Kaili Medical: Announcement on Adjustments to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan
Securities code: 300633 Securities abbreviation: Kaili Medical Announcement number: 2025-043
Shenzhen Kaili Biomedical Technology Co., Ltd.
Announcement on Adjustments to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and that there are no false records, misleading statements or major omissions.
Shenzhen Kaili Biomedical Technology Co., Ltd. (hereinafter referred to as the "Company") held the 11th meeting of the 4th Board of Directors and the 10th meeting of the 4th Board of Supervisors on October 16, 2025, and reviewed and approved the "Proposal on Adjusting Matters Related to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan". The relevant matters are now explained as follows:
1. Relevant approval procedures that have been performed
(1) On August 29, 2025, the third meeting of the Remuneration and Appraisal Committee of the fourth session of the board of directors of the company reviewed and approved the "Proposal on the Company's 2025 Restricted Stock and Stock Option Incentive Plan (Draft) and its Summary", the "Proposal on the Implementation and Assessment Management Measures of the Company's 2025 Restricted Stock and Stock Option Incentive Plan", and the "Proposal on Verifying the List of Incentive Objects of the Company's 2025 Restricted Stock and Stock Option Incentive Plan".
(2) On September 4, 2025, the company held the 10th meeting of the fourth session of the board of directors, which reviewed and approved the "Proposal on the Company's 2025 Restricted Stock and Stock Option Incentive Plan (Draft) and its Summary", the "Proposal on the Implementation Assessment and Management Measures for the Company's 2025 Restricted Stock and Stock Option Incentive Plan", and the "Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the 2025 Restricted Stock and Stock Option Incentive Plan". The ninth meeting of the company's fourth supervisory board reviewed and approved relevant proposals.
(3) The company announced the names and positions of the incentive targets of this incentive plan internally from September 6, 2025 to September 15, 2025. During the publicity period, no objections or adverse reactions were received from any organization or individual. On September 16, 2025, the company disclosed the "Verification Opinions and Publicity Statement of the Remuneration and Assessment Committee of the Board of Directors on the List of Incentive Objects of the Company's 2025 Restricted Stock and Stock Option Incentive Plan".
(4) The company conducted a self-examination on the purchase and sale of company stocks by insiders and incentive targets of this incentive plan within 6 months before the public disclosure of the incentive plan (draft), that is, from March 4, 2025 to September 4, 2025, and disclosed the "Self-examination Report on the Purchase and Sale of Company Stocks by Insiders and Incentive Targets of the 2025 Restricted Stock and Stock Option Incentive Plan" on September 23, 2025.
(5) On September 23, 2025, the company held the first extraordinary general meeting of shareholders in 2025, which reviewed and approved the "Proposal on the Company's 2025 Restricted Stock and Stock Option Incentive Plan (Draft) and its Summary", the "Proposal on the Implementation Assessment and Management Measures for the Company's 2025 Restricted Stock and Stock Option Incentive Plan", and the "Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the 2025 Restricted Stock and Stock Option Incentive Plan". The company's implementation of the 2025 restricted stock and stock option incentive plan was approved, and the board of directors was authorized to determine the grant date/authorization date, grant restricted stocks/stock options to the incentive objects when the incentive objects meet the conditions, and handle all matters necessary for the grant.
(6) On October 13, 2025, the fourth meeting of the Remuneration and Appraisal Committee of the fourth board of directors of the company reviewed and approved the "Proposal on Adjusting Matters Related to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan" and the "Proposal on Granting Restricted Stocks and Stock Options to Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan."
(7) On October 16, 2025, the company held the 11th meeting of the 4th board of directors and the 10th meeting of the 4th board of supervisors, and reviewed and approved the "Proposal on Adjusting Matters Related to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan" and the "Proposal on Granting Restricted Stocks and Stock Options to Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan."
2. Description of adjustment matters
In view of the fact that among the list of incentive objects determined by the company's "2025 Restricted Stock and Stock Option Incentive Plan (Draft)" (hereinafter referred to as the "Incentive Plan" or the "Incentive Plan"), one incentive object voluntarily gave up participating in this incentive plan due to personal reasons. According to the authorization of the company's first extraordinary general meeting of shareholders in 2025, the company's board of directors adjusted the list of incentive objects granted to this incentive plan. After the adjustment, the number of incentive objects granted under this incentive plan will be adjusted from 406 to 405. The original number of shares allocated to incentive objects who voluntarily give up participation will be adjusted to other incentive objects granted under this incentive plan, and the total amount of equity granted remains unchanged.
In addition to the above adjustments, the "Incentive Plan" implemented by the company this time is consistent with the "Incentive Plan" reviewed and approved by the first extraordinary general meeting of shareholders in 2025.
3. The impact of this adjustment on the company
This adjustment is in compliance with the relevant provisions of the "Management Measures for Equity Incentives of Listed Companies" (hereinafter referred to as the "Management Measures") and the "Incentive Plan". The company's adjustments to matters related to the list of incentive objects granted under the 2025 restricted stock and stock option incentive plan will not have a substantial impact on the company's financial status and operating results.
4. Opinions of the Supervisory Board
This adjustment of matters related to the list of incentive objects of the company's 2025 restricted stock and stock option incentive plan complies with the requirements of the "Administrative Measures" and other relevant laws and regulations, as well as the relevant provisions of the company's "Incentive Plan". The adjustment procedures are legal and compliant. The adjusted incentive objects are legally and validly qualified as the incentive objects of this incentive plan, and there is no harm to the interests of the company and shareholders. The Board of Supervisors agreed to adjust matters related to the list of incentive targets of the company’s incentive plan.
5. Review opinions of the Remuneration and Appraisal Committee of the Board of Directors
The company's adjustments to matters related to the list of incentive targets for the 2025 Restricted Stock and Stock Option Incentive Plan are in compliance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "Administrative Measures" and other laws, regulations and normative documents, as well as the relevant provisions on the adjustment of the incentive plan in the "Incentive Plan", and have fulfilled the necessary procedures. This adjustment is within the scope authorized by the company's first extraordinary general meeting of shareholders in 2025. The adjustment procedures are legal and compliant, and there is no harm to the interests of the company and shareholders. The Remuneration and Assessment Committee of the company's board of directors reviewed and approved the "Proposal on Adjusting Matters Related to the List of Incentive Objects of the 2025 Restricted Stock and Stock Option Incentive Plan" and agreed to submit the proposal to the board of directors for review.
6. Legal opinions issued by lawyers
The company has obtained the necessary approvals and authorizations for this grant and adjustment at this stage, and complies with the provisions of the "Management Measures" and other laws, regulations, normative documents, and the "Incentive Plan".
This adjustment complies with the provisions of the "Management Measures" and other laws, regulations, normative documents, and the "Incentive Plan".
7. Documents for reference
"Resolution of the Eleventh Meeting of the Fourth Board of Directors";
"Resolution of the 10th Meeting of the Fourth Supervisory Board";
"Resolution of the Fourth Meeting of the Remuneration and Appraisal Committee of the Fourth Board of Directors";
Beijing Zhonglun (Shenzhen) Law Firm’s legal opinion on matters related to the adjustment and grant of the company’s 2025 restricted stock and stock option incentive plan.
Announcement is hereby made.
Board of Directors of Shenzhen Kaili Biomedical Technology Co., Ltd.
October 17, 2025