Qyuns Therapeutics Co., Ltd. (stock short name: QYUNS-B) released details of its 2026 Share Incentive Scheme, slated for shareholder approval at the 29 May 2026 AGM.
Key Terms • Scheme period: 10 years from the adoption date. • Scheme Mandate Limit: Up to 10% of the company’s issued share capital on the adoption date, equal to 22.46 million H shares. • Service Provider Sublimit: Capped at 1% of issued shares, or 2.25 million H shares, within the overall mandate. • Individual limit: No participant may receive grants that exceed 1% of issued shares in any 12-month period without separate shareholder approval.
Eligible Participants Three groups qualify: 1) Employee Participants (directors, executives and staff), 2) Service Providers (contractors, distributors, suppliers, partners and advisers providing recurring services), and 3) Related-Entity Participants (employees or directors of parent, fellow-subsidiary or associated companies).
Award Structure Awards may be Options or Restricted Share Units (RSUs). The exercise price for Options will be the highest of: a) the closing price on the date of grant, b) the five-day average closing price preceding the grant, or c) the nominal value of an H share.
Vesting & Performance • Minimum vesting period: 12 months from grant, with limited exceptions such as “make-whole” awards or death/disability of an employee. • Awards may be tied to performance metrics, including programme milestones and market-capitalisation targets. Unmet targets trigger automatic lapse.
Claw-Back & Lapse Provisions Awards may be forfeited or clawed back upon serious misconduct, material misstatement of performance metrics or other fault-departure events. Non-fault departures, winding-up or significant corporate changes also trigger lapse mechanisms.
Administration & Conditions The Board or its appointed delegate will administer the plan and may employ an independent trustee to purchase shares on- or off-market, transfer treasury shares or issue new shares to satisfy awards. Implementation is conditional on: • shareholder approval via special resolution, and • Stock Exchange clearance for listing of new H shares under the scheme.
The plan complies with Hong Kong Listing Rules Chapter 17 and includes mechanisms for capital-structure adjustments, cancellation, alteration and early termination subject to shareholder or board approval.
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