[Chart: Coltech Power Logo]
Declaration
The Company and all members of the Board of Directors guarantee that the contents of this Incentive Plan and its summary are true, accurate, and complete, and contain no false records, misleading statements, or material omissions.
Special Notice
-
The "Shanghai Coltech Power Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft)" was formulated by Shanghai Coltech Power Co., Ltd. (hereinafter referred to as "Coltech Power," "the Company," or "this Company") 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," the "Shenzhen Stock Exchange GEM Stock Listing Rules," the "Shenzhen Stock Exchange GEM Listed Company Self-Regulatory Guidelines No. 1 — Business Handling," and other relevant laws, administrative regulations, normative documents, and the "Articles of Association."
-
The incentive form adopted by the Coltech Power 2026 Restricted Stock Incentive Plan (hereinafter referred to as "this Incentive Plan") is the second type of restricted stock. The source of the shares is the Company's issuance of RMB A-share common stock to the incentive targets.
Incentive targets who meet the grant conditions of this Incentive Plan will receive the Company's A-share common stock during the vesting period after meeting the corresponding vesting conditions and arrangements. These shares will be registered with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited. Before the vesting of the restricted shares granted to the incentive targets, the incentive targets do not enjoy shareholder rights, and the aforementioned restricted shares may not be transferred, used for guarantees, or used to repay debts.
- The number of restricted shares proposed to be granted to incentive targets under this Incentive Plan is 3.20 million shares, accounting for approximately 1.00% of the Company's total share capital of 320.00 million shares on the date of the announcement of this Incentive Plan draft. Among them, 2.80 million shares are granted for the first time, accounting for approximately 0.88% of the total share capital on the announcement date, and approximately 87.50% of the total equity granted this time; 0.40 million shares are reserved, accounting for approximately 0.13% of the total share capital on the announcement date, and approximately 12.50% of the total equity granted this time.
As of the announcement date of this Incentive Plan draft, the total number of underlying shares involved in all of the Company's effective equity incentive plans does not exceed 20% of the Company's total share capital. The cumulative number of company shares granted to any single incentive target through all effective equity incentive plans does not exceed 1% of the Company's total share capital.
- The total number of incentive targets for the initial grant under this Incentive Plan is 112, including directors, senior management, and other core employees serving in the Company (including subsidiaries) at the time of the announcement of this Incentive Plan, excluding independent directors of Coltech Power, shareholders or actual controllers who individually or collectively hold 5% or more of the shares, and their spouses, parents, and children.
Reserved incentive targets refer to those who have not yet been determined at the time this Incentive Plan is approved by the shareholders' meeting but will be included in the incentive plan during its duration. They shall be determined within 12 months after this Incentive Plan is approved by the shareholders' meeting. The determination criteria for reserved incentive targets shall refer to the standards for the initial grant.
- The grant price for the restricted shares initially granted under this Incentive Plan is 11.27 yuan/share. From the date of the announcement of the draft Incentive Plan to the completion of the registration of the restricted shares granted to the incentive targets, if the Company undergoes capital reserve conversion, stock dividends, stock splits, share consolidation, rights issues, or dividend distributions, the grant price and the number of equity shares will be adjusted accordingly in accordance with this Incentive Plan.