Zai Lab (ZLAB) Proxy filing summary

Voting matters and shareholder proposals

• Nine director nominees are up for re-election to serve until the 2027 annual general meeting, subject to earlier resignation or removal.

• Appointment of KPMG LLP and KPMG as independent auditors for the year ending December 31, 2026, is up for approval.

• Board authority to fix auditor compensation for 2026 is subject to shareholder approval.

• Advisory vote on executive compensation for named executive officers is included.

• Proposals include mandates to issue up to 10% new shares and to repurchase up to 10% of issued shares until the 2027 meeting.

Board of directors and corporate governance

• Nine individuals are nominated for re-election to the board, with each recommended by the board.

Executive compensation and say-on-pay

• Advisory approval is sought for the compensation of named executive officers as disclosed in the proxy statement.