Easou Technology Holdings Limited (EASOU TECH, 02550) has secured shareholder approval for the “Easou Technology Share Award Scheme II”. The scheme will become effective on its adoption date, scheduled for an unspecified day in 2026, and will run for ten years.
Key parameters
1. Scheme size • Aggregate limit (Scheme Mandate Limit): Shares to be issued under the new scheme and any other option/award plans are capped at 10% of the company’s total issued share capital on the adoption date. • Service Provider sub-limit: Grants to service providers are further capped at 1% of issued share capital on the same date.
2. Eligible participants Employee Participants, Related-Entity Participants and Service Providers may be invited to participate, with final discretion resting with the Board.
3. Vesting rules • Standard vesting period: Minimum of 12 months. • Exceptions: Shorter periods for “make-whole” awards to new hires, death, disability, retirement, performance-based awards, administrative batch grants, mixed/accelerated schedules, or awards with overall vesting plus holding periods longer than 12 months.
4. Performance and clawback • The Board may set performance targets and other conditions when making grants. • Clawback provisions allow the company to forfeit or reclaim vested or unvested awards in cases of fraud, misconduct or actions that materially harm group interests. Repayment may be in shares or cash, calculated on grant, vesting or clawback date values.
5. Corporate-governance safeguards • Grants to Directors, chief executives or substantial shareholders (and their associates) require approval from independent non-executive directors; larger grants (exceeding 0.1% of issued shares within 12 months) need shareholder approval. • Awards to any single participant exceeding 1% of issued shares in any 12-month period require separate shareholder approval. • Grants during blackout periods defined by the Hong Kong Listing Rules are prohibited.
6. Capital adjustments In the event of share consolidations, subdivisions, capitalisation issues, rights issues or similar corporate actions, an independent auditor must confirm any adjustments to award terms, ensuring participants maintain the same proportionate interest.
7. Termination The scheme will lapse on the tenth anniversary of the adoption date or earlier by shareholder resolution. Existing unvested awards will continue under the original terms after termination.
Director Wang Xi has certified the scheme’s adoption. No financial impact figures were disclosed.