Release Date: August 12, 2026 Statement Date: August 11, 2026 Statement Time: 17:18:54 Company Code: 3706 Company Name: MiTAC Subject: Announcement of the Board's Resolution to Issue the Second Employee Stock Option Warrants Applicable Clause: Clause 11 Factual Date: August 11, 2026

Details: 1. Board Resolution Date: August 11, 2026 2. Issuance Period: Within two years from the date of official approval by the competent authority, the warrants may be issued in one or multiple tranches based on actual needs. The actual issuance date shall be determined by the Chairman authorized by the Board. 3. Eligibility Criteria for Option Holders: (a) Limited to employees of the Company and its domestic and international controlled or affiliated companies ("controlled or affiliated companies" as defined under the Financial Supervisory Commission's letter No. 1070121068 dated December 27, 2018). The eligibility benchmark date shall be determined by the Chairman. (b) The actual employees eligible for stock options and the number of shares allocated will be determined based on criteria such as seniority, job level, performance, overall contribution, or special achievements. These criteria will serve as the basis for review and approval by the Compensation Committee, Audit Committee, and Board of Directors. The Chairman will finalize and register the list. For employees who are managers or concurrently serve as directors, the proposal must first be approved by the Compensation Committee and then submitted to the Board for resolution. For employees who are neither managers nor directors, the proposal must first be approved by the Audit Committee and then submitted to the Board. (c) Under Article 56-1, Paragraph 1 of the "Securities Issuance Rules for Public Companies," the total number of shares any single option holder may purchase through employee stock warrants, combined with restricted employee shares previously granted, shall not exceed 0.3% of the total issued shares. Additionally, the cumulative number of shares granted under Article 56, Paragraph 1 shall not exceed 1% of total issued shares. However, if specially approved by the relevant central authority, a single employee may exceed these limits. 4. Total Number of Warrants to be Issued: 3,000 units 5. Number of Shares per Warrant Unit: 1,000 shares 6. Total Number of New Shares to be Issued upon Exercise or Shares to be Repurchased under Article 28-2 of the Securities and Exchange Act: 3,000,000 shares 7. Exercise Price: The closing price of the Company's common stock on the issuance date shall serve as the exercise price. 8. Exercise Period: Option holders may exercise their rights from the second anniversary of grant until ten days before maturity, excluding the share transfer suspension period specified in Article 8, Paragraph 1. The warrant's validity period is six years and is non-transferable, except in cases of inheritance.

Schedule Cumulative Exercise Ratio ------------------- ------------------------- After 2 years 50% After 3 years 75% After 4 years 100%

9. Type of Shares to be Subscribed: Common shares of the Company. 10. Handling upon Employee Resignation or Inheritance: (1) Voluntary Resignation / Dismissal Option warrants with exercisable rights may be exercised within three months from the resignation or dismissal effective date. Non-exercisable warrants shall be deemed forfeited on the resignation or dismissal date. (2) Leave of Absence with Salary Suspended Employees on approved unpaid leave may exercise exercisable warrants within three months from the start of leave. Unexercised rights during this period shall be forfeited. Non-exercisable warrants shall resume upon return to work, but the exercise schedule shall be extended by the leave duration, within the warrant's validity period. (3) Retirement Granted warrants may be fully exercised upon retirement, exempt from the phased exercise schedule, provided the two-year vesting period has passed. However, the exercise must occur within one year from the later of the retirement date or the second anniversary of grant. (4) Death Exercisable warrants may be exercised by heirs within one year from the date of death. Non-exercisable warrants shall be forfeited on the date of death. (5) Occupational Injury Resulting in Disability or Death In cases of death or disability due to occupational injury, heirs or the employee may fully exercise granted warrants upon termination or death, exempt from the phased schedule, provided the two-year vesting period has passed. Exercise must occur within one year from the later of termination/death date or the second anniversary of grant. (6) Transfer If an option holder is transferred to an affiliated company, the warrants shall be treated as if the employee resigned. However, if the transfer is due to company operational needs, the granted rights remain unaffected. (7) Other Termination of Employment For other unlisted reasons for employment termination or adjustment, the exercise rights and timing shall follow Clause 10(2) or be determined by the Chairman. (8) Failure to exercise within the specified period shall result in forfeiture of rights. 11. Other Exercise Conditions: Warrants that have expired, been voluntarily abandoned, or forfeited under the above provisions shall be canceled and not reissued. 12. Settlement Method: The exercise of these employee stock warrants shall be settled by issuing new shares. 13. Adjustment of Exercise Price: (a) Upon Cash Dividend Distribution If the Company distributes cash dividends on common shares after the issuance of these warrants, the exercise price shall be adjusted on the ex-dividend benchmark date using the following formula (rounded to the nearest NT$0.10, with amounts below NT$0.01 rounded down): Adjusted Exercise Price = Pre-adjustment Exercise Price × (1 - Cash Dividend per Share / Market Price per Share) Note: Market price per share shall be the simple arithmetic average of the closing prices of the common shares on the business day immediately preceding the ex-dividend announcement, or the average of the previous 1, 3, or 5 business days. (b) Upon Increase in Issued Common Shares After issuance, if the Company increases its issued common shares (excluding conversions from convertible securities, employee bonus shares, or restricted employee shares), such as through capital increases (public or private), surplus reserves, capital reserves, mergers, acquisition of other companies' shares, stock splits, or issuance of overseas depository receipts, the exercise price shall be adjusted on the ex-rights benchmark date using the following formula (rounded to NT$0.10): Adjusted Exercise Price = Pre-adjustment Exercise Price × [Issued Shares + (Subscription Amount per Share × New Shares Issued) / Market Price per Share] / (Issued Shares + New Shares Issued) In case of par value change: Adjusted Exercise Price = Pre-adjustment Exercise Price × (Pre-change Issued Common Shares / Post-change Issued Common Shares)

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  • Source: PR Times
  • Category: Funding