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Stock Code: 002364 Stock Abbreviation: Zhongheng Electric Announcement No.: 2026-25
Hangzhou Zhongheng Electric Co., Ltd.
Third Employee Stock Ownership Plan
(Draft)
Summary
July 2026
Statement
The Company and all members of the Board of Directors guarantee that the contents of this employee stock ownership plan are true, accurate, and complete, with no false records, misleading statements, or major omissions.
Risk Warning
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The Company's third employee stock ownership plan must be approved by the Company's general meeting of shareholders before it can be implemented. There is uncertainty as to whether this draft plan will be approved.
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The specific scale, funding sources, contribution amounts, and implementation plan for this employee stock ownership plan are preliminary results; there is uncertainty regarding whether they can be fully implemented.
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If the total amount of employee subscription funds is low, there is a risk that this employee stock ownership plan cannot be established; if the employee subscription shares are insufficient, there is a risk that the plan will be smaller than expected.
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There is uncertainty as to whether this employee stock ownership plan can achieve its goals. The description of company performance appraisal indicators in this plan does not represent the company's performance forecasts and does not constitute a performance commitment.
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The Company will disclose relevant progress in accordance with regulations. Investors are advised to make decisions cautiously and pay attention to investment risks.
Special Tips
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The third employee stock ownership plan of Hangzhou Zhongheng Electric Co., Ltd. (hereinafter referred to as the "Company", "Zhongheng Electric") is formulated in accordance with the "Company Law of the People's Republic of China", the "Securities Law of the People's Republic of China", the "Guiding Opinions on Pilot Employee Stock Ownership Plans for Listed Companies", the "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Standardized Operation of Main Board Listed Companies", and other relevant laws, regulations, and the "Articles of Association of Hangzhou Zhongheng Electric Co., Ltd.".
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This employee stock ownership plan follows the principles of legality, compliance, voluntary participation, and risk-taking, and there is no forced participation or allocation.
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The participants of this employee stock ownership plan are the Company's (including subsidiaries) directors, senior management, and core personnel. The total number of employees participating in this plan does not exceed 40, including 5 directors and senior management. The specific number of participants will be determined based on actual employee payments.
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The total capital for this employee stock ownership plan does not exceed 40 million RMB, with "shares" as the subscription unit, each share being 1 RMB, for a total of no more than 40 million shares. The funding source for this plan is the legal compensation of employees, self-raised funds, and other methods permitted by laws and regulations. The Company does not provide financial assistance such as advances, guarantees, or loans to holders in any way.
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The source of shares for this employee stock ownership plan is the 1,804,400 A-share common shares of Zhongheng Electric already repurchased in the Company's special securities account for repurchases, accounting for 0.32% of the Company's total share capital on the date of the announcement of this draft.
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After the implementation of this employee stock ownership plan, the total number of shares held by all effective incentive plans of the Company will not exceed 10% of the Company's total share capital, and the total number of shares corresponding to the equity interests obtained by a single employee will not exceed 1% of the Company's total share capital.
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The transfer price of the Company's shares for this employee stock ownership plan is determined to be 21.79 RMB/share, which is not lower than the higher of the following: