Securities Code: 301303
Securities Abbreviation: Zhenlan Instrument
Announcement Number: 2026-042
Shanghai Zhenlan Instrument Technology Co., Ltd.
Notice of Lifting of Lock-up Restrictions on Shares Issued Before Initial Public Offering
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and that there are no false records, misleading statements, or significant omissions.
Special Notice:
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The shares to be unlocked are part of the shares issued by Shanghai Zhenlan Instrument Technology Co., Ltd. (hereinafter referred to as the "Company") before its initial public offering, as well as bonus shares from the implementation of the 2023 annual equity distribution. The lock-up period for these shares is from the date of the Company's initial public offering and listing until August 19, 2026 (if the closing price of the Company's stock was lower than the initial offering price of RMB 26.8 per share for 20 consecutive trading days within 6 months of listing, the lock-up period will be extended by 6 months according to shareholder commitments).
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There are 14 shareholders whose shares are to be unlocked, and the number of shares to be unlocked is 306,600,000, accounting for 75.00% of the Company's total share capital.
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The shares to be unlocked will be available for trading on August 24, 2026 (Monday).
I. Overview of Shares Issued Before Initial Public Offering
As approved by the China Securities Regulatory Commission's "Approval on the Registration of Shanghai Zhenlan Instrument Technology Co., Ltd.'s Initial Public Offering of Shares" (Securities Regulatory Permit [2022] No. 2326), the Company issued 73,000,000 ordinary shares of RMB (A shares) in its initial public offering and was listed on the GEM of the Shenzhen Stock Exchange on February 20, 2023.
The Company's total share capital before the initial public offering was 219,000,000 shares, and the total share capital after the offering was 292,000,000 shares. Among these, freely tradable shares were 69,237,698, accounting for 23.71% of the total share capital after the offering; restricted shares were 222,762,302, accounting for 76.29% of the total share capital after the offering. On August 21, 2023 (Monday), the restricted shares from the offline offering of the Company's initial public offering became tradable, with 3,762,302 shares unlocked, accounting for 1.29% of the total share capital after the offering.
On May 13, 2024, the Company's 2023 Annual General Meeting of Shareholders deliberated and approved the "Proposal on the 2023 Annual Profit Distribution and Capital Reserve Transfer to Share Capital," which involved a transfer of capital reserve to share capital of 10 shares for every 10 shares held, totaling 116,800,000 shares. After the transfer, the Company's total share capital changed from 292,000,000 shares to 408,800,000 shares. On June 7, 2024, the Company completed its 2023 equity distribution. The following table shows the changes in the Company's share capital before and after the capital reserve transfer:
| Item | Shares Before Transfer (shares) | Shares Transferred (shares) | Shares After Transfer (shares) |
|---|---|---|---|
| Before IPO | 219,000,000 | 87,600,000 | 306,600,000 |
| IPO | 73,000,000 | 29,200,000 | 102,200,000 |
| Total | 292,000,000 | 116,800,000 | 408,800,000 |
According to relevant rules and shareholder commitments, the lock-up period for all 14 shareholders who held shares before the Company's initial public offering is 36 months from the date of the Company's initial public offering and listing. Additionally, due to the stock price being lower than the initial offering price of RMB 26.80 for 20 consecutive trading days within 6 months of listing, the commitment to extend the lock-up period by 6 months was triggered. Therefore, the lock-up period for the 14 shareholders applying for unlocking is 42 months from the date of the Company's stock listing.