AGTech Holdings Limited (the “Company”) announced on November 26, 2025, the grant of a total of 22,536,417 award shares to 48 employees who are independent of the Company and its connected persons. The closing price of the Company’s shares on the date of grant was HK$0.196 per share, and there is no consideration for this grant. Each award share represents a right to receive a share on the vesting date.

The vesting period extends for four years from November 26, 2025, and no performance targets apply to the granted shares. A clawback mechanism allows the Company to repurchase vested shares at no consideration under specified circumstances, including cessation of employment for cause or actions that confer a competitive benefit on a competitor of the Group.

All of the 22,536,417 award shares will be acquired through on-market transactions by a trustee using the Company’s cash resources, with no new shares issued. Therefore, no dilution effect is expected on existing shareholders. None of the grantees is a director, chief executive, substantial shareholder, related entity participant, or service provider of the Company. The grant does not exceed any individual limit under the relevant listing rules.

According to the announcement, the objectives include attracting skilled personnel for future development and expansion, as well as incentivizing and retaining employees. The Company’s board is comprised of executive, non-executive, and independent non-executive directors, and confirms that it made all reasonable enquiries for the accuracy of the information in the announcement.