Statement
The Company and all Directors guarantee that the Incentive Plan and its summary do not contain any false records, misleading statements, or major omissions, and they shall bear individual and joint legal responsibility for their truthfulness, accuracy, and completeness.
All incentive recipients undertake that if the Company's information disclosure documents contain false records, misleading statements, or major omissions, leading to non-compliance with the grant or vesting conditions, the incentive recipients shall return all benefits obtained from the equity incentive plan to the Company after the relevant information disclosure documents are confirmed to contain false records, misleading statements, or major omissions.
Special Notes
I. The "Guangdong Xinghui Precision Manufacturing Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft)" (hereinafter referred to as the "Incentive Plan") is formulated by Guangdong Xinghui Precision Manufacturing Co., Ltd. (hereinafter referred to as the "Company" or "the 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," and other relevant laws, regulations, normative documents, and the "Articles of Association of Guangdong Xinghui Precision Manufacturing Co., Ltd."
II. The incentive tool adopted by this Incentive Plan is restricted stock (referring to the first type of restricted stock, hereinafter the same), and the source of the restricted stock is the Company's A-share ordinary shares issued to incentive recipients.
III. The Incentive Plan intends to grant 9.48 million share options to incentive recipients, accounting for approximately 2.07% of the Company's total share capital (i.e., 457.819663 million shares, hereinafter the same) as of the announcement date of the Incentive Plan draft. No reserve shares are set aside.
As of the announcement date of the Incentive Plan draft, the total number of shares involved in all valid equity incentive plans of the Company has not exceeded 20.00% of the Company's total share capital at the time the Incentive Plan is submitted to the shareholders' meeting. The cumulative number of Company shares granted to any single incentive recipient under all valid equity incentive plans shall not exceed 1.00% of the Company's total share capital.
Before the grant of restricted stock, if an incentive recipient resigns or explicitly waives all or part of the intended equity for personal reasons, the Board of Directors may reallocate the ungranted restricted stock among other incentive recipients or directly reduce the number of shares.
If the Company undergoes events such as capital reserve to share capital conversion, stock dividend distribution, share split, rights issue, or share consolidation from the announcement date of the Incentive Plan draft until the completion of restricted stock registration for incentive recipients, the number of restricted stock grants will be adjusted accordingly based on the provisions of this Incentive Plan.
IV. The first grant of incentive recipients under this Incentive Plan totals 62 individuals, including directors, senior management personnel, core technical personnel, and other personnel whom the Board of Directors deems worthy of incentives, employed by the Company (including its subsidiaries) at the time of the announcement of this Incentive Plan. This excludes shareholders who individually or collectively hold more than 5% of the shares or the actual controllers.
V. The grant price of restricted stock to incentive recipients under this Incentive Plan is RMB 3.67 per share.
If the Company undergoes events such as capital reserve to share capital conversion, stock dividend distribution, share split, share consolidation, rights issue, or dividend distribution from the announcement date of the Incentive Plan draft until the completion of restricted stock registration for incentive recipients, the grant price or grant quantity of restricted stock will be adjusted accordingly based on this Incentive Plan.