ABVC BioPharma (ABVC) Proxy filing summary

Executive summary

• Special shareholder meeting scheduled for September 18, 2026, to be held virtually, with participation and voting instructions provided for all shareholders.

• Three key proposals to be voted on: approval of the 2026 Equity Incentive Plan, ratification of equity awards granted since February 16, 2026, and authorization for potential issuance of shares for land acquisitions in Taiwan.

• Board of Directors unanimously recommends voting in favor of all three proposals.

• Record date for voting eligibility is July 24, 2026, with 26,554,365 shares of common stock outstanding.

Voting matters and shareholder proposals

• Proposal 1: Approve the 2026 Equity Incentive Plan, which replaces the terminated 2016 Plan and introduces a new formula for share reserves and an evergreen provision.

• Proposal 2: Ratify 600,000 equity awards granted to two advisors after the 2016 Plan's termination and before the 2026 Plan's approval.

• Proposal 3: Authorize issuance of up to 6,638,591 shares (or equivalent securities) at not less than $1.00 per share for land acquisitions in Taiwan, potentially exceeding 20% of outstanding shares, to comply with Nasdaq rules.

• Each proposal requires a majority of votes cast for approval.

Board of directors and corporate governance

• Board members are responsible for soliciting proxies and making recommendations on all proposals.

• Ms. Shuling Jiang, a director, is the proposed seller in the related-party land acquisition transaction.

• Board retains authority to determine final terms of land acquisition and related share issuance.