Agape ATP Corp

Mr. How Kok Choong, the Chief Executive Officer, President, Director Chief Operating Officer, Chairman of the Board of Directors and Secretary entitled $434,777 and $ 403,012 as total salaries and received $288,284 and $403,012 as total salaries for the years ended December 31, 2025 and 2024, respectively. Mr. How Kok Choong had not received any (i) Stock compensation; (ii) Option awards, (iii) Non-equity incentive plan compensation, (iv) Non-qualified deferred compensation earnings and (v) Any other compensations.

Dr. Wilfrendo Fernando Cortizowas appointed as an executive director and entered into an employment agreement with the Company on November 21, 2023 and the employment agreement will take immediate effect. Dr. Wilfrendo Fernando Cortizo entitled $36,000 and $36,000 as director fee and received $30,000 and $36,000 as director fee compensationfor the year ended December 31, 2025 and 2024, respectively. Dr. Wilfredo Fernando Cortizo also entitled $60,000 and $60,000 worth of common stock as stock-based compensationfor the year ended December 31, 2025 and 2024, respectively.

Mr. Andrew Lee Kam Fan was appointed and entered into an employment agreement with the Company on January 12, 2021. Mr. Andrew Lee Kam Fan entitled and received $46,440 and $46,440 as total salaries for the year ended December 31, 2025 and 2024, respectively.

Mr. Ramesh Ruben Louis was appointed and entered into an independent director agreement with the Company on March 30, 2022 and the independent director agreement will take effect on October 11, 2023, the listing day of our stock on NASDAQ Capital Market. Mr. Ramesh entitled and received $21,600 and $21,600 as total independent director fee for the year ended December 31, 2025 and 2024, respectively.

Dr. John Hing Vong was appointed and entered into an independent director agreement with the Company on September 22, 2022 and the independent director agreement will take effect on October 11, 2023, the listing day of our stock on NASDAQ Capital Market. On November 15, 2024, Dr. John resigned as our independent director and serve as our executive director and deputy chairman of the Company. On November 24, 2025, Dr. John resigned as our executive director and deputy chairman of the Company. Dr. John Hing Vong entitled $32,400 and $23,400 as total independent director fee and received $30,000 and $23,400 as total independent director fee for the year ended December 31, 2025 and 2024, respectively.

Dr. Ni Luh Dharma Kerti Natih was appointed and entered into an independent director agreement with the Company on October 1, 2024 and the independent director agreement will take immediate effect. Dr. Natih entitled $21,600 and $5,400 as total independent director fee and received $16,200 and $5,400 as total independent director fee for the year ended December 31, 2025 and 2024, respectively.

Dr. Kadende Kaiser Rose Marie was appointed and entered into an independent director agreement with the Company on November 15, 2024 and the independent director agreement will take immediate effect. Dr. Rose entitled $21,600 and $2,700 as total independent director fee and received $16,200 and $2,700 as total independent director fee for the year ended December 31, 2025 and 2024, respectively.

Summary of Compensation

Stock Option Grants

We have not granted any stock options to our executive officers since our incorporation.

Compensation Discussion and Analysis

Director Compensation

As the Chief Executive Officer, President, Director Chief Operating Officer, Chairman of the Board of Directors and Secretary, Mr. How Kok Choong is entitled a monthly salary of $33,333. His salary shall accrue on a day-to-day basis, payable in arrears on the last day of each calendar month, provided that if his employment is terminated prior to the end of a calendar month, his compensation for the month shall be pro-rated to reflect his period of service up to the date of termination.

Mr. Wilfrendo Fernando Cortizois entitled a monthly salary of $3,000. He is also entitled to receive a stock-based compensation of $60,000 per annum. His compensation, i.e., salary and stock-based compensation shall accrue on a day-to-day basis, payable in arrears on the last day of each calendar month, provided that if his employment is terminated prior to the end of a calendar month, his compensation for the month shall be pro-rated to reflect his period of service up to the date of termination.

Prior to Dr. John Hing Vong resignation as our independent director on November 15, 2024, Dr. John Hinv Vong was entitled quarterly independent director fee of $5,400. Upon to his appointment as our executive director on November 15, 2024, he is entitled a monthly salary of $3,000. His compensation shall accrue on a day-to-day basis, payable in arrears on the last day of each calendar month, provided that if his employment is terminated prior to the end of the month, his compensation for the month shall be pro-rated to reflect his period of service up to the date of termination.

As Chief Financial Officer of the Company, Mr. Andrew Lee Kam Fan is paid a monthly salary of $3,870. His salary shall accrue on a day-to-day basis, payable in arrears on the last day of each calendar month, provided that if his employment is terminated prior to the end of a calendar month, his compensation for the month shall be pro-rated to reflect his period of service up to the date of termination.

Mr. Ramesh Ruben Louis as an independent director of the Company is entitled quarterly independent director fee of $5,400. His compensation, i.e., independent director fee shall accrue on a day-to-day basis, payable in arrears on the last calendar day of each quarter, provided that if his employment is terminated prior to the end of the quarter, his compensation for the quarter shall be pro-rated to reflect his period of service up to the date of termination.

Dr. Ni Luh Dharma Kerti Natih as an independent director of the Company is entitled quarterly independent director fee of $5,400. Her compensation, i.e., independent director fee shall accrue on a day-to-day basis, payable in arrears on the last calendar day of each quarter, provided that if her employment is terminated prior to the end of the quarter, her compensation for the quarter shall be pro-rated to reflect her period of service up to the date of termination.

Dr. Kadende Kaiser Rose Marie as an independent director of the Company is entitled quarterly independent director fee of $5,400. Her compensation, i.e., independent director fee shall accrue on a day-to-day basis, payable in arrears on the last calendar day of each quarter, provided that if her employment is terminated prior to the end of the quarter, her compensation for the quarter shall be pro-rated to reflect her period of service up to the date of termination.

Executive Compensation Philosophy

Our Board of Directors determines the compensation given to our executive officers in their sole determination. Our Board of Directors reserves the right to pay our executive or any future executives a salary, and/or issue them shares of common stock in consideration for services rendered and/or to award incentive bonuses which are linked to our performance, as well as to the individual executive officer’s performance. This package may also include long-term stock-based compensation to certain executives, which is intended to align the performance of our executives with our long-term business strategies. Additionally, while our Board of Directors has not granted any performance base stock options to date, the Board of Directors reserves the right to grant such options in the future, if the Board in its sole determination believes such grants would be in the best interests of the Company.

Incentive Bonus

The Board of Directors may grant incentive bonuses to our executive officer and/or future executive officers in its sole discretion, if the Board of Directors believes such bonuses are in the Company’s best interest, after analyzing our current business objectives and growth, if any, and the amount of revenue we are able to generate each month, which revenue is a direct result of the actions and ability of such executives.

Long-term, Stock Based Compensation

In order to attract, retain and motivate executive talent necessary to support the Company’s long-term business strategy we may award our executive and any future executives with long-term, stock-based compensation in the future, at the sole discretion of our Board of Directors, which we do not currently have any immediate plans to award.

Clawback Policy

We have also adopted a Clawback Policy to provide for the recovery of erroneously awarded incentive-based compensation from executive officers in accordance with Rule 10D-1 of the Exchange Act, a copy of which is filed as an exhibit to this report.

The following is a summary of the material terms of the Clawback Policy. This summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Clawback Policy.

Overview. The Clawback Policy applies to incentive-based compensation received by executive officers, and provides for the recovery of erroneously awarded compensation following an accounting restatement.

Recovery of Erroneously Awarded Compensation. In the event of an accounting restatement, the Compensation Committee will determine the amount of erroneously awarded compensation based on restated financial information. The Committee will issue a demand to each affected executive officer for repayment or return of such compensation. For stock price or total shareholder return-based compensation that cannot be directly recalculated, the Compensation Committee will use a reasonable estimate to determine the amount to be recovered.

Discretion and Enforcement. The Compensation Committee has the discretion to determine the method of recovery, considering relevant circumstances. The Company will pursue all reasonable actions to recover such compensation, including legal measures, and the executive officer may be required to cover associated expenses.

Exceptions to Recovery. The Clawback Policy provides that recovery is not required if the Compensation Committee determines that recovery would be impracticable, and (i) the costs of recovery exceed the amount to be recovered or (ii) if recovery would result in the failure of a tax-qualified retirement plan to meet legal requirements. Documentation must be provided to the Nasdaq if an exception is invoked.

Prohibition on Indemnification. The Company is prohibited from indemnifying or insuring any executive officer for amounts clawed back under the Clawback Policy or for claims related to its enforcement. The Clawback Policy supersedes any conflicting agreements whether entered into before, on, or after its effective date.

Administration and Interpretation. The Compensation Committee administers and interprets the Clawback Policy. Its determinations are final and binding.

Scope and Applicability. The Clawback Policy applies to all current and former executive officers who received incentive-based compensation during the three completed fiscal years or other applicable period preceding an accounting restatement. It also binds executive officers’ heirs and legal representatives as required by applicable law.