are no longer eligible for incentive objects due to their resignation. The total 8,000 restricted shares that have been granted to the above persons but have not yet vested shall not be vested and will be invalidated by the company.
3. The impact of the cancellation of some of the restricted stocks that have been granted but not yet vested on the company
The company's cancellation of some of the restricted stocks that have been granted but not yet vested in the 2024 restricted stock incentive plan will not have a substantial impact on the company's financial status and operating results, nor will it affect the stability of the company's management team, nor will it affect the continued implementation of this incentive plan.
4. Opinions of the Supervisory Board
The Board of Supervisors believes that since two of the first incentive targets granted under the 2024 Restricted Stock Incentive Plan are ineligible for incentive targets due to their resignation, the Board of Directors has invalidated a total of 8,000 restricted shares that have been granted but have not yet vested. The cancellation of some restricted stocks this time complies with relevant laws and regulations and the relevant provisions of the "2024 Incentive Plan", and does not harm the interests of the company and all shareholders. According to the relevant provisions of the "Administrative Measures" and the "2024 Incentive Plan", the Supervisory Board unanimously agreed that the company will cancel some restricted stocks in the 2024 Restricted Stock Incentive Plan.
5. Opinions of the Remuneration and Appraisal Committee of the Board of Directors
The Remuneration and Appraisal Committee of the Board of Directors believes that since two of the first award recipients of the 2024 Restricted Stock Incentive Plan are ineligible for incentive recipients due to their resignation, the Board of Directors will invalidate a total of 8,000 restricted shares that have been granted but have not yet vested. The cancellation of some restricted stocks this time complies with relevant laws and regulations and the relevant provisions of the "2024 Incentive Plan", and does not harm the interests of the company and all shareholders. Therefore, the Compensation and Appraisal Committee of the Board of Directors agreed that the company will void some of the restricted shares in the 2024 Restricted Stock Incentive Plan.
6. Concluding opinions of the legal opinion
Shanghai Lifeng Law Firm believes that: as of the date of issuance of the legal opinion, the company has fulfilled the necessary approvals and authorizations for matters related to this invalidation at this stage, and is in compliance with the relevant provisions of the "Administrative Measures" and this incentive plan; the company's current invalidation is in compliance with the relevant provisions of the "Administrative Measures" and this incentive plan; the company's current invalidation still needs to fulfill its information disclosure obligations in accordance with the law.
Announcement is hereby made.
Board of Directors of Hangzhou Aotai Biotechnology Co., Ltd.
October 31, 2025