BioKey (Cayman) Completes Spin‑Off from ABVC; Files Separation Agreements

What Happened
BioKey (Cayman), Inc. announced that the spin‑off from ABVC BioPharma, Inc. became effective as of 11:59 p.m. (NY time) on August 21, 2026. ABVC distributed 4,500,390 ordinary shares of BioKey to ABVC common stockholders at a ratio of 0.169464 BioKey share per ABVC share (record date July 24, 2026), resulting in ABVC common stockholders collectively owning 15% of BioKey and ABVC retaining approximately 85% (remaining the controlling shareholder). The company filed its final Information Statement (Exhibit 99.1) and incorporated a Registration Statement declared effective by the SEC. BioKey intends to apply to have its Ordinary Shares quoted on the OTC Markets; no trading market currently exists.

Key Details

• Distribution Date: August 21, 2026 (effective 11:59 p.m. NYC time); Record Date: July 24, 2026.
• Shares distributed: 4,500,390 Ordinary Shares (0.169464 per ABVC common share); post‑distribution ownership: ABVC ~85%, distributed holders ~15%.
• Material agreements entered (dated June 22, 2026): Separation and Distribution Agreement (Exhibit 2.1), Transitional Services Agreement (Exhibit 10.1), Tax Matters Agreement (Exhibit 10.2), Employee Matters Agreement (Exhibit 10.3).
• Information Statement (final) filed as Exhibit 99.1; company plans to pursue OTC Markets quotation but has no trading symbol yet.

Why It Matters
This filing documents BioKey’s formal separation from ABVC and the contractual framework that will govern their post‑spin relationship (services, tax allocation, employee matters, indemnities and mutual releases). For investors, the key takeaways are that ABVC remains the controlling shareholder (limiting free float/liquidity for new BioKey shareholders), BioKey has no current public trading market (liquidity depends on a future OTC listing), and the Transitional Services and other agreements may affect BioKey’s near‑term operations and costs. These are material items to consider when evaluating ownership, governance and potential trading opportunities in the shares once a market is established.