Hong Kong, Shanghai, & Florham Park, NJ: Wednesday, April 27, 2022: HUTCHMED (China) Limited (“HUTCHMED” or the “Company”) (Nasdaq/AIM: HCM; HKEX:13) today announces that all ordinary resolutions and special resolution put to its Annual General Meeting (“AGM”) held on April 27, 2022 were duly passed. The poll results of the resolutions were as follows:
Ordinary Resolutions |
Number of Votes (%)* |
Passed by Shareholders |
|||
For
|
Against
|
Withheld# |
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1. |
To consider and adopt the audited financial statements, and the reports of the directors and independent auditors for the year ended December 31, 2021.
|
686,224,906 (99.9996%) |
2,960 (0.0004%) |
7,697,445
|
Yes |
2(A). |
To re-elect Mr TO Chi Keung, Simon as a director.
|
635,955,913 (92.4452%) |
51,971,563 (7.5548%) |
5,997,835 | Yes |
2(B). |
To re-elect Dr Weiguo SU as a director.
|
686,123,331 (99.7377%) |
1,804,145 (0.2623%) |
5,997,835 | Yes |
2(C). |
To re-elect Mr CHENG Chig Fung, Johnny as a director.
|
685,947,446 (99.7122%)
|
1,980,030 (0.2878%) |
5,997,835 | Yes |
2(D). |
To re-elect Dr Dan ELDAR as a director.
|
684,647,400 (99.5232%) |
3,280,076 (0.4768%) |
5,997,835 | Yes |
2(E). |
To re-elect Ms Edith SHIH as a director.
|
681,250,085 (99.0294%) |
6,677,146 (0.9706%) |
5,998,080 | Yes |
2(F). |
To re-elect Mr Paul Rutherford CARTER as a director.
|
686,252,741 (99.7566%)
|
1,674,735 (0.2434%) |
5,997,835 | Yes |
2(G). |
To re-elect Dr Karen Jean FERRANTE as a director.
|
687,778,031 (99.9783%) |
149,445 (0.0217%) |
5,997,835 | Yes |
2(H). |
To re-elect Mr Graeme Allan JACK as a director.
|
674,126,615 (98.1141%) |
12,957,617 (1.8859%) |
6,841,079 | Yes |
2(I). |
To re-elect Professor MOK Shu Kam, Tony as a director.
|
670,413,452 (97.4558%)
|
17,501,649 (2.5442%) |
6,010,210 | Yes |
3. |
To appoint PricewaterhouseCoopers and PricewaterhouseCoopers Zhong Tian LLP as the auditors of the Company for Hong Kong financial reporting and U.S. financial reporting purposes, respectively, and to authorize the Directors to fix the auditors’ remuneration.
|
685,514,922 (98.7906%) |
8,392,264 (1.2094%) |
18,125 | Yes |
Special Resolution | |||||
4.
|
To grant a general mandate to the directors of the Company to issue additional shares.^
|
683,701,055 (99.3864%) |
4,221,351 (0.6136%) |
6,002,905 | Yes |
Ordinary Resolutions | |||||
5(1). |
To grant a general mandate to the directors of the Company to repurchase shares of the Company.^
|
687,914,356 (99.9989%) |
7,770 (0.0011%) |
6,003,185 | Yes |
5(2). |
To refresh the scheme mandate limit under the Long Term Incentive Plan.^
|
601,082,095 (91.7604%) |
53,973,751 (8.2396%) |
38,869,465 | Yes |
* Percentages rounded to 4 decimal places
# A vote withheld is not a vote in law and is not counted in the calculation of the proportion of the votes for and against a resolution.
^ The full text of Resolutions 4 and 5 are set out in the Notice of AGM.
All directors of the Company, namely Mr TO Chi Keung, Simon, Dr Weiguo SU, Mr CHENG Chig Fung, Johnny, Dr Dan ELDAR, Ms Edith SHIH, Mr Paul Rutherford CARTER, Dr Karen Jean FERRANTE, Mr Graeme Allan JACK and Professor MOK Shu Kam, Tony, attended the AGM, either in person or by means of electronic facilities.
Notes:
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. It has more than 4,600 personnel across all its companies, at the center of which is a team of about 1,500 in oncology/immunology. Since inception it has advanced 12 cancer drug candidates from in-house discovery into clinical studies around the world, with its first three oncology drugs now approved and marketed in China. For more information, please visit: www.hutch‑med.com or follow us on LinkedIn.
Hong Kong, Shanghai & Florham Park, NJ — Thursday, April 21, 2022: HUTCHMED (China) Limited (“HUTCHMED”) (Nasdaq/AIM: HCM; SEHK:13) announces that the non-performance based awards granted under the Long Term Incentive Plan (“LTIP”) on April 20, 2020 to the following persons discharging managerial responsibilities were vested on April 20, 2022:-
Award Holder | Number of American depositary shares (“ADS”) | |
Mr Simon To (Executive Director) | 2,3971 | |
Dr Dan Eldar (Non-executive Director (“NED”)) | 2,397 | |
Ms Edith Shih (NED) | 2,3972 | |
Mr Paul Carter (Independent Non-executive Director (“INED”)) | 2,0373 | |
Dr Karen Ferrante (INED) | 2,397 | |
Mr Graeme Jack (INED) | 2,397 | |
Professor Tony Mok (INED) | 2,397 | |
Notes:
|
The notifications set out below are provided in accordance with the requirements of the UK Market Abuse Regulation.
(a) Dr Dan Eldar
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Dr Dan Eldar | ||||
2 | Reason for the notification | |||||
a) | Position/status | Non-Executive Director | ||||
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 Identification code |
ADS each representing five Ordinary Shares of US$0.10 ADS ISIN: US44842L1035 |
||||
b) | Nature of the transaction | Vesting of awards granted on April 20, 2020 under HUTCHMED’s LTIP | ||||
c) | Price(s) and volume(s) |
|
||||
d) | Aggregated information
|
N/A | ||||
e) | Date of the transaction | 2022-04-20 | ||||
f) | Place of the transaction | Outside a trading venue |
(b) Mr Paul Carter
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Mr Paul Carter | ||||
2 | Reason for the notification | |||||
a) | Position/status | Independent Non-Executive Director | ||||
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 Identification code |
ADS each representing five Ordinary Shares of US$0.10 ADS ISIN: US44842L1035 |
||||
b) | Nature of the transaction | Vesting of awards granted on April 20, 2020 under HUTCHMED’s LTIP | ||||
c) | Price(s) and volume(s) |
|
||||
d) | Aggregated information
|
N/A | ||||
e) | Date of the transaction | 2022-04-20 | ||||
f) | Place of the transaction | Outside a trading venue |
(c) Dr Karen Ferrante
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Dr Karen Ferrante | ||||
2 | Reason for the notification | |||||
a) | Position/status | Independent Non-Executive Director | ||||
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 Identification code |
ADS each representing five Ordinary Shares of US$0.10 ADS ISIN: US44842L1035 |
||||
b) | Nature of the transaction | Vesting of awards granted on April 20, 2020 under HUTCHMED’s LTIP | ||||
c) | Price(s) and volume(s) |
|
||||
d) | Aggregated information
|
N/A | ||||
e) | Date of the transaction | 2022-04-20 | ||||
f) | Place of the transaction | Outside a trading venue |
(d) Mr Graeme Jack
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Mr Graeme Jack | ||||
2 | Reason for the notification | |||||
a) | Position/status | Independent Non-Executive Director | ||||
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 Identification code |
ADS each representing five Ordinary Shares of US$0.10 ADS ISIN: US44842L1035 |
||||
b) | Nature of the transaction | Vesting of awards granted on April 20, 2020 under HUTCHMED’s LTIP | ||||
c) | Price(s) and volume(s) |
|
||||
d) | Aggregated information
|
N/A | ||||
e) | Date of the transaction | 2022-04-20 | ||||
f) | Place of the transaction | Outside a trading venue |
(e) Professor Tony Mok
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
a) | Name | Professor Tony Mok | ||||
2 | Reason for the notification | |||||
a) | Position/status | Independent Non-Executive Director | ||||
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 Identification code |
ADS each representing five Ordinary Shares of US$0.10 ADS ISIN: US44842L1035 |
||||
b) | Nature of the transaction | Vesting of awards granted on April 20, 2020 under HUTCHMED’s LTIP | ||||
c) | Price(s) and volume(s) |
|
||||
d) | Aggregated information
|
N/A | ||||
e) | Date of the transaction | 2022-04-20 | ||||
f) | Place of the transaction | Outside a trading venue |
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. It has more than 4,600 personnel across all its companies, at the center of which is a team of about 1,500 in oncology/immunology. Since inception it has advanced 12 cancer drug candidates from in-house discovery into clinical studies around the world, with its first three oncology drugs now approved and marketed in China. For more information, please visit: www.hutch‑med.com or follow us on LinkedIn.
Investor Enquiries |
|
Mark Lee, Senior Vice President | +852 2121 8200 |
Annie Cheng, Vice President | +1 (973) 567 3786 |
Media Enquiries |
|
Americas – Brad Miles, Solebury Trout |
+1 (917) 570 7340 (Mobile) bmiles@troutgroup.com |
Europe – Ben Atwell / Alex Shaw, FTI Consulting |
+44 20 3727 1030 / +44 7771 913 902 (Mobile) / +44 7779 545 055 (Mobile) HUTCHMED@fticonsulting.com |
Asia – Zhou Yi, Brunswick |
+852 9783 6894 (Mobile) HUTCHMED@brunswickgroup.com |
Nominated Advisor |
|
Atholl Tweedie / Freddy Crossley, Panmure Gordon (UK) Limited |
+44 (20) 7886 2500 |