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ADDENTAX GROUP CORP.

For the period ended Mar 31, 2026. Filed Jun 29, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Jun 29, 2026

ATXG$2.56-6.2%Stored close · as of Nov 9, 2026

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Contents

Item 11. Executive Compensation

The following tables set forth certain information about compensation paid, earned or accrued for services by our Executive Officer for the fiscal years ended March 31, 2026 and 2025:

Summary Compensation Table

Name and Principal Position · Year · Salary ($) · Bonus ($) · Stock Awards ($) · Option Awards ($) · Non-Equity Incentive Plan Compensation ($) · Non-Qualified Deferred Compensation Earnings ($) · All Other Compensation ($) · Totals ($)
Hong Zhida2026$133,903010,000(1)0000$143,903
(Chief Executive Officer)2025$17,229000000$17,229
Huang Chao2026$31,579010,000(1)0000$41,579
(Chief Financial Officer)2025$31,579000000$31,579
Wu Rui(2)20263,6450000003,645
(Chief Operating Officer)202500000000

(1) On August 11, 2025, the Company issued and granted shares of Common Stock to certain directors and executive officers pursuant to the 2024 Equity Incentive Plan. Mr. Hong Zhida and Mr. Huang Chao each received 23,095 shares (prior to giving effect to the 1-for-15 reverse stock split effective March 30, 2026). The stock award amounts shown above were calculated based on $0.433 per share, the last reported sale price of the Company’s Common Stock on Nasdaq on August 8, 2025, as disclosed in the Company’s Form S-8 filed on August 11, 2025.

(2) Mr. Wu was appointed by the Company on December 12, 2025.

Employment Agreements

Mr. Hong Zhida is the Company’s Chief Executive Officer, President and Secretary. There is no employment agreement between the Company and Hong Zhida. Mr. Hong’s compensation is $1,436 per month. Mr. Hong may be entitled to options from time to time as authorized and approved by the Compensation Committee or the Board of Directors. On August 11, 2025, the Board approved an increase in Mr. Hong Zhida’s annual salary from $17,229 to $200,000, effective immediately. The salary amount shown for fiscal year 2026 reflects a pro-rated amount based on the prior annual salary through August 10, 2025 and the increased annual salary beginning August 11, 2025.

Mr. Huang Chao is the Company’s Chief Financial Officer and Treasurer. On April 15, 2019, the Company entered into an employment agreement with Mr. Chao. Mr. Chao’s compensation is $2,631 per month. Mr. Chao may be entitled to options from time to time as authorized and approved by the Compensation Committee or the Board of Directors.

Mr. Wu Rui is the Company’s Chief Operating Officer. On December 12, 2025, the Company entered into an employment agreement with Mr. Wu. Pursuant to the agreement, Mr. Wu is entitled to an annual salary of $12,000, payable on the last day of each calendar year. The agreement contains customary termination, confidentiality, non-solicitation and indemnification provisions. Mr. Wu may be entitled to options from time to time as authorized and approved by the Compensation Committee or the Board of Directors.

Stock Option Plan

On May 28, 2024, our Board adopted our 2024 Equity Incentive Plan (the “2024 Equity Incentive Plan”), which was approved by our shareholders at our annual shareholders meeting on June 28, 2024. The 2024 Equity Incentive Plan gives us the ability to grant stock options, stock appreciation rights (SARs), restricted stock and other stock-based awards to officers, directors (including independent directors), employees or consultants of our company or of any subsidiary of our company and to non-employee members of our advisory board or our Board or the board of directors of any of our subsidiaries. The Board and the Compensation Committee believe the ability to grant restricted stock, stock options and make other stock-based awards under the Plan is an important factor in attracting, stimulating and retaining qualified and distinguished personnel with proven ability and vision to serve as employees, officers, consultants or members of the Board or advisory board of our company and our subsidiaries, and to chart our course towards continued growth and financial success. The maximum number of shares of Common Stock issuable under the 2024 Equity Incentive Plan is 89,667 shares of Common Stock (after giving effect to the Company’s 1-for-15 reverse stock split effected on March 30, 2026).

Grants of Plan-Based Awards

On August 11, 2025, and the Company granted an aggregate of 161,665 shares of Common Stock, or 10,778 shares after giving effect to the 1-for-15 reverse stock split effective March 30, 2026, to certain directors and executive officers pursuant to the 2024 Equity Incentive Plan. The recipients were Hong Zhida, Huang Chao, Hong Zhiwang, Alex P. Hamilton, Li Weilin and Xiao Jiangping (Gary). Before giving effect to the reverse stock split, Hong Zhiwang received 46,190 shares and each of the other recipients received 23,095 shares. These incentive shares vested immediately. The stock-based compensation expense recognized in connection with these shares was $70,001.

On March 24, 2026, the Compensation Committee approved equity awards under the Company’s 2024 Equity Incentive Plan to Mr. Hong Zhida, the Company’s Chief Executive Officer, and Mr. Wu Rui, the Company’s Chief Operating Officer. The awards were granted on April 8, 2026 and vested immediately upon grant. Pursuant to the awards, Mr. Wu Rui received 66,667 shares of common stock and Mr. Hong Zhida received 12,222 shares of common stock (in each case after giving effect to the March 30, 2026 reverse stock split). Because the grant date occurred after March 31, 2026, these awards are not reflected in the fiscal 2026 Summary Compensation Table.

Outstanding Equity Awards

As of March 31, 2026, there were no outstanding equity awards held by our named executive officers.

Option Exercises and Stock Vested

No options were exercised by our named executive officers duringthe fiscal year ended March 31, 2026. The stock awards granted on August 11, 2025 vested immediately upon grant.

Compensation of Directors

Summary Compensation Table

Name and Position(1)YearSalary ($)Bonus ($)Stock Awards ($)Option Awards ($)Non-Equity Incentive Plan Compensation ($)Non-Qualified Deferred Compensation Earnings ($)All Other Compensation ($)Totals ($)
Alex P. Hamilton2026$15,000010,0000000$25,000
(Independent Director)2025$15,000000000$15,000
Li Weilin2026$15,000010,0000000$25,000
(Independent Director)2025$15,000000000$15,000
Xiao Jiangping (Gary)2026$15,000010,0000000$25,000
(Independent Director)2025$15,000000000$15,000

(1) Mr. Hong Zhida served as a director during fiscal years ended March 31, 2026 and 2025. Compensation received by Mr. Hong Zhida is reported in the Summary Compensation Table and is therefore not included in the Director Compensation Table.

Mr. Li Weilin has entered into an independent director agreement with the company, pursuant to which Mr. Li receives annual cash compensation of $15,000 payable quarterly in advance on the first business day of each calendar quarter.

Mr. Alex P. Hamilton has entered into an independent director agreement with the Company, pursuant to which Mr. Hamilton receives annual cash compensation of $15,000 payable quarterly in advance on the first business day of each calendar quarter.

Mr. Xiao Jiangping (Gary) has entered into an independent director agreement with the Company, pursuant to which Mr. Xiao receives annual cash compensation of $15,000 payable quarterly in advance on the first business day of each calendar quarter.

Pension, Retirement or Similar Benefit Plans

There are no arrangements or plans in which we provide pension, retirement or similar benefits for directors or executive officers. We have no material bonus or profit sharing plans pursuant to which cash or non-cash compensation is or may be paid to our directors or executive officers, except that stock options may be granted at the discretion of the board of directors or a committee thereof.

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