BioNexus Gene Lab Corp

Equity Awards to Officers, Directors and Certain Employees

On August 15, 2025, our Board of Directors approved equity compensation arrangements for our Chief Executive Officer, Chief Financial Officer, each of our independent non-executive directors, and two key employees of MRNA Scientific Sdn. Bhd. (collectively, the “Participants”). These awards will be made as standalone compensatory arrangements, and issuance is subject to the fulfilling of all required regulatory approvals.

CEO Option Award. The Board approved non-qualified stock options to purchase four tranches of shares (300,000 each) with exercise prices of $8.00, $12.00, $20.00 and $30.00 per share, 10-year terms. Tranche A vests in three equal annual instalments, the first upon the fulfilling of all required regulatory approvals and then on January 1 st of the applicable year thereafter. Tranches B, C, and D are performance-based and vest 100% upon achievement of a 20-trading-day VWAP at or above the applicable floor price within five years after the grant date, subject to continued service. Unvested Tranches B/C/D remain eligible to vest for up to 24 months following a termination other than for cause if the price hurdles are later met (subject to a customary release and transition cooperation). All unvested CEO options accelerate immediately prior to a qualifying change in control.

CFO Option Awards. The Board approved three annual non-qualified stock option grants of 30,000 options each for 2025, 2026, and 2027 with exercise prices of $6.00, $10.00 and $15.00, respectively, with the first instalment vesting on the grant date, and each subsequent instalment on the first anniversary of the applicable grant date, subject to continued service. Unvested awards accelerate upon a qualifying change in control.

Director Option Awards. Each independent director will receive three annual grants of 30,000 options for 2025, 2026, and 2027 with exercise prices of $6.00, $10.00 and $15.00, respectively, 10-year terms, with the first instalment vesting on the grant date, and each subsequent instalment on the first anniversary of the applicable grant date, subject to continued service. Unvested awards accelerate upon a qualifying change in control.

Key Person Option Awards. Each of two key employees of MRNA Scientific will receive three annual grants of 20,000 options for 2025, 2026, and 2027 with exercise prices of $6.00, $10.00 and $15.00, respectively, 10-year terms, with the first instalment vesting on the grant date, and each subsequent instalment on the first anniversary of the applicable grant date, subject to continued service. Unvested awards accelerate upon a qualifying change in control.

The Board also approved a Form of Non-Qualified Stock Option Agreement for use with the awards that is filed with this report as Exhibit 10.8.