ZG Group Issues 0.35 Million New Class A Shares in March 2026; Public Float Remains Above 25%

Bulletin Express
04/08

ZG Group (stock name: ZG GROUP-W) released its monthly return for the period ended 31 March 2026, detailing minor share capital movements and confirming compliance with Hong Kong Stock Exchange public-float requirements.

Share Capital Structure • Authorised share capital stayed unchanged at USD 100,000, comprising 1.70 billion Class A WVR shares and 0.30 billion Class B WVR shares, each with a par value of USD 0.00005.

Issued Shares • 354,007 new Class A shares were issued during March through the 2023 Pre-Listing Share Option Scheme, lifting the outstanding Class A share count (excluding treasury shares) to 880.04 million. • Treasury shares were unchanged at 460,500, leaving total Class A issued shares at 880.50 million. • Class B share capital remained steady at 190.95 million shares with no movement reported.

Equity Incentive Plans • The 2023 Pre-Listing Share Option Scheme saw 354,007 options exercised, reducing outstanding options to 15.75 million. No cash proceeds were recorded for the month. • Additional equity instruments capable of conversion into Class A shares as at 31 March 2026 include: – 8.39 million Successor Company Listed Warrants and 10.88 million Successor Company Promoter Warrants (exercise price: HKD 11.50, cashless exercise capped at 0.361 share per warrant). – 12.51 million potential shares under the Promoter Earn-out and Lock-up Agreement. No warrants or earn-out shares were exercised or issued in March.

Public Float Confirmation • After excluding holdings of controlling shareholders and core connected persons, the company confirmed that the free float of Class A shares met the minimum 25% threshold required by the Main Board Listing Rules as at 31 March 2026.

Overall, March 2026 activity was limited to option exercises, resulting in a 0.04% uptick in Class A shares outstanding, while broader capital structure and treasury share positions remained stable.

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