Phancy Group Co., Ltd. — Proxy Solicitation & Information Statement 2026

Jun 10, 2026

正式

PHANCY

Phancy Group Co., Ltd.

範式智能技術集團股份有限公司

(formerly known as "Beijing Fourth Paradigm Technology Co., Ltd.北京第四範式智能技術股份有限公司")

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

(Stock code: 6682)

FORM OF PROXY FOR THE 2026 SECOND EXTRAORDINARY GENERAL MEETING TO BE HELD ON JUNE 26, 2026

I/We $^{(Note1)}$

of

being the registered holder(s) of ___________ Unlisted Shares/H shares $^{(Note2)}$ in the share capital of Phancy Group Co., Ltd. (the "Company") hereby appoint the chairman of the meeting $^{(Note3)}$

or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the 2026 second extraordinary general meeting (the "EGM") of the Company to be held at Conference Room, Level 2, Block A, Hongyuan New Era, Shangdi West Road, Haidian District, Beijing, PRC on June 26, 2026 at 2:00 p.m. (and at any adjournment thereof). Unless the context otherwise requires, capitalised terms used herein shall have the same meanings as defined in the Company's circular (the "Circular") dated June 10, 2026.

Please tick ("✓") the appropriate boxes to indicate how you wish your vote(s) to be cast $^{(Note4)}$.

RESOLUTIONS		FOR	AGAINST	ABSTAIN
1.	To consider and approve the resolution on the application by the Company for the initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
1.1	Type of shares
1.2	Par value per share
1.3	Number of shares to be issued
1.4	Pricing method
1.5	Issuance method
1.6	Target subscribers
1.7	Underwriting method
1.8	Place of listing of the shares
1.9	Timing of issuance
1.10	Use of proceeds
1.11	Domestic shares of the Company
1.12	Validity period of the resolution
2.	To consider and approve the resolution on the investment projects to be funded by proceeds from the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange and the feasibility thereof.
3.	To consider and approve the resolution on the plan for assuming the accumulated unrecovered losses before the Company's initial public offering of Renminbi ordinary shares (A Shares).
4.	To consider and approve the resolution on the Shareholder dividend return plan for the three years after the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
5.	To consider and approve the resolution on the plan for stabilising the share price within three years after the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
6.	To consider and approve the resolution on undertakings and binding measures relating to the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.

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RESOLUTIONS		FOR	AGAINST	ABSTAIN
7.	To consider and approve the resolution on measures to make up for the diluted immediate returns in relation to the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
8.	To consider and approve the resolution on the proposed authorisation to the Board by the General Meeting to handle matters relating to the initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
9.	To consider and approve the resolution on the engagement of intermediaries.
10.	To consider and approve the resolution on the Articles of Association of Phancy Group Co., Ltd. applicable after the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
11.	To consider and approve the resolution on the internal governance policies applicable after the Company's initial public offering of Renminbi ordinary shares (A Shares) and listing on the ChiNext Market of the Shenzhen Stock Exchange.
11.1	To consider and approve the resolution on the proposed amendments to the Rules of Procedure for General Meetings of Phancy Group Co., Ltd.
11.2	To consider and approve the resolution on the proposed amendments to the Rules of Procedure for Board Meetings of Phancy Group Co., Ltd.
11.3	To consider and approve the resolution on the proposed amendments to the Working System for Independent Non-executive Directors of Phancy Group Co., Ltd.
11.4	To consider and approve the resolution on the proposed amendments to the Administrative Measures for Related Party/Connected Transactions of Phancy Group Co., Ltd.
11.5	To consider and approve the resolution on the proposed adoption of the Management System for External Guarantees of Phancy Group Co., Ltd.
11.6	To consider and approve the resolution on the proposed adoption of the Management System for External Investments of Phancy Group Co., Ltd.
11.7	To consider and approve the resolution on the proposed adoption of the Management System for Proceeds of Phancy Group Co., Ltd.
11.8	To consider and approve the resolution on the proposed adoption of the Management System for Preventing Occupation of Company Funds by Controlling Shareholders, Actual Controllers and Other Related Parties of Phancy Group Co., Ltd.
11.9	To consider and approve the resolution on the proposed adoption of the Management System for the Holding of Shares in the Company by Directors and Senior Management and Changes Thereof of Phancy Group Co., Ltd.

The above resolutions No. 1.1 to No. 1.12, No. 2 to No. 8, No. 10 and No. 11.1 to No. 11.2 are special resolutions; the remaining resolutions are ordinary resolutions.

Date: ___ 2026

Signature(s) $^{(Note 6)}$ : ___

Notes:

1. Full name(s) and address(es) to be inserted in BLOCK CAPITALS. The names of all joint holders should be stated.
2. Please delete as appropriate and insert the number of shares to which this form of proxy relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
3. If any proxy other than the chairman of the meeting is preferred, please strike out the words "the chairman of the meeting" and insert the name and address of the proxy desired in the space provided. A member entitled to attend and vote at the EGM may appoint more than one proxy (who must be an individual) to attend and vote on his/her/its behalf, provided that if more than one proxy is so appointed, the appointment shall specify the number of shares in respect of which each such proxy is so appointed. A proxy need not be a member of the Company. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK $(^{} / ^{})$ THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK $(^{} / ^{})$ THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK $(^{} / ^{})$ THE BOX MARKED "ABSTAIN". If no direction is given, your proxy will vote or abstain at his/her discretion. In calculating the poll results, abstention will not be counted as voting for or against a resolution at the EGM. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the EGM other than those referred to in the Notice.
5. The full text of the resolutions referred to above appears in the notice of the EGM dated June 10, 2026.
6. This form of proxy must be signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be either under its seal or under the hand of an officer, attorney or other person duly authorised.

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1. Where there are joint registered holders of any share, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such share as if he/she/it were solely entitled thereto; but if more than one of such joint holders be present at the EGM personally or by proxy, that one of the said persons so present whose name stands first on the register of members of the Company in respect of such shares shall alone be entitled to vote in respect thereof.

2. In order to be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's H Share registrar, Tricor Investor Services Limited at 17/F, Far East Finance Centre, 16 Harcourt Road, Hong Kong not less than 24 hours before the time appointed for holding the EGM (i.e. no later than 2:00 p.m. on June 25, 2026) or any adjournment thereof.

3. Completion and delivery of the form of proxy will not preclude you from attending and voting in person at the EGM if you so wish and, in such event, this form of proxy shall be deemed to be revoked.

4. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the EGM of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorised by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfil the Purposes. Request for access to and/or correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company/Tricor Investor Services Limited at the above address.