300946SZSE

First Phase Equity Incentive Plan (Draft Revision) of Fujian Hengerdan New Materials Co., Ltd.

Hengerda New Materials (Fujian) Co., Ltd.·

✨ AI Summary

The announcement outlines the first phase of an equity incentive plan aimed at enhancing corporate governance and retaining talent. It proposes granting 1.848 million restricted stocks, representing 1.18% of the company's total equity. The plan includes performance targets for revenue and net profit from 2026 to 2028, with vesting conditions tied to these metrics. The plan requires shareholder approval and aims to align interests among shareholders, the company, and core team members.

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Declaration

The company and all members of the board guarantee that the content of this incentive plan and its summary are true, accurate, and complete, with no false records, misleading statements, or significant omissions.

Special Reminder

The terms in this section are consistent with those in the "Definitions" section.

  1. This draft revision of the incentive plan is formulated by the company in accordance with the Company Law, Securities Law, Incentive Management Measures, Stock Listing Rules, GEM Business Handling, and other relevant laws, administrative regulations, rules, normative documents, and the Articles of Association.
  2. The incentive form adopted in this plan is the second type of restricted stock. The stock source is the company's ordinary shares (A shares) issued to the incentive objects. Incentive objects meeting the granting conditions of this plan will receive company A shares at the grant price after satisfying the corresponding vesting conditions and arrangements during the vesting period. The stocks will be registered with the registration and settlement company. Before the vesting of the granted restricted stocks, the incentive objects do not enjoy shareholder rights, and the aforementioned restricted stocks cannot be transferred, guaranteed, repaid for debts, or disposed of in other similar manners.
  3. The number of restricted stocks to be granted to the incentive objects under this plan is 1.848 million shares, accounting for approximately 1.18% of the company's total equity of 15,607,800 shares as of the announcement date. Among them, the initial grant of restricted stocks is 1.748 million shares, accounting for approximately 1.12% of the total equity, representing 94.59% of the total restricted stocks to be granted; 100,000 shares are reserved, accounting for approximately 0.06% of the total equity, representing 5.41% of the total restricted stocks to be granted. As of the announcement date, the total number of stocks involved in all effective equity incentive plans does not exceed 20.00% of the company's total equity. The number of stocks granted to any single incentive object through all effective equity incentive plans does not exceed 1.00% of the company's total equity.
  4. The initial grant of restricted stocks involves a total of 61 incentive objects, including directors, senior management, and core business/technical personnel employed by the company (including subsidiaries within the consolidated scope), excluding independent directors, shareholders holding 5% or more of the company's shares, or their spouses, parents, and children. The reserved incentive objects refer to those not yet determined at the time of approval by the company's shareholders but included during the plan's duration, which must be determined within 12 months after the plan is approved by the shareholders' meeting. The criteria for determining reserved incentive objects will refer to those for the initial grant.
  5. The grant price for the initially granted restricted stocks is set at 26.09 yuan/share. If the company undergoes capital reserve conversion into equity, stock dividends, stock splits, consolidations, rights issues, or distributions during the period from the announcement of this plan to the completion of the vesting registration of the granted restricted stocks, the grant price and the number of rights will be adjusted accordingly.
  6. The validity period of this plan is from the date of granting restricted stocks to the date when all granted restricted stocks are fully vested or become invalid, not exceeding 60 months.
  7. The initially granted restricted stocks will vest in three phases after 12 months from the grant date, with vesting ratios of 40%, 30%, and 30%, respectively. If the reserved restricted stocks are granted before the company's third-quarter report in 2026, they will vest in three phases after 12 months from the grant date, with the same ratios; if granted after the third-quarter report, they will vest in two phases, with ratios of 50% each.
  8. The performance assessment targets set at the company level for the granted restricted stocks are as follows:

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