J-Star Holding Co., Ltd. 2025 Equity Incentive Plan Adoption

J-Star Holding Co., Ltd. has adopted the 2025 Equity Incentive Plan, effective December 11, 2025. This plan allows for discretionary grants of options, share appreciation rights, restricted shares, restricted share units, performance units, and performance shares to employees, directors, and consultants. The maximum number of Class A ordinary shares issuable under the plan is 3,354,075. The company is utilizing a home country rule exemption from NASDAQ, allowing it to follow Cayman Islands corporate law regarding shareholder approval for share issuances, as certified by its legal counsel. This exemption permits the company to issue securities without prior shareholder approval in situations typically requiring it under NASDAQ rules, such as equity-based compensation or changes in control. The full details of the plan and the exemption are provided in the filing exhibits.