Stock Abbreviation: Zhongyuan Neipei
Stock Code: 002448
Zhongyuan Internal Combustion Engine Parts Group Co., Ltd.
2026 Restricted Stock Incentive Plan (Draft) Summary
July 2026
Statement
The Company and all directors guarantee that this incentive plan and its summary contain no false records, misleading statements, or material omissions, and assume individual and joint legal liability for their truthfulness, accuracy, and completeness.
All incentive recipients of the Company promise that if the Company is found to have false records, misleading statements, or material omissions in its information disclosure documents, resulting in non-compliance with the granting or exercising of equity interests, the incentive recipients shall return all benefits obtained from this incentive plan to the Company after such false records, misleading statements, or material omissions are confirmed.
Special Notice
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This incentive plan 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 Administrative Measures on Equity Incentives of Listed Companies, other relevant laws, regulations, and normative documents, and the Articles of Association of Zhongyuan Internal Combustion Engine Parts Group Co., Ltd.
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The incentive tool adopted in this incentive plan is restricted stock. The source of the shares is the Company's A-share common stock, which will be issued by Zhongyuan Internal Combustion Engine Parts Group Co., Ltd. (hereinafter referred to as "Zhongyuan Neipei," "the Company," or "this Company") to the incentive recipients on a directional basis.
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The number of restricted shares proposed to be granted to the incentive recipients under this incentive plan is 19.50 million shares, accounting for 3.31% of the Company's total share capital of 588.409646 million shares at the time of the announcement of this draft. This incentive plan is a one-time grant with no reserved interests.
After the implementation of this incentive plan, the total number of underlying shares involved in all of the Company's equity incentive plans within their validity period shall not exceed 10.00% of the Company's total share capital. The total number of the Company's shares granted to any single incentive recipient through all equity incentive plans within their validity period shall not exceed 1.00% of the Company's total share capital at the time the incentive plan is submitted to the shareholders' meeting for deliberation.
If the Company undergoes capital reserve conversion, stock dividend distribution, share subdivision, share consolidation, or rights issues between the date of the announcement of this draft and the completion of the registration of restricted shares, the number of restricted shares to be granted will be adjusted accordingly in accordance with this incentive plan.
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The total number of incentive recipients proposed to be granted under this incentive plan is 207, including directors, senior management, core management (technical and business) personnel, and other personnel deemed necessary by the Board of Directors who are employed by the Company (including branches and subsidiaries) at the time of the announcement of this incentive plan. This does not include independent directors, nor does it include shareholders or actual controllers who individually or collectively hold more than 5% of the Company's shares, or their spouses, parents, or children.
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The grant price of the restricted shares to be granted to the incentive recipients is 5.65 yuan/share.
If the Company undergoes capital reserve conversion, stock dividend distribution, share subdivision, share consolidation, rights issues, or dividend payments between the date of the announcement of this draft and the completion of the registration of restricted shares, the grant price of the restricted shares will be adjusted accordingly in accordance with this incentive plan.
- The validity period of this incentive plan shall commence from the date of completion of the registration of the restricted shares and end on the date when all restricted shares granted to the incentive recipients are unlocked or repurchased and cancelled, with a maximum duration of 36 months.