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Shenzhen Xinguodu Co., Ltd. 2026 Stock Option Incentive Plan (Draft)

XGD INC.··41 pages

✨ AI Summary

This document outlines the 2026 stock option incentive plan for Shenzhen Xinguodu Co., Ltd. The plan aims to enhance the company's management structure and motivate employees. It proposes the issuance of 12 million stock options, with a price set at 24.50 yuan per share. The plan is designed to align employee interests with company performance and ensure sustainable development.

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Full Translation

AI Translation· azure_openai

Statement

The company and the board of directors ensure that the summary of this incentive plan and its contents are not misleading or false, and the information is true, accurate, and complete, bearing corresponding legal responsibilities.

The company accepts all responsibilities for the incentive plan. If the company is found to have misrepresented information in the documents, it will bear the consequences of any misrepresentation.

Special Instructions

  1. Shenzhen Xinguodu Co., Ltd. (hereinafter referred to as "the Company") 2026 Stock Option Incentive Plan (hereinafter referred to as "the Plan") is based on the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Management Measures for Stock Option Incentives," and "Shenzhen Stock Exchange Listing Rules (2026 Revision)."

  2. The company plans to grant a total of 12 million stock options. Each stock option allows the holder to purchase 1 share of the company's stock at a predetermined price. The stock options will be sourced from the company's existing stock.

  3. The company plans to grant stock options to a total of 1,200 employees. The total number of stock options granted will not exceed 1% of the company's total shares.

  4. The exercise price of the stock options is set at 24.50 yuan per share.

  5. The company will announce the stock options and their exercise period. If the company experiences significant changes in capital structure, stock price fluctuations, or other factors, the exercise price and number of stock options may be adjusted accordingly.

  6. The allocation of stock options will be determined by the board of directors based on the company's performance and employee contributions.

  7. The company will not grant stock options to directors, senior management, or other related parties who hold more than 5% of the company's shares.

  8. The plan will be submitted for approval to the shareholders' meeting, which must be completed within 60 days.

  9. The implementation of this stock option incentive plan will not lead to the issuance of shares that do not meet the listing conditions.

  10. The company will ensure that the implementation of the plan complies with all relevant laws and regulations.

Chapter 2 General Principles

1. Objectives of the Incentive Plan

To further improve the company's governance structure, establish a mechanism for long-term incentives, and guide the company's sustainable development, the company will continue to develop its management philosophy and actively motivate employees. The management team will be encouraged to enhance their core competitiveness, ensure the company's development goals are achieved, and clarify the company's strategic direction. This plan is based on the "Company Law," "Securities Law," "Management Measures," "Listing Rules," and other relevant laws and regulations, and is formulated in accordance with the company's articles of association.

2. Basic Principles for the Implementation of the Incentive Plan

  1. Firmly uphold shareholder interests, ensuring that the company's profits and shareholder benefits are aligned, and that the company maintains sustainable development.
  2. Firmly adhere to the principles of risk and return, and clarify the relationship between risk and income.

3. Management Structure of the Incentive Plan

  1. The board of directors serves as the highest authority for the company, responsible for approving the implementation of the incentive plan and making adjustments. The board may delegate specific tasks related to the incentive plan to relevant committees.
  2. The board of directors will establish a special committee to oversee the implementation of the incentive plan, responsible for reviewing the incentive plan and reporting to the board. The board can also authorize the committee to make adjustments to the incentive plan as necessary.
  3. The board of directors will ensure that the special committee is composed of members who are not involved in the incentive plan, to avoid conflicts of interest.

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