KPM Holding Limited announced that shareholders conditionally approved a new Share Option Scheme at the annual general meeting on 24 June 2026 (“Adoption Date”). The scheme replaces the option plan adopted in September 2018 and will remain effective for 10 years, expiring on the “Termination Date”—ten years after adoption—unless terminated earlier by shareholders.

Key parameters:

• Scheme Mandate Limit: The aggregate number of shares that may be issued or transferred under all outstanding options is capped at 10% of KPM Holding’s issued share capital (excluding treasury shares) as at the Adoption Date. Any refresh of this limit can only occur after three years and remains subject to shareholder approval.

• Eligible Participants: The programme covers directors and employees of KPM Holding and its subsidiaries (“Employee Participants”) as well as directors and employees of holding companies, fellow subsidiaries or associated companies (“Related Entity Participants”). Grants to connected persons require prior approval by independent non-executive directors; grants triggering issuance above 1% of issued shares to a single participant within 12 months require separate shareholder approval.

• Option Terms: – Option Period: Up to ten years from the grant date. – Vesting Period: Minimum 12 months, with specific exceptions (e.g., make-whole grants to new hires, death, or accelerated performance-based structures). – Subscription Price: Not less than the highest of (i) the closing price on the grant date, (ii) the five-day average closing price preceding the grant, and (iii) the nominal value of HK$0.03125 per share. – Exercise: Options are personal and non-transferable unless the Stock Exchange grants a waiver; exercise notices must be accompanied by full payment and are settled within 28 days.

• Clawback & Lapse Provisions: The Board may cancel unexercised options without consent if a participant is dismissed for cause, convicted of integrity-related offences, commits serious misconduct, or if regulations require clawback. Options lapse upon expiry, certain employment terminations, corporate actions (take-over offers, schemes of arrangement, winding-up), or if unaccepted within 21 days of offer.

• Capital Adjustments: In the event of capitalisation issues, rights issues, sub-divisions, consolidations or capital reductions, an independent adviser or the auditors will certify equitable adjustments to option quantity or exercise price, ensuring no issuance below par value and fair treatment for all grantees.

• Administration & Governance: The Board oversees scheme implementation, including eligibility assessment based on experience, contribution and expected value to the Group. Any alteration of core terms or material changes requires shareholder approval. The company retains the right to terminate the scheme via ordinary resolution; options granted before termination remain valid according to their original terms.

The adoption is contingent upon prior termination of the 2018 scheme and the GEM Listing Committee’s approval for listing any new shares issued upon exercise. Notification of the AGM outcome will be published no later than 30 minutes before market open on the following business day, in line with GEM Listing Rules.