SYNAGISTICS plans 7.71 million-unit RSU grant, reschedules 2026 AGM, announces chairman’s pending retirement

Bulletin Express04-30

SYNAGISTICS Limited has approved a proposed grant of 7.71 million restricted share units (RSUs) under its Share Award Scheme, representing 1.68% of the company’s 458.20 million issued shares as at 30 April 2026.

Key elements of the RSU proposal • Date of grant: 30 April 2026 • Grantees: 258 employees (3.87 million RSUs, 0.84% of issued shares) and Executive Director & CEO Ms. Tai Ho Yan Olive (3.84 million RSUs, 0.84%). • Purchase price: Nil; reference closing price on grant date: HKD 2.730. • Vesting: Employees—50 % on 30 April 2026 and 50 % on 30 April 2027. Ms. Tai—50 % on 30 June 2026 (AGM date) and 50 % on 30 June 2027. • Conditions: continued eligibility, compliance with contractual obligations and company policies, no resignation or misconduct; claw-back provisions apply. • No additional performance targets or financial assistance attached.

Regulatory and shareholder approvals • The independent non-executive directors and the Board (excluding the grantee) have approved the RSUs for Ms. Tai. • As the cumulative grants to Ms. Tai exceed both the 0.1% threshold under Listing Rule 17.04(2) and the 1% individual limit under Rule 17.03D(1), the 3.84 million-unit award requires approval by independent shareholders at the forthcoming annual general meeting (AGM). • Assuming full satisfaction of the awards with new shares, 17.20 million shares will have been utilised under the Share Award Scheme, leaving 26.22 million shares available; 17.37 million shares remain under the service-provider sub-limit.

Corporate governance and organisational updates • AGM rescheduled to 30 June 2026; share register will close 25–30 June 2026 for voting entitlement. • Principal place of business in Hong Kong moves to 46/F, Hopewell Centre, 183 Queen’s Road East, Wan Chai, effective 1 May 2026. • The Finance and Risk Committee will be dissolved after the AGM, with its duties reverting to the Board to streamline decision-making. • Chairman and Executive Director Mr. Lee Shieh-Peen Clement has notified the Board of his intention to retire in 3Q 2026; he will continue in his roles until then. Further announcements on Board and committee changes will follow.

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