Independent Financial Advisor Report
Definitions
In this report, unless the context otherwise requires, the following terms have the following meanings:
| Term | Definition |
|---|---|
| Yingtang Intelligent Control, Company | Shenzhen Yingtang Intelligent Control Co., Ltd. (Stock Abbreviation: Yingtang Intelligent Control; Stock Code: 300131) |
| This Incentive Plan | Shenzhen Yingtang Intelligent Control Co., Ltd. 2026 Stock Option Incentive Plan |
| Equity Incentive Plan (Draft) | Shenzhen Yingtang Intelligent Control Co., Ltd. 2026 Stock Option Incentive Plan (Draft) |
| Independent Financial Advisor Report, This Report | Independent Financial Advisor Report of Beijing Bestar Securities Investment Consulting Co., Ltd. on the 2026 Stock Option Incentive Plan (Draft) of Shenzhen Yingtang Intelligent Control Co., Ltd. |
| Stock Option | The right granted by the Company to the incentive targets to purchase Company shares at pre-determined conditions within a certain period in the future |
| Incentive Targets | Participants in this Incentive Plan, including Company directors, senior management, and other core employees of the Company (including subsidiaries), excluding independent directors |
| Exercise Price | The price at which incentive targets exercise stock options to purchase Company shares |
| Validity Period | From the date of completion of the initial grant registration of stock options to the date when all stock options granted to the incentive targets are exercised or cancelled |
| Grant Date | The date on which the Company grants stock options to the incentive targets; the Grant Date must be a trading day |
| Waiting Period | The period from the completion of stock option grant registration to the date of exercisability |
| Exercise Period | The period during which the incentive targets may exercise the granted stock options; the exercise date must be a trading day |
| Exercise Conditions | The pre-determined conditions that must be met for the incentive targets to exercise the granted stock options |
| Company Law | Company Law of the People's Republic of China |
| Securities Law | Securities Law of the People's Republic of China |
| Administrative Measures | Administrative Measures on Equity Incentives of Listed Companies |
| Listing Rules | Rules Governing the Listing of Securities on the ChiNext Market of the Shenzhen Stock Exchange |
| Self-Regulatory Guidelines | Guidelines for Self-Regulation of Listed Companies on the ChiNext Market of the Shenzhen Stock Exchange No. 1 - Business Handling |
| Articles of Association | Articles of Association of Shenzhen Yingtang Intelligent Control Co., Ltd. |
| CSRC | China Securities Regulatory Commission |
| SZSE | Shenzhen Stock Exchange |
| This Independent Financial Advisor, Bestar Securities | Beijing Bestar Securities Investment Consulting Co., Ltd. |
| Yuan, Ten Thousand Yuan, Hundred Million Yuan | Renminbi Yuan, Ten Thousand Yuan, Hundred Million Yuan |
I. Main Content of This Incentive Plan
(I) Source of Shares and Number of Rights and Interests
- Source of Shares
The source of shares for this Incentive Plan is the Company's private placement of A-share common stocks.
- Number of Grants
The total amount of stock options granted under this Incentive Plan is 50.00 million units, accounting for 4.41% of the Company's total share capital on the date of the announcement of this Incentive Plan. Among them, 43.55 million units are granted initially, accounting for 87.10% of the total stock options granted under this Incentive Plan and 3.84% of the Company's total share capital on the date of the announcement of this Incentive Plan; 6.45 million units are reserved, accounting for 12.90% of the total stock options granted under this Incentive Plan and 0.57% of the Company's total share capital on the date of the announcement of this Incentive Plan.