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Fortior Technology (Shenzhen) Co., Ltd. Proxy Solicitation & Information Statement 2026

May 27, 2026

49838_rns_2026-05-27_7bc80b5c-14e1-41b7-acba-8bb5901aa3da.pdf

Proxy Solicitation & Information Statement

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Fortior Technology (Shenzhen) Co., Ltd.

峰峪科技(深圳)股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock code: 1304)

FORM OF PROXY OF HOLDERS OF H SHARES FOR USE AT THE EXTRAORDINARY GENERAL MEETING

I/We $^{(Note1)}$ (name)

of (address)

being the registered holder(s) of $(^{Note2})$ H Shares (the "Shares")

of Fortior Technology (Shenzhen) Co., Ltd. (the "Company"), hereby appoint $(^{Note3})$ (name)

of (address)

as my/our proxy to attend, or failing him, the chairman of the meeting to act as my/our proxy at the extraordinary general meeting (or at any adjournment thereof) of the Company to be held at 2:00 p.m. on Friday, 12 June 2026 at 801, Building 11, Software Park (Phase II), 1 Keji Central Road II, Gaoxin Central Zone, Nanshan District, Shenzhen, Guangdong, the PRC (the "EGM") for the purposes of considering and, if thought fit, passing the resolutions as set out in the notice convening the EGM and at the EGM (or any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below $(^{Note4})$ .

Ordinary Resolutions
1. To consider and approve the resolution in relation to the re-election of the following individuals as executive Directors of the third session of the Board: Cumulative Voting(Note 5)(Please insert the number of votes for 1.01 to 1.02 below)
1.01 Mr. BI Lei as an executive Director of the third session of the Board; and
1.02 Mr. BI Chao as an executive Director of the third session of the Board.
2. To consider and approve the resolution in relation to the re-election of the following individuals as independent non-executive Directors of the third session of the Board: Cumulative Voting(Note 5)(Please insert the number of votes for 2.01 to 2.03 below)
2.01 Mr. CHEN Jingyang as an independent non-executive Director of the third session of the Board;
2.02 Dr. LIN Mingyao as an independent non-executive Director of the third session of the Board; and
2.03 Dr. NIU Shuangxia as an independent non-executive Director of the third session of the Board.
Ordinary Resolutions For Against Abstain
3. To consider and approve the resolution in relation to the proposed change in the implementation method of the A Shares Proceeds.
4. To consider and approve the resolution in relation to the proposed formulation of the Measures for the Remuneration Management System of Directors and Senior Management.

Date: 2026

Signature(s) (Note 6)


Notes:

  1. Please insert the full name(s) (in Chinese or in English) and address(es) (must be the same address(es) as shown in the register of members) as shown in the register of members of the Company in block letters.

  2. Please insert the number of Shares registered in your name(s) to which this proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all Shares registered in your name(s).

  3. Please insert the name and address of the proxy. If no name is inserted, the chairman of the meeting will act as your proxy. A shareholder may appoint one or more proxies to attend the meeting and vote for him/her. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON WHO SIGNS IT. The proxy needs not be the Company's shareholder, but must attend the meeting (or any adjournment thereof) to represent you.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW MARKED “FOR”, IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW MARKED “AGAINST”. IF YOU WISH TO VOTE OR ABSTAIN FOR A RESOLUTION, TICK (✓) IN THE RELEVANT BOX BELOW MARKED “ABSTAIN”. Failure to tick either box in respect of a resolution will entitle your proxy to cast your vote(s) in respect of that resolution at his/her discretion or to abstain from voting. Your proxy will also be entitled to vote at his/her discretion or to abstain from voting on any resolution properly put to the meeting other than those referred to in the notice convening the meeting.

  5. ATTENTION: In respect of resolutions 1 to 2 related to the re-election of Directors, the method of cumulative voting will be adopted for these resolutions and the calculation of voting results. Each Shareholder is entitled to a number of votes equal to the number of resolutions under such group of resolution for every share held by such Shareholder. When you fill in the blanks titled "Cumulative Voting", please fill them in in accordance with the following instructions:

(i) The total number of votes to which each Shareholder is entitled for the re-election of executive Directors equals to the number of shares held by such Shareholder times 2. A Shareholder can split his/her votes equally or in any other proportion he/she desires among the two executive Director candidates, provided that the total number of votes shall not exceed the number of shares held by such Shareholder times 2.

(ii) The total number of votes to which each Shareholder is entitled for the re-election of independent non-executive Directors equals to the number of shares held by such Shareholder times 3. A Shareholder can split his/her votes equally or in any other proportion he/she desires among the three independent non-executive Director candidates, provided that the total number of votes shall not exceed the number of shares held by such Shareholder times 3.

(iii) No ballot will be cast "For", "Against" or "Abstain" in cumulative voting. You are requested to fill in the corresponding number of votes in the "Cumulative Voting" column against the name of each candidate. The lowest votes will be nil and the highest will be the maximum number of votes under each resolution, and does not need to be the integral multiples of the number of shares held by you. If you mark "y" in the blank against the name of each candidate, you will be deemed to cast your total number of votes equally amongst the corresponding candidates.

(iv) Please note that you may either cast all your votes to one of the proposed candidates, or cast them equally or differently to more than one of the proposed candidates. For example, if you are holding 1 million shares, the aggregate number of votes you have regarding the resolutions 1.01 to 1.02 is 2 million, and the aggregate number of votes you have regarding the resolutions 2.01 to 2.03 is 3 million. For example, regarding resolutions 1.01 to 1.02, you may choose to cast 1 million votes out of the total 2 million votes on each of the 2 candidates or to cast all your 2 million votes on one candidate.

(v) The total number of your votes cast on the candidates shall not exceed the aggregate number of votes to which you are entitled. However, if the total number of your votes exceeds the aggregate number of votes to which you are entitled but if your votes are cast to only one candidate, the ballot will be deemed valid and will be counted as the maximum voting right held by you.

(vi) Please note that if the total votes cast by you on the candidates exceeds the total votes to which you are entitled, all the votes cast will become invalid and be regarded as abstain votes; if the total votes cast by you for the candidates are less than the total votes to which you are entitled, the votes are valid and the remaining votes will be regarded as abstain votes. For example, if you are holding 1 million shares, the total number of your votes which may be cast on the resolutions 1.01 to 1.02 and 2.01 to 2.03 is 2 million and 3 million respectively: (i) if you fill in the "Cumulative Voting" space regarding the resolutions 1.01 to 1.02 under a particular candidate director with 2 million shares, you have used up all the votes to which you are entitled for the resolutions 1.01 to 1.02, which results in you having no votes for the other candidate director. In this case, should you fill in the blanks under the relevant resolutions of the other candidate director with any number of shares (other than 0), all your votes on resolutions 1.01 to 1.02 will be invalid; or (ii) if you fill in the "Cumulative Voting" space under candidate director A of the Company with 0.5 million shares, under candidate director B of the Company with 0.5 million shares, the 1 million votes cast by you are valid and the remaining 1 million votes will be regarded as abstain votes.

(vii) Where the votes cast for a particular candidate for Director of the Company are more than half of the total number of shares held by all Shareholders attending (before cumulation), such candidate shall be elected as a Director of the Company.

  1. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a corporation, must be either executed under its common seal or under the hand of an officer or attorney or other person duly authorised.

  2. Every shareholder of the Company present in person or by proxy or, being a corporation, is present by its duly authorised representative, shall have one vote for every fully paid share of which he is the holder.

  3. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the H Share register of members of the Company.

  4. To be valid, this form of proxy together with the power of attorney (if any) or other authority (if any) under which it is signed, or a certified copy thereof, must be deposited at the Company's branch share registrar in Hong Kong. Tricor Investor Services Limited at 17/F., Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 24 hours before the time fixed for holding the EGM or any adjournment thereof.

  5. Completion and delivery of the form of proxy will not preclude you from attending and voting at the EGM or any adjournment thereof if you so wish. If you attend and vote at the EGM, the authority of your proxy will be revoked.

PERSONAL INFORMATION COLLECTION STATEMENT

(i) "Personal Data" in these statements has the same meaning as "personal data" in the Personal Data (Privacy) Ordinance, Chapter 486 of the Laws of Hong Kong ("PDPO").

(ii) Your supply of Personal Data to the Company is on a voluntary basis. Upon the failure to provide sufficient information, the Company may not be able to process your appointment of proxy and instructions.

(iii) Your Personal Data may be disclosed or transferred by the Company to its subsidiaries, its share registrar, and/or other companies or bodies for any of the stated purposes, and retained for such period as may be necessary for our verification and record purposes.

(iv) You have the right to request access to and/or correction of your Personal Data in accordance with the provisions of the PDPO. Any such request for access to and/or correction of your Personal Data should be made in writing to the Personal Data Privacy Officer of Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong.

  • The full text of the resolutions is set out in the Notice of EGM.