GYRE THERAPEUTICS, INC. — fact timeline

GYRE THERAPEUTICS, INC. shareholders approved Approval of Conversion of Series B Preferred Stock at the 2026-06-10 meeting.

“Proposal 4: Approval of Conversion of Series B Preferred Stock The issuance of shares of the Company’s common stock, par value $0.001 per share, upon conversion of the Company’s Series B Convertible Preferred Stock, par value $0.001 per share, was approved, in accordance with Nasdaq Listing Rule 5635(a), as follows: Votes For Votes Against Abstentions Broker Non-Votes 70,497,125 16,031 1,285 1,985,197”

GYRE THERAPEUTICS, INC. shareholders approved Ratification of Independent Auditor at the 2026-06-10 meeting.

“Proposal 3: Ratification of Independent Auditor The appointment of Grant Thornton Zhitong Certified Public Accountants LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified as follows: Votes For Votes Against Abstentions Broker Non-Votes 72,487,596 11,626 416 0”

GYRE THERAPEUTICS, INC. shareholders approved Non-Binding Advisory Vote on Executive Compensation at the 2026-06-10 meeting.

“Proposal 2: Non-Binding Advisory Vote on Executive Compensation The compensation of the Company’s named executive officers was approved, on a non-binding, advisory basis, as follows: Votes For Votes Against Abstentions Broker Non-Votes 70,478,374 34,907 1,160 1,985,197”

GYRE THERAPEUTICS, INC. shareholders approved Election of Class II Directors at the 2026-06-10 meeting.

“The following Class II director nominees were elected to serve until the 2029 Annual Meeting of Stockholders based upon the following votes: Nominee Votes For Votes Withheld Broker Non-Votes • David M. Epstein, Ph.D. 70,160,332 354,109 1,985,197 • Dan Weng, M.D. 70,483,425 31,016 1,985,197”

GYRE THERAPEUTICS, INC. reported the three months ended March 31, 2026 results: revenue $22.5 million, EPS $(0.10). Guidance reaffirmed.

“in such a filing. --- EX-99.1 (EX-99.1) --- EX-99.1 Exhibit 99.1 Gyre Therapeutics Reports First Quarter 2026 Results and Provides Business Update Q1 2026 revenue of $22.5 million; GAAP basic EPS: $(0.10) Full year 2026 revenue guidance of $100.5 to $111.0 million affirmed NDA for F351 (hydronidone) for CHB-associated liver fibrosis submitted to China’s”

GYRE THERAPEUTICS, INC.: Filed a Certificate of Designation creating a new series of preferred stock in connection with a merger.

“The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.”

GYRE THERAPEUTICS, INC. completed an acquisition involving Cullgen Inc. for all-stock transaction that valued Cullgen at approximately $300 million (closed 2026-05-04).

“Revenue Code of 1986, as amended. Under the terms of the Merger Agreement, the Company acquired Cullgen in an all-stock transaction that valued Cullgen at approximately $300 million. At the effective time of the Merger (the “Effective Time”), each then outstanding share of Cullgen capital stock (the “Cullgen Capital Stock”), excluding shares of Cullgen”

Ruoyu Chen resigned as Chief Financial Officer at GYRE THERAPEUTICS, INC..

“Ruoyu Chen, who resigned from her position as Chief Financial Officer on such date.”

Thomas Eastling was appointed as Chief Financial Officer at GYRE THERAPEUTICS, INC..

“the Company appointed Thomas Eastling as Chief Financial Officer of the Company, to succeed Ruoyu Chen, who resigned from her position as Chief Financial Officer on such date.”

Ying Luo was appointed as Chief Executive Officer, President, Director at GYRE THERAPEUTICS, INC..

“effective immediately after the Effective Time, the Company appointed Ying Luo, Ph.D. as Chief Executive Officer and President of the Company and to the Board as a Class I director.”

Songjiang Ma resigned as Director, President at GYRE THERAPEUTICS, INC..

“Thomas Eastling and Songjiang Ma resigned from the board of directors of the Company (the "Board") and any respective committee of the Board to which they were members, and Mr. Ma also resigned from his position as President of the Company on such date.”

Thomas Eastling resigned as Director and Member of Committees at GYRE THERAPEUTICS, INC..

“Thomas Eastling and Songjiang Ma resigned from the board of directors of the Company (the "Board") and any respective committee of the Board to which they were members”

GYRE THERAPEUTICS, INC. reported the fourth quarter and full year ended December 31, 2025 results: revenue $116.6 million. Guidance reaffirmed.

“Full-year 2025 revenue increased 10% year-over-year to $116.6 million, within revised guidance range Full year 2026 revenue guidance of $100.5 to $111.0 million”

GYRE THERAPEUTICS, INC.: Gyre Therapeutics expects to file a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock in connection with a merger, creating a new class of preferred stock with specific dividend, voting, conversion, and anti-takeover provisions (effective 2026-03-02).

“The Company expects to file with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the "Certificate of Designation") in connection with the Merger referenced in Item 1.01 above.”

GYRE THERAPEUTICS, INC. entered into Registration Rights Agreement with Cullgen, Inc. and certain holders of Cullgen Capital Stock valued at Undisclosed.

“In connection with the closing of the Merger, the Company will enter into a Registration Rights Agreement (the “Registration Rights Agreement”) with Cullgen and certain holders of shares of Cullgen Capital Stock signatory thereto (the “Company Holders”).”

GYRE THERAPEUTICS, INC. entered into Lock-Up Agreements with Certain executive officers, directors and stockholders of Company and Cullgen valued at Undisclosed (effective 2026-03-02).

“Concurrently with the execution of the Merger Agreement, certain executive officers, directors and stockholders of the Company and Cullgen have entered into lock-up agreements (the “Lock-Up Agreements”) pursuant to which, subject to specified exceptions, they have agreed not to transfer their shares of Company Common Stock (or shares convertible for Company Common Stock) for (a) with respect to one-third of the shares of Company Common Stock held by them, the 180-day period following the Merger Closing Date, (b) with respect to one-third of the shares of Company Common Stock held by them, the twelve-month period following the Merger Closing Date, and (c) with respect to one-third of the shares of Company Common Stock held by them, the eighteen month period following the Merger Closing Date.”

GYRE THERAPEUTICS, INC. entered into Support Agreements with Cullgen, Inc. and certain stockholders valued at Undisclosed (effective 2026-03-02).

“Concurrently with the execution of the Merger Agreement, (i) certain officers, directors, and stockholders of the Company (solely in their respective capacities as Company stockholders) have entered into support agreements with the Company and Cullgen to vote all of their shares of Company Common Stock in favor of the Conversion Proposal (the “Company Support Agreement”), and (ii) certain officers, directors and stockholders of Cullgen (solely in their respective capacities as Cullgen stockholders) have entered into support agreements with the Company and Cullgen to vote all of their shares of Cullgen Capital Stock in favor of the adoption and approval of the Merger Agreement and the transactions contemplated thereby and against any alternative acquisition proposals (the “ Cullgen Support Agreement” and together with the Company Support Agreement, the “ Support Agreements”).”

GYRE THERAPEUTICS, INC. entered into Merger Agreement with Cullgen, Inc. valued at Undisclosed (effective 2026-03-02).

“Each of the Company and Cullgen has agreed to customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants relating to (1) using commercially reasonable efforts to obtain the requisite approval of its stockholders, (2) non-solicitation of alternative acquisition proposals, (3) the conduct of their respective businesses during the period between the date of signing the Merger Agreement and the closing of the Merger, and (4) the Company filing with the U.S. Securities and Exchange Commission (the “SEC”) a proxy statement and other relevant materials relating to the Conversion Proposal (as defined below).”

Ping Zhang was appointed as Class I director and lead independent director at GYRE THERAPEUTICS, INC..

“On January 5, 2025, the Board appointed Ping Zhang as a Class I director of the Company. Mr. Zhang was also appointed as the lead independent director of the Board and a member of the Nominating Committee.”

Ying Luo resigned as Chairman at GYRE THERAPEUTICS, INC..

“On December 31, 2024, Ying Luo, Ph. D. resigned as Chairman and a member of the board of directors (the “Board”) of Gyre Therapeutics, Inc. (the “Company”), as chair and a member of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”) and as Chairman and a member of the board of directors of Gyre Pharmaceuticals Co., Ltd. (the “Gyre Pharmaceuticals Board”), the Company’s majority indirectly owned subsidiary (“Gyre Pharmaceuticals”), effective immediately, due to his need to focus on other responsibilities at GNI Group Ltd.”

David Epstein was appointed as Class II director at GYRE THERAPEUTICS, INC..

“the Board of Directors (the “Board”) of Gyre Therapeutics, Inc. (the “Company”) appointed David Epstein, Ph.D. as a Class II director to serve until the Company’s 2026 Annual Meeting of Stockholders and until his successor is duly elected and qualified.”

Nassim Usman resigned as Director at GYRE THERAPEUTICS, INC..

“On June 28, 2024, Nassim Usman, Ph.D. informed the Company that he intended to resign from the Board, effective as of June 30, 2024.”

GYRE THERAPEUTICS, INC. reported the three months ended March 31, 2024 results: revenue $27.2 million.

“of the condensed consolidated financial statements. Financial Results for the Quarter Ended March 31, 2024 • Revenues: For the three months ended March 31, 2024, revenues were $27.2 million as a result of Gyre’s indirect controlling interest in Gyre Pharmaceuticals. For the three months ended March 31, 2023, revenues were $24.9 million. The increase was driven by a”

GYRE THERAPEUTICS, INC. reported year ended December 31, 2023 results: revenue $112.1 million.

“inflammation modulators. ETUARY became commercially available in the PRC in 2011 and has been included in the National Reimbursement Drug List since 2017. • Generated sales of $112.1 million in 2023. For the year ended December 31, 2023, Gyre Pharmaceuticals generated $112.1 million in sales of ETUARY, representing an increase of 13% from the previous year. As of”

GYRE THERAPEUTICS, INC. received a nasdaq compliance regained notice regarding audit committee (rules 5605).

“March 22, 2024, Gyre Therapeutics, Inc. (the “ Company”) received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) informing the Company that it had regained compliance with the audit committee composition requirements as set forth in Nasdaq Listing Rule 5605 for continued listing on The Nasdaq Capital Market. As previously disclosed, on January 17, 2024, the Company was notified by Nasdaq that it was not in compliance with Nasdaq Listing Rule 5605 because its Audit Committee was not comprised of at least three “independent directors” (as defined in Nasdaq Listing Rule 5605(a)(2)). The C”

Rodney Nussbaum was appointed as Director at GYRE THERAPEUTICS, INC..

“appointed Rodney Nussbaum as a Class III director to serve until the Company’s 2024 Annual Meeting of Stockholders and until his successor is duly elected and qualified.”

GYRE THERAPEUTICS, INC. reported FY2023 (January to December) results: revenue 26,010, net income 9,504, EPS 169.50. Guidance reaffirmed.

“Profit attributable to owners of the parent Total comprehensive income for the year Million yen % Million yen % Million yen % Million yen % Million yen % Million yen % FY2023 26,010 49.3 13,108 851.3 12,612 - 9,504 - 8,094 - 10,662 - FY2022 17,418 37.3 1,377 (15.2) 767 (30.6) (868) - 388 (63.5) 187 (88.1) Basic earnings per share Diluted earnings per share”

GYRE THERAPEUTICS, INC. received a nasdaq noncompliance notice notice regarding audit committee (rules 5605).

“January 17, 2024, the Company received a letter from Nasdaq confirming that t he Company is no longer in compliance with Nasdaq’s audit committee composition requirements as set forth in Nasdaq Listing Rule 5605, which requires that the audit committee of a listed company be comprised of at least three “independent directors” (as defined in Nasdaq Listing Rule 5605(a)(2)) . Pursuant to Nasdaq Listing Rule 5605(c)(4), the Company intends to rely on the cure period to reestablish compliance with Nasdaq Listing Rule 5605. The cure period is generally defined as until the earlier of the Company’”

Dr. Renate Parry was appointed as Chair of Compensation Committee at GYRE THERAPEUTICS, INC..

“Effective as of January 15, 2024, the Board appointed Dr. Renate Parry as Chair of the Board’s Compensation Committee, replacing Dr. Han Ying”

Dr. Han Ying changed role as Member of Audit Committee at GYRE THERAPEUTICS, INC..

“On January 15, 2024, Dr. Ying stepped down as a member of the Board’s Audit Committee.”

Dr. Han Ying changed role as Chair of Compensation Committee at GYRE THERAPEUTICS, INC..

“Dr. Han Ying, who stepped down as Chair and member of such committee.”

Dr. Han Ying was appointed as Chief Executive Officer at GYRE THERAPEUTICS, INC..

“On January 15, 2024, the Company entered into an employment agreement with Dr. Ying (the “Employment Agreement”) to serve as the Company’s Chief Executive Officer.”

Charles Wu retired as Chief Executive Officer at GYRE THERAPEUTICS, INC..

“Dr. Charles Wu, whose employment with the Company will terminate on such date pursuant to his retirement for health reasons.”

Han Ying was appointed as Chief Executive Officer at GYRE THERAPEUTICS, INC..

“On December 13, 2023, Gyre Therapeutics, Inc. (the “Company”) appointed Dr. Han Ying as the Company’s Chief Executive Officer, effective January 15, 2024, to succeed Dr. Charles Wu, whose employment with the Company will terminate on such date pursuant to his retirement for health reasons.”

GYRE THERAPEUTICS, INC. engaged Grant Thornton Zhitong Certified Public Accountants LLP as its auditor.

“(b) Engagement of Independent Registered Public Accounting Firm On the Closing Date, the Audit Committee engaged Grant Thornton Zhitong Certified Public Accountants LLP (“Grant Thornton”) as Gyre’s independent registered public accounting firm.”

GYRE THERAPEUTICS, INC. dismissed EisnerAmper LLP as its auditor.

“(a) Dismissal of Independent Registered Public Accounting Firm Prior to the Closing Date, EisnerAmper LLP (“EisnerAmper”) served as the independent registered public accounting firm of Catalyst. On the Closing Date, following the completion of Catalyst’s audit for the year ended December 31, 2022 and the subsequent interim periods through September 30, 2023, which consisted only of the accounts of Catalyst, and the filing of Catalyst’s Annual Report on Form 10-K for the year ended December 31, 2022 and Catalyst’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2023, June 30, 2023 and September 30, 2023, the Audit Committee (the “Audit Committee”) of Gyre’s board of directors dismissed EisnerAmper as Gyre’s independent registered public accounting firm.”

Seline Miller departed as Interim Chief Financial Officer at GYRE THERAPEUTICS, INC..

“Seline Miller, Catalyst’s Interim Chief Financial Officer, ceased to be an officer of Gyre”

Nassim Usman departed as President and Chief Executive Officer at GYRE THERAPEUTICS, INC..

“Nassim Usman, Ph.D., Catalyst’s President and Chief Executive Officer, ceased to be an officer of Gyre”

GYRE THERAPEUTICS, INC.: Amended and restated bylaws to update proxy and DGCL provisions, remove director range requirement, and make other updates (effective 2023-10-30).

“On October 30, 2023, in connection with the Transactions and with the new SEC rules regarding universal proxy cards and certain recent amendments to the Delaware General Corporation Law (the “DGCL”), the Board adopted an amendment and restatement of Gyre’s Amended and Restated Bylaws (as so amended and restated, the “Amended and Restated Bylaws”), effective as of such date”

GYRE THERAPEUTICS, INC.: Amendment to Certificate of Designation of Series X Convertible Preferred Stock to increase designated shares and delete certain conversion payment provision (effective 2023-10-30).

“On October 30, 2023, prior to the Closing, Gyre filed an amendment to Certificate of Designation of Preferences, Rights and Limitations of Series X Convertible Preferred Stock (the “Certificate of Designation” and such amendment, the “Amendment to Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the Private Placement, effective on October 30, 2023.”

GYRE THERAPEUTICS, INC.: Certificate of amendment filed to effect Authorized Share Increase, Reverse Stock Split (1-for-15), and Name Change (effective 2023-10-30).

“On October 27, 2023, prior to the Closing, Catalyst filed a certificate of amendment to Catalyst’s Fourth Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to effect the Authorized Share Increase, the Reverse Stock Split and the Name Change, each with an effective time of 12:01 a.m. Eastern Time on October 30, 2023 (the “Effective Time”).”

GYRE THERAPEUTICS, INC. underwent a change of control involving Beijing Continent Pharmaceuticals Co., Ltd for Catalyst acquired an indirect controlling interest in Beijing Continent Pharmaceuticals Co., Ltd ("BC") pursuant to the Business Combination Agreement, which in (closed 2023-10-30).

“On October 30, 2023 (the "Closing Date"), Gyre Therapeutics, Inc. (formerly known as Catalyst Biosciences, Inc.) (prior to the Closing Date, "Catalyst" and after the Closing Date, "Gyre") consummated the previously announced business combination (the "Closing") pursuant to that certain Business Combination Agreement, dated as of December 26, 2022 and as amended on March 29, 2023 and August 30, 2023 (the "Business Combination Agreement"), by and among Catalyst, GNI USA, Inc., a Delaware corporation ("GNI USA"), GNI Group Ltd., a company incorporated under the laws of Japan with limited liability ("GNI Group"), GNI Hong Kong Limited, a company incorporated under the laws of Hong Kong with limited liability ("GNI HK"), Shanghai Genomics, Inc., a company organized under the laws of the People's Republic of China ("Shanghai Genomics"), the Minority Holders (as defined therein) and Continent Pharmaceuticals Inc., a Cayman Islands company limited by shares ("CPI") (such transactions contempla”

Ying Luo was appointed as Chairman of the Board at GYRE THERAPEUTICS, INC..

“Ying Luo, Ph.D. is serving as the Chairman of the Board.”

Han Ying was appointed as Director at GYRE THERAPEUTICS, INC..

“Han Ying, Ph.D. (as a Class II Director)”

Charles Wu was appointed as Director at GYRE THERAPEUTICS, INC..

“Charles Wu, Ph.D. (as a Class III Director)”

Renate Perry was appointed as Director at GYRE THERAPEUTICS, INC..

“Renate Perry, Ph.D. (as a Class III Director)”

Songjiang Ma was appointed as Director at GYRE THERAPEUTICS, INC..

“appointed the following five (5) individuals to the Board: Gordon G. Carmichael, Ph.D. (as a Class I Director), Songjiang Ma (as a Class I Director)”

Gordon G. Carmichael was appointed as Director at GYRE THERAPEUTICS, INC..

“appointed the following five (5) individuals to the Board: Gordon G. Carmichael, Ph.D. (as a Class I Director), Songjiang Ma (as a Class I Director)”

Andrea Hunt resigned as Director at GYRE THERAPEUTICS, INC..

“Augustine Lawlor and Andrea Hunt each notified the board of directors of Catalyst of his or her intention to resign from the Board and committees of the Board on which he or she served, effectively immediately.”

Augustine Lawlor resigned as Director at GYRE THERAPEUTICS, INC..

“Augustine Lawlor and Andrea Hunt each notified the board of directors of Catalyst of his or her intention to resign from the Board and committees of the Board on which he or she served, effectively immediately.”