Statement
The company and its board of directors ensure that the summary of the incentive plan and its contents do not contain any false representations, misleading statements, or significant omissions, and are accurate and complete.
The company bears full responsibility for any false representations or misleading statements in the documents, and if any significant omissions are found, the company will return all profits obtained from the incentive plan to the company.
Special Reminder
According to the "Zhongfutong Group Co., Ltd. 2026 Restricted Stock Incentive Plan (Draft)" (hereinafter referred to as the "Incentive Plan"), based on the "Company Law" and relevant regulations, the incentive plan is subject to the approval of the shareholders' meeting.
The incentive plan allows for the issuance of 920,000 restricted stocks, approximately 4.00% of the company's total share capital of 22,974,362.2 shares. The initial restricted stock is 782,000 shares, accounting for 3.40%. The total number of restricted stocks is 85,000 shares, with an expected 138,000 shares, accounting for 0.60%. The incentive plan allows for a maximum of 15.00% of restricted stocks.
The company will submit the proposal for the 2024 annual general meeting to review the 2025 restricted stock incentive plan, with the number of shares to be issued being 20,000,000 shares. The number of shares to be issued under the incentive plan is 920,000 shares, and the total number of shares to be issued under the incentive plan is 1,120,000 shares, accounting for 4.87% of the company's total share capital.
The incentive plan will be implemented after the company's board of directors approves it within 60 days, and the company will notify relevant parties. The company will complete the implementation of the incentive plan within 60 days after the approval.
Chapter One Definition
The following terms are defined in this document:
| Term | Definition |
|---|---|
| Zhongfutong, the Company | Refers to Zhongfutong Group Co., Ltd. (including its subsidiaries) |
| Restricted Stock Incentive Plan | Refers to the 2026 Restricted Stock Incentive Plan of Zhongfutong Group Co., Ltd. |
| Restricted Stock | Refers to the first-class restricted stock issued under the incentive plan |
| Incentive Object | Refers to the individuals eligible for the incentive plan, including senior management and core employees |
| Grant Date | Refers to the date on which the restricted stock is granted |
| Grant Price | Refers to the price at which each restricted stock is granted |
| Validity Period | Refers to the duration of the incentive plan |
| Grant Conditions | Refers to the conditions that must be met for the grant of restricted stocks |
| Grant Date | Refers to the date on which the grant conditions are met, which must be specified |
| Company Law | Refers to the "Company Law of the People's Republic of China" |
| Securities Law | Refers to the "Securities Law of the People's Republic of China" |
| Management Measures | Refers to the "Management Measures for Restricted Stock Incentive Plans" |
| Self-Regulatory Guidelines No. 1 | Refers to the self-regulatory guidelines issued by the Shenzhen Stock Exchange |
| Listing Rules | Refers to the listing rules of the Shenzhen Stock Exchange |
| Company Articles | Refers to the articles of association of Zhongfutong Group Co., Ltd. |
Chapter Two Purpose and Principles of the Incentive Plan
To further establish and improve the company's long-term incentive mechanism, attract and retain outstanding talent, and fully mobilize the enthusiasm of the company's directors, senior management, core management personnel, and employees, the incentive plan aims to align the interests of the company and its shareholders, facilitating mutual long-term development.