Announcement on the Cancellation of Unvested Restricted Shares Granted to Some Grantees Under the Fourth Phase Restricted Share Incentive Plan
The company and all members of the board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed herein, and there are no false records, misleading statements, or material omissions.
On May 8, 2026, Zhongjiu Xunchuang Co., Ltd. (hereinafter referred to as "Zhongjiu Xunchuang" or "the Company") held the 32nd meeting of the Fifth Board of Directors and reviewed and approved the "Proposal on Canceling Unvested Restricted Shares Granted to Some Grantees Under the Fourth Phase Restricted Share Incentive Plan." According to the "Fourth Phase Restricted Share Incentive Plan (Draft)" (hereinafter referred to as the "Incentive Plan"), 18 grantees of the initial grant of restricted shares are no longer eligible due to resignation, and their granted but unvested restricted shares cannot be vested. Two grantees' performance evaluation was "C," meeting a 50% vesting ratio. The second type of restricted shares for these 20 grantees that have not met the vesting conditions total 144,063 shares, which will be canceled and voided by the Company in accordance with the "Incentive Plan" and relevant regulations. The specific details are as follows:
I. Relevant Approval Procedures for the Equity Incentive Plan
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On March 17, 2025, the Company held the 19th meeting of the Fifth Board of Directors and the 16th meeting of the Fifth Supervisory Board, which reviewed and approved the "Proposal on the Fourth Phase Restricted Share Incentive Plan (Draft) and its Summary," among other related proposals. Independent Director Zhan Shuiping solicited voting rights from all shareholders for the proposals related to this incentive plan to be submitted to the general meeting of shareholders. Shanghai Zechang Law Firm (hereinafter referred to as "Zechang Law Firm") issued the "Legal Opinion on the Fourth Phase Restricted Share Incentive Plan (Draft) of Zhongjiu Xunchuang Co., Ltd."
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From March 27, 2025, to April 5, 2025, the Company publicly disclosed the names and positions of the proposed grantees internally. During the公示 period, no objections or other feedback were received from any employees regarding the proposed grantees. The Supervisory Board reviewed the list of grantees for the incentive plan and, on April 22, 2025, disclosed the "Supervisory Board's Review Opinion and Public Announcement Statement on the List of Grantees for the Fourth Phase Restricted Share Incentive Plan" (Announcement No.: 2025-048). On the same day, the Company disclosed the "Self-Inspection Report on Insiders and Grantees Trading Company Shares Under the Fourth Phase Restricted Share Incentive Plan" (Announcement No.: 2025-047).