Zai Lab Limited filed its Monthly Return for Equity Issuer for the period ended 31 August 2026, confirming that the company’s capital structure remained stable despite active employee-equity transactions.
Authorised and Issued Capital • Authorised share capital stood unchanged at 5.00 billion ordinary shares with a par value of USD 0.000006 each, equating to total authorised capital of USD 30,000. • Issued share capital finished the month at 1.14 billion ordinary shares, identical to the July close. The company held no treasury shares. • Approximately 505.63 million ordinary shares were represented by American Depositary Shares (ADSs). • Zai Lab reconfirmed compliance with the Hong Kong Stock Exchange’s 25% minimum public-float requirement.
Employee Equity Activity • A total of 1.43 million share options were exercised across four equity incentive plans. All were settled using existing issued shares, resulting in no share-count dilution. – 2015 Plan: 4,660 options exercised. – 2017 Plan: 25,000 options exercised; 391,580 options lapsed. – 2022 Plan: 1.40 million options exercised; 2.57 million options lapsed. – 2024 Plan: 1,500 options exercised; 327, plus 326,950 options lapsed. • Proceeds from option exercises totaled USD 2.49 million. • At month-end, 52.27 million options remained outstanding under all plans, with a further 61.67 million shares available for future grants under the 2024 plan.
Restricted and Performance Share Units • RSU movements led to 55,130 lapsed and 85,000 vested shares overall, all settled from existing shares; no new shares were issued. • Unvested RSU and PSU balances at 31 August 2026: – 2017 Plan: 0.53 million RSUs. – 2022 Plan: 4.62 million RSUs. – 2024 Plan: 13.35 million RSUs and 2.23 million PSUs.
Capital Integrity The combined impact of option exercises, lapses and unit vesting did not alter Zai Lab’s total issued share count or create or cancel any treasury shares during the month.
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