GULF RESOURCES, INC.
For the period ended Dec 31, 2025. Filed Aug 17, 2026.
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FY2025 · Filed Aug 17, 2026
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Item 13. Certain Relationships and Related Transactions
It is our policy to not enter any transaction (other than compensation arrangements in the ordinary course) with any director, executive officer, employee, or principal stockholder or party related to them, unless authorized by a majority of the directors having no interest in the transaction, upon a favorable recommendation by the Audit Committee (or a majority of its disinterested members).
The following table sets forth certain information regarding beneficial ownership of Common Stock, as of the date of this annual report, by each of Company’s directors and executive officers; all executive officers and directors as a group, and each person known to Company to own beneficially more than 5% of Company’s Common Stock. Except as otherwise noted, the persons identified have sole voting and investment powers with respect to their shares. As of the date of this annual report, there were 1,813,531 shares of the Company’s Common Stock outstanding.
| Name of Beneficial Owner (1) · Number of Shares · Percent of Class | |||
|---|---|---|---|
| Xiaobin Liu (CEO and Chairman) | 43,812 | (2) | 2.4% |
| Yibo Yang (Director) | — | — | |
| Min Li (CFO) | 43,812 | (2) | 2.4% |
| Naihui Miao (COO) | 43,812 | (2) | 2.4% |
| Shengwei Ma (Director) | 2,400 | (3) | * |
| Qiang Liu (Director) | — | (4) | * |
| Shitong Jiang (Director) | 2,600 | (5) | * |
| Dongshan Wang (Director) | 2,300 | (6) | * |
| All Directors and Executive Officers as a Group (eight persons) | 138,736 | 7.7% | |
| Wenxiang Yu | 101,595 | (7) | 5.6% |
| Shandong Haoyuan Industry Group Ltd. | 82,495 | (7) | 4.6% |
| Ming Yang | 198,568 | (8) | 11.0% |
- Less than 1%.
(1) The address of each director and executive officer is c/o Gulf Resources, Inc., Level 11, Vegetable Building, Industrial Park of the East City, Shouguang City, Shandong Province, 262700, the People’s Republic of China.
| (2) | Consists of 43,812 shares held by each individual. |
| (3) | Consists of 2,400 shares held by Mr. Ma. |
| (4) | Consists of none shares held by Mr. Liu. |
| (5) | Consists of 2,600 shares held by Mr. Jiang. |
| (6) | Consists of 2,300 shares held by Mr. Wang. |
(7) The address of the shareholder is c/o Gulf Resources, Inc., Level 11, Vegetable Building, Industrial Park of the East City, Shouguang City, Shandong Province, 262700, the People’s Republic of China. Chen Yang serves as the General Manager, and owns 82% equity interest, of Shandong Haoyuan Industry Group Ltd.
(8) Consists of 63,477 shares owned by Ming Yang, 101,595 shares owned by Ms. Wenxiang Yu, the wife of Mr. Yang, 33,496 shares owned by Mr. Zhi Yang, Mr. Yang’s son. Mr. Yang disclaims beneficial ownership of the shares owned by his wife and son.
Equity Compensation Plan Information
2019 Incentive Stock Plan
On December 18, 2019, the Company’s Annual General Meeting adopted and approved the 2019 Omnibus Equity Incentive Plan of Gulf Resources, Inc. (the”2019 Plan”). Under the 2019 Plan, the Company has reserved a total of 2,068,398 shares of common stock for issuance as or under awards to be made to the directors, officers, employees and/or consultants of the Company and its subsidiaries.
On November 30, 2021, the Company’s Annual General Meeting approved to amend the 2019 Plan to increase the number of shares of common stock authorized for issuance under the plan by 900,000 shares.
On September 9, 2025, the Company’s Annual General Meeting adopted and approved the 2025 Stock Incentive Plan of Gulf Resources, Inc. (the”2025 Plan”). As of December 31, 2025, there is 14,000 shares remained for future issuance under the 2019 Plan.
On January 9, 2026, the Company registered an additional 103,378 common stocks, par value 0.0005 per share issued under the Company’s the 2019 Plan, after giving effect of the 10-to-1 reserve stock split as previously announced on Form 8-K filed with SEC on October 22, 2025 and 200,000 common stocks issuable pursuant to the 2025 Plan.
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