Announcement on the Reserved Grant of Stock Options to Incentive Grantees for the 2025 Stock Option Incentive Plan

Announcement on the Reserved Grant of Stock Options to Incentive Grantees for the 2025 Stock Option Incentive Plan

Securities Code: 002772 Securities Abbreviation: TianShui Xingyun Announcement No.: 2026-058

TianShui Xingyun Biotechnology Co., Ltd.

Announcement on the Reserved Grant of Stock Options to Incentive Grantees for the 2025 Stock Option Incentive Plan

The content of this announcement and its summary is true, accurate, and complete, and there are no false records, misleading statements or major omissions.

Special Notice:

Reserved Grant Date: July 30, 2026

Number of Reserved Options Granted: 287.50 million

Exercise Price: 6.42 RMB/share

TianShui Xingyun Biotechnology Co., Ltd. (hereinafter referred to as "the Company" or "the Company") will hold the 2025 Fifth Extraordinary Board of Directors Meeting on July 30, 2025, to review and approve the "Proposal on the 2025 Stock Option Incentive Plan (Draft) and its Summary," and the "Proposal on the Management Measures for the Implementation of the 2025 Stock Option Incentive Plan." The Company will also review and approve the "Proposal on Authorizing the Board of Directors to Handle Matters Related to the 2025 Stock Option Incentive Plan." The Company announced on July 31, 2025, the "Announcement on the 2025 Stock Option Incentive Plan (Draft) and its Summary."

I. Matters Concerning the Resolution Procedures and Information Disclosure of This Grant

1. On September 25, 2025, the Company convened the Fifth Board of Directors Meeting of the Fifteenth Session, which reviewed and approved the "Proposal on the 2025 Stock Option Incentive Plan (Draft) and its Summary" and the "Proposal on the Management Measures for the Implementation of the 2025 Stock Option Incentive Plan." The Company also announced on October 10, 2025, the "Announcement on the Public Disclosure and Verification of the List of Incentive Grantees for the 2025 Stock Option Incentive Plan by the Remuneration and Assessment Committee of TianShui Xingyun Biotechnology Co., Ltd." During the公示 period, the Remuneration and Assessment Committee did not receive any objections from any individual or organization regarding the proposed incentive grantees. The Remuneration and Assessment Committee of the Company believes that the individuals included in the list of incentive grantees for the 2025 stock option incentive plan meet the conditions stipulated by relevant laws, regulations, and normative documents, and their qualification as incentive grantees for this incentive plan is legal and valid.

2. On October 15, 2025, the Company convened the Third Extraordinary Shareholders' Meeting of 2025, which reviewed and approved the "Proposal on the 2025 Stock Option Incentive Plan (Draft) and its Summary," the "Proposal on the Management Measures for the Implementation of the 2025 Stock Option Incentive Plan," and the "Proposal on Authorizing the Board of Directors to Handle Matters Related to the 2025 Stock Option Incentive Plan." The Company also announced on October 16, 2025, the "Self-Inspection Report on the Trading of Company Shares by Insiders and Incentive Grantees of the 2025 Stock Option Incentive Plan."

3. On October 15, 2025, the Company convened the Sixteenth Meeting of the Fifth Board of Directors, which reviewed and approved the "Proposal on the First Grant of Stock Options to Incentive Grantees." The conditions for the grant stipulated in the 2025 stock option incentive plan have been met. The Board of Directors agreed to grant 17 incentive grantees 11.50 million stock options, with a grant date of October 15, 2025, and an exercise price of 6.87 RMB/share. The Remuneration and Assessment Committee of the Board of Directors reviewed the conditions for the first grant and the list of first-time incentive grantees. The Company's legal advisor and independent financial advisor have issued relevant opinions and reports.

4. On November 15, 2025, the Company disclosed the "Announcement on the Completion of Registration for the First Grant of Stock Options in 2025." The completion date for the registration of the first grant of stock options in 2025 was November 14, 2025.