Jacobio Pharmaceuticals Group Co., Ltd. — Share Issue/Capital Change 2021

Oct 8, 2021

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JACOBIO PHARMACEUTICALS GROUP CO., LTD. 加科思藥業集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1167)

SUPPLEMENTAL ANNOUNCEMENT ADOPTION OF 2021 STOCK INCENTIVE PLAN

Reference is made to the announcement (the “ Announcement ”) of JACOBIO PHARMACEUTICALS GROUP CO., LTD. (the “ Company ”) dated August 31, 2021 regarding the Company’s adoption of the 2021 stock incentive plan (the “ Plan ”). Unless the context otherwise requires, the terms used in this announcement shall have the same meanings as those defined in the Announcement. The Company would like to provide further information to its shareholders and potential investors in relation to the Plan.

OPERATION OF THE PLAN

The Company would like to clarify that (i) the Shares under the Plan refer to the ordinary shares of Actual Grantor, which shall be Blesspharma Ltd or Honourpharma Ltd, and (ii) there would not be any new shares of the Company to be issued and allotted under the Plan. Blesspharma Ltd and Honourpharma Ltd were established as the Company’s employee share incentive platforms. As of the date of this announcement, Blesspharma Ltd and Honourpharma Ltd hold 3,500,000 and 6,500,000 Shares of the Company, respectively. The Actual Grantor is the entity that actually grants the Awards to the Grantees, upon the vesting of which the Grantees will be entitled to the equity interests or economic rights to the Shares of respective Actual Grantor. Upon receipt of the settlement notice from respective Grantee, the Actual Grantor will dispose the corresponding Shares of the Company, the proceeds from which will be used to repurchase equity interests or economic rights to the vested Actual Grantor Shares from the Grantee as a result of the Awards.

To facilitate the administration of Awards representing Shares of Blesspharma Ltd, the Company and Kastle Limited entered into a trust deed, pursuant to which Kastle Limited will act as a trustee of the Plan of the Company, performing duties including cash distribution and shares dealing. Kastle Limited is a subsidiary of UP Fintech Holding Limited (also known as Tiger Broker (老虎 證券)) and a licensed trust and company service provider. To the best knowledge, information and belief of the Board after making all reasonable enquiries, Kastle Limited is an independent third party of the Company and its connected persons (as defined under the Listing Rules).

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PLAN LIMIT

As disclosed in the Announcement, the maximum aggregate number of Shares underlying the Plan is (i) 10,000,000 Shares plus (ii) Shares purchased on the open market from time to time. The 10,000,000 Shares of the Company held by Blesspharma Ltd and Honourpharma Ltd represent approximately 1.30% of the total number of issued Shares of the Company in issue as of the date of the adoption of the Plan. The Administrator may from time to time instruct the Actual Grantor to purchase Shares of the Company on the open market for the purpose of the Plan, utilizing consideration received in relation to the grant of Awards. The Company would like to clarify that if the relevant purchase on the open market would result in Blesspharma Ltd and Honourpharma Ltd holding in aggregate more than 1.30% of the total number of issued Shares of the Company or 10,000,000 Shares, whichever is lower, the Actual Grantor will not purchase any further Shares. The purchase on the open market under the Plan will be subject to compliance with the Company's articles of association, and all applicable laws, regulations and rules (including but not limited to the Listing Rules and the Takeovers Code). The Company confirms that (i) an Award may not be granted when inside information has come to the Company’s knowledge until such inside information has been published in accordance with the Listing Rules and the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (ii) an Award may not be granted and the Administrator may not give any instruction to the Actual Grantor to acquire Shares of the Company on the open market for the purpose of the Plan during the periods or times in which the Directors are prohibited from dealing in Shares pursuant to the Model Code or any corresponding code or securities dealing restrictions adopted by the Company. In particular, during the period preceding the publication of financial results in which the Directors are prohibited from dealing in Shares pursuant to the Model Code or any corresponding code or securities dealing restrictions adopted by the Company and up to and including the date of publication of the relevant financial results, no Award may be made and no instruction may be given by the Administrator to the Actual Grantor to purchase Shares on the open market for the purpose of the Plan; (iii) an Award may not be granted and the Administrator may not give any instruction to the Actual Grantor to acquire Shares of the Company on the open market for the purpose of the Plan if such grant of an Award or giving of such instruction will result in an obligation on the Grantee or any Shareholder to make a mandatory offer under Rule 26 of the Takeovers Code; and (iv) an Award may not be granted and the Administrator may not give any instruction to the Actual Grantor to acquire Shares of the Company on the open market for the purpose of the Plan in any circumstances which are prohibited under the Listing Rules or any applicable laws, rules or regulations.

By order of the Board JACOBIO PHARMACEUTICALS GROUP CO., LTD. Yinxiang WANG Chairman and Chief Executive Officer

Hong Kong, October 8, 2021

As at the date of this announcement, the Board of Directors of the Company comprises Dr. Yinxiang WANG as Chairman and executive Director, Ms. Xiaojie WANG, Dr. Shaojing HU and Ms. Yunyan HU as executive Directors, Dr. Ting FENG, Ms. Yanmin TANG, Dr. Dong LYU and Dr. Te-li CHEN as non-executive Directors, and Dr. Ruilin SONG, Dr. Ge WU, Dr. Daqing CAI and Dr. Xiaoming WU as independent non-executive Directors.

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