ZAI LAB has dispatched its proxy materials for the Annual General Meeting scheduled on 17 June 2026 at 20:00 (Shanghai/Hong Kong) / 08:00 (U.S. Eastern), to be held both at the company’s Shanghai headquarters and online.
Key items on the agenda:
1. Board composition • Shareholders will vote on the re-election of nine directors—Samantha Ying Du, John D. Diekman, Richard Gaynor, Nisa Leung, William Lis, Scott Morrison, Leon O. Moulder Jr., Michel Vounatsos and Peter Wirth—to serve until the 2027 AGM.
2. Auditor appointment and remuneration • KPMG LLP (U.S.) and KPMG (Hong Kong) are nominated as independent registered public accounting firms for the fiscal year ending 31 December 2026. • The Board also seeks authority to fix auditor compensation for 2026.
3. Executive compensation • An advisory resolution asks shareholders to approve the compensation of the company’s named executive officers as detailed in the proxy statement.
4. Capital management mandates • Issuance mandate: authorisation to allot and issue, or resell from treasury, ordinary shares/ADSs up to 10% of issued share capital (excluding treasury shares) from the AGM date until the 2027 AGM. • Repurchase mandate: authorisation to buy back up to 10% of issued ordinary shares/ADSs (excluding treasury shares) over the same period.
The Board recommends voting “FOR” all 14 ordinary resolutions.
Voting options include: • Internet: www.proxyvote.com until 23:59 on 14 June 2026 (U.S. ET) / 15 June 2026 (Shanghai/Hong Kong) • Mail: return of the completed proxy card by 16 June 2026 • In-person or virtual voting during the meeting at www.virtualshareholdermeeting.com/ZLAB2026.
Holders of the company’s ADSs or ordinary shares may appoint proxies or vote directly as outlined in the proxy materials now available at www.proxyvote.com.