CStone Pharmaceuticals — Share Issue/Capital Change 2019

Oct 13, 2019

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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CStone Pharmaceuticals

基 石 藥 業

(Incorporated in the Cayman Islands with limited liability) ( Stock Code: 2616 )

GRANT OF SHARE OPTIONS

SHARE OPTIONS

This announcement is made pursuant to Rule 17.06A of the Listing Rules.

The Board announces that on October 11, 2019, the Company granted 1,421,000 Options to 23 Grantees in accordance with the terms of the Post-IPO ESOP, subject to acceptance.

Details of the Grant

The details of the Options granted to the Grantees are as follows:

Date of Grant: October 11, 2019 Number of Grantees: 23 Total number of new Shares to be subscribed 1,421,000 upon exercise of the Options granted:

Consideration for the Grants: HK$1.00 to be paid by each Grantee upon acceptance of the Options granted Subscription price of the Options granted: HK$12.20 per Share Closing price of the Shares on the date of HK$12.20 per Share grant:

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Validity period of the Options:

The validity period of the Options shall be subject to the relevant grant letter to each of the Grantees, which in any event must not be more than ten years from the Grant Date and the Options shall lapse at the expiry of such validity period.

Vesting period:

1,042,000 of the Options granted to the Grantees shall vest in the Grantees as follows:

• 25% shall vest on the first anniversary of the dates of enrollment/effectiveness of each Grantee; and

• 75% shall vest monthly in equal installments over the following 36 months (rounding to the nearest whole Option).

379,000 of the Options granted to the Grantees shall vest in the Grantees as follows:

• 25% shall vest on the first anniversary of the dates of enrollment/effectiveness of each Grantee;

• 25% shall vest on the second anniversary of the dates of enrollment/effectiveness of each Grantee (rounding to the nearest whole Option);

• 25% shall vest on the third anniversary of the dates of enrollment/effectiveness of each Grantee (rounding to the nearest whole Option); and

• 25% shall vest on the fourth anniversary of the dates of enrollment/effectiveness of each Grantee.

The Option Grants are subject to any of the individual performance result and other requirements as set out in the grant letters to be entered into between the Grantees and the Company.

Subscription Price

The subscription price of the Options of HK$12.20 per Share represents the higher of (i) the closing price of the Shares of HK$12.20 per Share as stated in the daily quotation sheet issued by the Stock Exchange on the Grant Date and (ii) the average closing price of the Shares of HK$12.04 per Share as stated in the daily quotation sheets issued by the Stock Exchange for the five trading days immediately preceding the Grant Date.

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Grants to Employees

Among the Options granted above, none of the Options were granted to any of the Directors, chief executive and substantial shareholder (as defined in the Listing Rules) of the Company or an associate of any of them (as defined in the Listing Rules). 1,421,000 Options were granted to other employees of the Group, subject to acceptance by the Grantees.

REASONS FOR AND BENEFITS OF THE GRANTS

The purpose of the aforesaid grants of the Options is to attract and retain employees, to reward eligible employee, officer, director, contractor, advisor or consultant of the Group for their past contribution to the Company, to provide incentives to the employees to further contribute to the Group and to align their interests with the best interests of the Company and the Shareholders as a whole.

DEFINITIONS

“Board”	the board of Directors
“Company”	CStone Pharmaceuticals基石藥業, an exempted company with limited
	liability incorporated under the laws of the Cayman Islands on December
	2, 2015
“Directors”	the directors of the Company
“Grant”	the grant of an aggregate of 1,421,000 Options to 23 Grantees in
	accordance with the terms of the Post-IPO ESOP
“Grant Date”	October 11, 2019
“Grantee”	the employees of the Group who were granted Options in accordance with
	the Post-IPO ESOP on the Grant Date
“Group”	the Company and its subsidiaries
“Hong Kong”	the Hong Kong Special Administrative Region of the People’s Republic of
	China
“Listing Date”	February 26, 2019, being the date on which the Shares are listed and from
	which dealings therein are permitted to take place on the Stock Exchange
“Listing Rules”	Rules Governing the Listing of Securities on The Stock Exchange of Hong
	Kong Limited

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“Option(s)” option(s) to subscribe for or acquire Shares which is granted under the PostIPO ESOP “Post-IPO ESOP” the post-IPO employee share option plan adopted by the Company on January 26, 2019, with effect on the Listing Date “Shareholder(s)” holder(s) of shares in the Company “Shares” ordinary shares in the issued capital of the Company with a nominal value of HK$0.0001 each

“Stock Exchange” The Stock Exchange of Hong Kong Limited “subsidiary” or “subsidiaries” has the meaning ascribed to it by the Listing Rules “substantial shareholder” has the meaning ascribed to it by the Listing Rules

By order of the Board CStone Pharmaceuticals Dr. Frank Ningjun Jiang Chairman

Shanghai, People’s Republic of China, October 13, 2019

As at the date of this announcement, the Board of Directors of the Company comprises Dr. Frank Ningjun Jiang as Chairman and Executive Director, Dr. Wei Li, Mr. Qun Zhao, Mr. Yanling Cao, Mr. Guobin Zhang and Dr. Lian Yong Chen as non-executive Directors, and Dr. Paul Herbert Chew, Mr. Ting Yuk Anthony Wu and Mr. Hongbin Sun as independent non-executive Directors.

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