Stock Abbreviation: SEMCORP
Stock Code: 002812
Yunnan Energy New Material Co., Ltd.
2026 Restricted Stock Incentive Plan
(Draft)
June 2026
Statement
The Company and all directors guarantee that this incentive plan and its summary do not contain any false records, misleading statements, or major omissions, and assume individual and joint legal liability for their truthfulness, accuracy, and completeness.
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 for Equity Incentives of Listed Companies, other relevant laws, regulations, and normative documents, and the Articles of Association of Yunnan Energy New Material Co., Ltd.
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The incentive tool adopted in this plan is restricted stock. The source of the shares is the Company's A-share common stock repurchased from the secondary market by Yunnan Energy New Material Co., Ltd. (hereinafter referred to as the "Company").
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The Company intends to grant 3,674,288 restricted shares to the incentive targets. The underlying stock is RMB A-share common stock, accounting for approximately 0.37% of the Company's total share capital of 982,131,897 shares at the time of the announcement of this draft. This plan is a one-time grant with no reserved shares.
As of the date of this announcement, the total number of underlying shares involved in all of the Company's equity incentive plans within the validity period does not exceed 10% of the Company's total share capital. The number of shares granted to any single incentive target under all equity incentive plans within the validity period does not exceed 1% of the Company's total share capital.
If the Company undergoes capital reserve capitalization, stock dividend distribution, share subdivision or consolidation, or rights issues between the announcement date of this draft and the completion of the restricted stock registration, the number of shares granted will be adjusted accordingly.
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The incentive targets are directors, senior management, and core technical (business) personnel serving at the Company (including subsidiaries within the scope of the consolidated financial statements) at the time of this announcement, totaling 116 people.
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The grant price for the restricted stock is 33.28 yuan per share.
If the Company undergoes capital reserve capitalization, stock dividend distribution, share subdivision or consolidation, rights issues, or dividend payments between the announcement date of this draft and the completion of the restricted stock registration, the grant price will be adjusted accordingly.
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The validity period of this incentive plan commences from the date of completion of the restricted stock grant registration until the date when all restricted stocks granted to the incentive targets are unlocked or repurchased and cancelled, with a maximum duration of 44 months.
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The Company does not fall under the circumstances stipulated in Article 7 of the Administrative Measures for Equity Incentives of Listed Companies that prohibit the implementation of equity incentives:
(1) The financial accounting report for the most recent fiscal year was issued with an adverse opinion or a disclaimer of opinion by a certified public accountant;
(2) The internal control report for the most recent fiscal year was issued with an adverse opinion or a disclaimer of opinion by a certified public accountant;
(3) Failure to distribute profits in accordance with laws, regulations, the Articles of Association, or public commitments within the last 36 months after listing;
(4) Circumstances where equity incentives are prohibited by laws and regulations;
(5) Other circumstances recognized by the CSRC.
- The incentive targets do not include independent directors, nor do they include shareholders or actual controllers who individually or collectively hold more than 5% of the Company's shares, or their spouses, parents, or children. The incentive targets comply with Article 8 of the Administrative Measures for Equity Incentives of Listed Companies and do not fall under the following circumstances: