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RNS Number : 2080M Hutchmed (China) Limited 10 June 2025
Grant of Share Options under Share Option Scheme and Awards under Long Term Incentive Plan
Hong Kong, Shanghai, & Florham Park, NJ: Tuesday, June 10, 2025: HUTCHMED
(China) Limited ("HUTCHMED" or the "Company") (Nasdaq/AIM: HCM; HKEX: 13)
announces that on June 9, 2025, it granted share options ("Share Options")
under the Share Option Scheme adopted by HUTCHMED in 2015 (the "Share Option
Scheme") and awards ("LTIP Awards") under the Long Term Incentive Plan adopted
by HUTCHMED in 2025 ("LTIP").
Aimed at attracting and retaining top talent, the Remuneration Committee of
HUTCHMED appointed an independent advisor to conduct compensation benchmarking
research on a selected peer group of companies. As a result of this the
Remuneration Committee has comprehensively reviewed the compensation and
share-based incentives policies of HUTCHMED and its subsidiaries (the "Group")
and established an attractive policy to ensure the Group is able to recruit
and retain top talent. In line with this review HUTCHMED has decided to make
the following grant of Share Options and LTIP Awards.
1. Performance Related Share Options
HUTCHMED granted Share Options subject to the Performance Targets (defined
below) under its Share Option Scheme to Dr Weiguo Su (Executive Director,
Chief Executive Officer and Chief Scientific Officer), being a person
discharging managerial responsibility ("PDMR") under the UK Market Abuse
Regulation, to subscribe for 1,493,435 ordinary shares with par value US$0.10
each in the share capital of the Company ("Ordinary Shares") subject to the
acceptance of the grantee. Details of such Share Options granted are as
follows:
Date of grant : June 9, 2025
Exercise price of share options granted : HK$25.50 per Ordinary Share
Number of share options granted : 1,493,435 Ordinary Shares
Closing market price of Ordinary Shares at HKEX on the date of grant : HK$25.50 per Ordinary Share
Exercise period of the share options : From June 9, 2025 to June 8, 2035
Vesting period of the share options : Vesting will occur two business days after the date of announcement of the
annual results of the Company for the financial year ending December 31, 2027
(the "2027 Results Announcement").
Performance targets : The exercise of the share options is conditional upon the fulfilment of
certain performance targets relating to the Group over the financial years
2025 to 2027 (the "Performance Targets"). The number of share options to be
exercisable will be determined on the date of 2027 Results Announcement. The
Performance Targets have been determined by the Board and specified in the
grant letter of Dr Su. To the extent that the Performance Targets have not
been met, the relevant number of share options granted to Dr Su will lapse.
Clawback mechanism : The share options may be subject to the clawback policy of the Company
enabling the Company to recover incentive-based compensation paid to covered
executive officers in the event of mis-statement of the financial statements
of the Company resulting from material non-compliance with financial reporting
requirements.
After the above grant of Share Options, the number of Share Options available
for future grant under the scheme mandate of the Share Option Scheme is
11,409,825.
2. Performance-related LTIP Award ("Performance LTIP Award") - award based on
a maximum cash amount, which amount is determined by the achievement of
performance targets for the financial years ending December 31, 2025, 2026 and
2027. The performance targets are determined by the Remuneration Committee
of HUTCHMED based on the strategic objectives of HUTCHMED.
The shares, to be purchased by the trustee following determination of the cash
amount based on actual achievement of performance targets, will then be held
by the trustee until the related underlying LTIP Awards are vested. Vesting
will occur three weeks after the date of completion of the share purchase for
the awards for the financial year ending December 31, 2027. Vesting will
also depend upon the continued employment of the award holder with the Group
and will otherwise be at the discretion of the Board of Directors of HUTCHMED.
HUTCHMED granted the following Performance LTIP Awards to the following
Executive Directors, each being a PDMR under the UK Market Abuse Regulation:
Award Holder Maximum amount for the Performance LTIP Awards
Dr Weiguo Su (Executive Director, Chief Executive Officer and Chief Scientific US$3,442,787
Officer)
Mr Johnny Cheng (Executive Director and Chief Financial Officer) US$779,934
An additional 132 employees of the Group have simultaneously been granted
Performance LTIP Awards.
The notification in respect of share options granted to Dr Su in accordance
with the requirements of the UK Market Abuse Regulation is set out below.
Dr Weiguo Su
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Dr Weiguo Su
2 Reason for the notification
a) Position/status Executive Director, Chief Executive Officer and Chief Scientific Officer
b) Initial notification/Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name HUTCHMED (China) Limited
b) LEI 2138006X34YDQ6OBYE79
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Share option over Ordinary Shares of US$0.10
Identification code
Share option over Ordinary Share with DI ISIN: KYG4672N1198
b) Nature of the transaction Grant of options in respect of 1,493,435 Ordinary Shares under the Share
Option Scheme.
The exercise of the share options is conditional upon the fulfilment of
certain performance targets relating to the Group over the financial years
2025 to 2027 (the "Performance Targets"). The number of share options to be
exercisable will be determined on the date of 2027 Results Announcement. The
Performance Targets have been determined by the Board and specified in the
grant letter of Dr Su. To the extent that the Performance Targets have not
been met, the relevant number of share options granted to Dr Su will lapse.
Price(s) Volume(s)
c) Price(s) and volume(s) Nil 1,493,435
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 2025-06-09
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A
e)
Date of the transaction
2025-06-09
f)
Place of the transaction
Outside a trading venue
About HUTCHMED
HUTCHMED (Nasdaq/AIM:HCM; HKEX:13) is an innovative, commercial-stage,
biopharmaceutical company. It is committed to the discovery and global
development and commercialization of targeted therapies and immunotherapies
for the treatment of cancer and immunological diseases. Since inception it has
focused on bringing drug candidates from in-house discovery to patients around
the world, with its first three medicines marketed in China, the first of
which is also approved around the world including in the US, Europe and Japan.
For more information, please visit: www.hutch‑med.com
(https://www.hutch-med.com/) or follow us on LinkedIn
(https://www.linkedin.com/company/hutchmed/) .
Forward-Looking Statements
This announcement contains forward-looking statements within the meaning of
the "safe harbor" provisions of the US Private Securities Litigation Reform
Act of 1995. Forward-looking statements involve risks and uncertainties.
Existing and prospective investors are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of the date hereof.
For further discussion of these and other risks, see HUTCHMED's filings with
the US Securities and Exchange Commission, on AIM and on HKEX. HUTCHMED
undertakes no obligation to update or revise the information contained in this
announcement, whether as a result of new information, future events or
circumstances or otherwise.
CONTACTS
Investor Enquiries +852 2121 8200 / ir@hutch-med.com (mailto:ir@hutch-med.com)
Media Enquiries
FTI Consulting - +44 20 3727 1030 / HUTCHMED@fticonsulting.com
(mailto:HUTCHMED@fticonsulting.com)
Ben Atwell / Alex Shaw +44 7771 913 902 (Mobile) / +44 7779 545 055 (Mobile)
Brunswick - Zhou Yi +852 9783 6894 (Mobile) / HUTCHMED@brunswickgroup.com
(mailto:HUTCHMED@brunswickgroup.com)
Panmure Liberum Nominated Advisor and Joint Broker
Atholl Tweedie / Emma Earl / Rupert Dearden +44 20 7886 2500
HSBC Joint Broker
Simon Alexander / Alina Vaskina / Arnav Kapoor +44 20 7991 8888
Cavendish Joint Broker
Geoff Nash / Nigel Birks +44 20 7220 0500
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