300005SZSE

Independent Financial Advisor Report on the 2026 Restricted Stock Incentive Plan (Draft) of Pathfinder Holdings Group Co., Ltd.

✨ AI Summary

This report evaluates the 2026 Restricted Stock Incentive Plan proposed by Pathfinder Holdings Group Co., Ltd. It involves 72 participants, including executives and key personnel, with a total of 6.7268 million shares to be granted. The plan aims to align management interests with shareholder value and is subject to shareholder approval.

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Full Translation

AI Translation· azure_openai

1. Definitions

The following terms, unless otherwise specified, have the meanings ascribed to them in this document:

  • Company, our company, listed company, Pathfinder refers to Pathfinder Holdings Group Co., Ltd.
  • Independent financial advisor, this independent financial advisor refers to GF Securities Co., Ltd.
  • Independent financial advisor report refers to the independent financial advisor report on the 2026 Restricted Stock Incentive Plan (Draft) of Pathfinder Holdings Group Co., Ltd.
  • Incentive plan (draft) refers to the "2026 Restricted Stock Incentive Plan (Draft) of Pathfinder Holdings Group Co., Ltd."
  • This plan, this incentive plan refers to the 2026 Restricted Stock Incentive Plan of Pathfinder Holdings Group Co., Ltd.
  • Incentive objects refer to the personnel who are granted restricted stocks according to this incentive plan.
  • Restricted stocks, first category restricted stocks refer to the certain number of company stocks granted to incentive objects under the conditions and prices specified in this incentive plan, which are subject to a certain period of restriction and can only be released after meeting the conditions for lifting restrictions specified in this incentive plan.
  • Grant date refers to the date on which the company grants restricted stocks to the incentive objects, which must be a trading day.
  • Grant price refers to the price paid by the incentive objects for each share of the underlying stock granted by the company.
  • Validity period refers to the period from the grant date of the restricted stocks until all restricted stocks granted to the incentive objects are released from restrictions or repurchased and canceled.
  • Restriction period refers to the period during which the restricted stocks granted to the incentive objects cannot be transferred, used as collateral, or repaid for debts.
  • Lifting restriction period refers to the period during which the restricted stocks held by the incentive objects can be released from restrictions and listed for trading after the conditions for lifting restrictions specified in this incentive plan are met.
  • Lifting restriction conditions refer to the conditions that must be met for the incentive objects to lift the restrictions on the restricted stocks granted to them according to this incentive plan.
  • Repurchase price refers to the price that the company must pay to repurchase each share of restricted stock from the incentive objects under specific conditions according to the relevant provisions of this incentive plan.
  • Nomination and remuneration assessment committee refers to the nomination and remuneration assessment committee established by the company's board of directors.
  • CSRC refers to the China Securities Regulatory Commission.
  • Stock exchange refers to the Shenzhen Stock Exchange.
  • Registration and clearing company refers to the China Securities Depository and Clearing Corporation Limited Shenzhen Branch.
  • Company Law refers to the Company Law of the People's Republic of China.
  • Securities Law refers to the Securities Law of the People's Republic of China.
  • Listing Rules refer to the Listing Rules for the Growth Enterprise Market of the Shenzhen Stock Exchange.
  • Management Measures refer to the Management Measures for Equity Incentives of Listed Companies.
  • Self-regulatory Guidelines No. 1 refers to the Self-regulatory Guidelines No. 1 for Growth Enterprise Market Listed Companies of the Shenzhen Stock Exchange - Business Handling.
  • Articles of Association refers to the Articles of Association of Pathfinder Holdings Group Co., Ltd.
  • Assessment Measures refer to the Implementation Assessment Management Measures for the 2026 Restricted Stock Incentive Plan of Pathfinder Holdings Group Co., Ltd.
  • Yuan, ten thousand refers to Renminbi Yuan, Renminbi ten thousand.
    Note: 1. The financial data and financial indicators cited in this document, unless otherwise specified, refer to the financial data of the consolidated statements and the financial indicators calculated based on such financial data. 2. If there is a discrepancy between the total and the sum of individual items in this document, it is due to rounding.

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