Note 12 — Share-Based Compensation

On February 26, 2025, the Group adopted the 2025 Share Incentive Plan to grant share-based compensation awards to employees, directors, and consultants to incentivize performance and align their interests with the Group.

On June 3, 2026, the Group had reserved an aggregate of 760,000 Class A Ordinary Shares for issuance under its ESOP pursuant to amendment No.1 to 2025 Stock Incentive Plan, subject to adjustment and anti-dilution provisions.

The maximum aggregate number of Class A Ordinary Shares authorized for issuance under the 2025 Share Incentive Plan was 360,250 shares as of June 30, 2025, and was increased by 760,000 shares, to 1,120,250 shares, by Amendment No. 1 to the Plan approved on June 3, 2026, giving retroactive effect to the 1-for-10 Reverse Share Split effected on September 8, 2025.

During the year ended June 30, 2026, 360,250 Class A Ordinary Shares were fully vested immediately upon grant during the year. Accordingly, no awards were outstanding on June 30, 2026. No awards were granted, vested or issued during the years ended June 30, 2025 and 2024.

The fair value of the Class A Ordinary Shares granted was based on the closing market prices on the respective grant dates. The weighted-average grant-date fair value of the 360,250 Class A Ordinary Shares granted during the year ended June 30, 2026 was US$1.27 per share, and the total grant-date fair value was HKD3,569,912 (US$455,230).

The Group recognized share-based compensation expense of HKD3,569,912 (US$455,230) in general and administrative expenses for the year ended June 30, 2026. The compensation expense is not tax deductible, and no cash was received by the Group in respect of these shares.

As of June 30, 2026 and 2025, 760,000 and 360,250 Class A Ordinary Shares remained available for future grant under the 2025 Stock Incentive Plan, respectively. As of June 30, 2026 and 2025, there was no unrecognized compensation cost related to unvested share-based awards.