DU DU HLDGS Rolls Out 10-Year Share Option Scheme; Aggregate Grant Capped at 10% of Issued Shares

Bulletin Express
Jun 22

Du Du Holdings Limited has conditionally adopted a new share option scheme aimed at recognising past contributions, incentivising future performance and retaining key talent across the Group.

Key Adoption Details • Board approval date: 30 January 2026 • Shareholders’ approval (Adoption Date): 24 July 2026 • Scheme life: 10 years from the Adoption Date, terminating automatically on the day falling 10 years after adoption unless ended earlier by shareholders or the Board.

Eligibility and Purpose • Eligible Participants: All directors (executive, non-executive and independent), employees of the Company and its subsidiaries. • Objectives: reward contributions, motivate ongoing efforts and attract/retain talent to support sustainable growth.

Mandate Limits • Scheme Mandate Limit: Shares issued upon exercise of all options under this and any existing schemes may not exceed 10% of the Company’s issued share capital (including treasury shares) as at the Adoption Date. • Individual 12-Month Limit: No participant may receive option grants representing more than 1% of issued shares within any 12-month period without separate shareholder approval. • Additional approvals are required for grants to substantial shareholders, independent non-executive directors and other connected persons if thresholds set by the GEM Listing Rules are exceeded.

Option Pricing and Exercise • Subscription Price: Not lower than the higher of (i) the closing price on the grant date; or (ii) the five-day average closing price preceding the grant date, rounded up to the nearest cent. • Option Period: Begins on the offer date and cannot exceed 10 years. • Vesting: Minimum holding period of 12 months before first exercise; shorter periods allowed only under specified circumstances (e.g., make-whole grants, performance-based vesting). • Performance Conditions: The Board may impose financial or non-financial targets; attainment is required before exercise. • Payment Flexibility: Subscription may be settled in cash, qualifying share-swap, mixed consideration or broker-assisted cashless exercise.

Clawback & Lapse Provisions • Automatic lapse on expiry, performance failure, breach of transfer restrictions, termination for misconduct, material misstatement, insolvency, securities-law breaches or other serious offences. • Additional clawback authority empowers the Board to cancel unexercised options under the above events.

Capital Adjustments • Option price and quantity will be adjusted for corporate actions such as capitalisation issues, rights issues, consolidations, sub-divisions or capital reductions, in accordance with GEM Listing Rules and auditor or independent financial adviser certification.

Governance • Grants to connected persons require prior approval by independent non-executive directors; certain large grants also need disinterested shareholder approval with abstentions from relevant parties. • Any material change to the scheme must be approved by shareholders, and all amendments must comply with GEM Listing Rules.

Termination • The Board or shareholders may terminate the scheme at any time; outstanding options remain valid under their original terms.

Reporting • The Company will disclose option activity in its annual and interim reports as mandated by the GEM Listing Rules.

Disclaimer: Investing carries risk. This is not financial advice. The above content should not be regarded as an offer, recommendation, or solicitation on acquiring or disposing of any financial products, any associated discussions, comments, or posts by author or other users should not be considered as such either. It is solely for general information purpose only, which does not consider your own investment objectives, financial situations or needs. TTM assumes no responsibility or warranty for the accuracy and completeness of the information, investors should do their own research and may seek professional advice before investing.

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