Securities code: 000568 securities abbreviation: Luzhou Laojiao Co.Ltd(000568) Announcement No.: 2022-1 Luzhou Laojiao Co.Ltd(000568)
Announcement on the completion of the registration of the grant of restricted shares
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
According to the measures for the administration of equity incentive of listed companies (revised in 2018) of China Securities Regulatory Commission, the relevant provisions of Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., Luzhou Laojiao Co.Ltd(000568) (hereinafter referred to as “the company”) has completed the grant registration of the restricted stock incentive plan in 2021 (hereinafter referred to as “the incentive plan” or “the plan”). The relevant information is hereby announced as follows:
1、 Restricted stock grants
(I) basic information
1. Resolution of the board of directors on granting restricted shares: the 12th meeting of the 10th board of directors held on December 29, 2021 considered and adopted the proposal on granting restricted shares to incentive objects. The board of directors considered that the granting conditions specified in the restricted stock incentive plan had been met and agreed to determine December 29, 2021 as the granting date, At the grant price of 92.71 yuan per share, 6.9286 million restricted shares were granted to 441 incentive objects who met the grant conditions. The independent directors of the company expressed their independent opinions.
2. First grant date: December 29, 2021
3. Grant price: 92.71 yuan / share
4. Number of persons granted: 441
5. Number of First grants: 6.9286 million restricted shares, accounting for about 0.473% of the company’s current total share capital of 1464752500 shares.
6. Stock source: the company issues A-share common stock to the incentive object.
(II) list of incentive objects and Awards
Proportion of the number of positions / job descriptions granted in the name of the planning company to the amount of the company (10000 shares) on the date of grant proportion of the total share capital
Chairman Liu Miao 9.59 1.23% 0.0065%
Lin Feng, director and general manager 9.59 1.23% 0.0065%
Wang Hongbo, director, executive deputy general manager and Secretary of the board of directors 7.67 0.98% 0.0052%
Shen Caihong, director and deputy general manager 7.67 0.98% 0.0052%
Xie Hong, chief financial officer 7.67 0.98% 0.0052%
He Cheng, deputy general manager and chief quality officer 7.67 0.98% 0.0052%
Zhang Suyi, deputy general manager and director of safety and environmental protection 7.67 0.98% 0.0052%
Xiong pingting employee director and deputy general manager 6.28 0.80% 0.0043%
Li Yong, deputy general manager 6.28 0.80% 0.0043%
Core backbone personnel (432 persons) 622.77 79.75% 0.4252%
Total number of First grants (441 persons) 692.86 88.73% 0.4730%
Reserve 88.00 11.27% 0.0601%
Total 780.86 100.00% 0.5331%
Note: (1) the number of First grants agreed in the incentive plan shall not exceed 521, and the final number of first participants is 441, which meets the provisions of the incentive plan. The total number of First grants is 6.9286 million shares, and the number of reserved grants remains unchanged. (2) If there is any difference in the mantissa between the sum of some total numbers and each detailed number in the table, it is caused by rounding.
2、 Registration of restricted shares
1. Stock abbreviation: Luzhou Laojiao Co.Ltd(000568)
2. Stock Code: 000568
3. List of restricted stock grant registration:
The number of shares in the company’s total number of shares (10000 shares) on the total date of grant
Chairman Liu Miao 9.59 1.24% 0.0065%
Lin Feng, director and general manager 9.59 1.24% 0.0065%
Wang Hongbo, director, executive deputy general manager and Secretary of the board of directors 7.67 0.99% 0.0052%
Shen Caihong, director and deputy general manager 7.67 0.99% 0.0052%
Xie Hong, chief financial officer 7.67 0.99% 0.0052%
He Cheng, deputy general manager and chief quality officer 7.67 0.99% 0.0052%
Zhang Suyi, deputy general manager and director of safety and environmental protection 7.67 0.99% 0.0052%
Xiong pingting employee director and deputy general manager 6.28 0.81% 0.0043%
Li Yong, deputy general manager 6.28 0.81% 0.0043%
Core backbone personnel (428 persons) 616.17 79.58% 0.4207%
Total (437 persons) 686.26 88.63% 0.4685%
Note: if there is any difference in the mantissa between the sum of some total numbers and each detailed number in the table, it is caused by rounding.
3、 Explanation on the consistency between the incentive objects and the number of restricted shares registered in this grant and the disclosed incentive plan
After deliberation at the 12th meeting of the 10th board of directors and the 6th meeting of the 10th board of supervisors, it was decided to grant 6928600 restricted shares to 441 eligible incentive objects. In the process of determining the payment of funds after the grant date, four incentive objects voluntarily gave up the subscription of all the restricted shares to be granted by the company for personal reasons, totaling 66000 shares, 437 incentive objects actually participated in the subscription, and the number of restricted shares that completed the grant registration was 6862600 shares. In addition, it is consistent with the relevant contents of the disclosed incentive plan.
4、 Validity period of incentive plan, restriction period and lifting of restriction arrangement
1. Validity period of the incentive plan: the validity period of the whole incentive plan shall be no more than 72 months from the date of granting the restricted shares to the date when all the restricted shares granted to the incentive object are lifted or repurchased.
2. Sales restriction period and release period of incentive plan
The restricted stock granted by this incentive plan is restricted for 24 months from the date when the restricted stock grant registration is completed to the date when the restricted stock can be lifted. The release period of restricted shares granted this time and the release schedule of each period are shown in the table below:
Lifting of restrictions on sales arrangement lifting of restrictions on sales time lifting of restrictions on sales proportion
The first trading day after 24 months from the date of completion of registration of grant
The last 40% within 36 months from the first release period to the date of grant registration
End of trading day
The first trading day after 36 months from the date of completion of registration of grant
The last 30% within 48 months from the second release period to the date of grant registration
End of trading day
The first trading day after 48 months from the date of completion of registration of grant
The last 30% within 60 months from the third release period to the date of grant registration
End of trading day
3. Performance conditions for the release of restricted shares granted by the incentive plan
The restricted shares granted under the plan shall be subject to annual performance evaluation and the restriction shall be lifted in the three fiscal years during the period of lifting the restriction, so as to meet the performance evaluation objectives as the conditions for lifting the restriction. The performance assessment of the company in each fiscal year is as follows:
Performance assessment objectives during the lifting of sales restrictions
The return on net assets in the first 2021 shall not be less than 22% and not less than the 75th percentile value of the benchmarking enterprise; Compared with 2019, the net profit growth rate in 2021 during the period of lifting the restrictions on sales shall not be lower than the 75th percentile of the benchmarking enterprise; In 2021, the proportion of costs and expenses in operating revenue shall not be higher than 65%.
In the second year 2022, the return on net assets shall not be less than 22% and not less than the 75th percentile of the benchmarking enterprise; Compared with 2019, the growth rate of net profit in 2022 during the lifting of sales restrictions shall not be lower than the 75th percentile of the benchmarking enterprise; In 2022, the proportion of costs and expenses in operating revenue shall not be higher than 65%.
In the third year 2023, the return on net assets shall not be less than 22% and not less than the 75th percentile of the benchmarking enterprise; Compared with 2019, the growth rate of net profit in 2023 during the lifting of sales restrictions shall not be lower than the 75th percentile of the benchmarking enterprise; In 2023, the proportion of costs and expenses in operating revenue shall not be higher than 65%.
Note: return on net assets refers to the weighted average return on net assets attributable to shareholders of listed companies after deducting non recurring profits and losses
Rate. Net profit refers to the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses. The roe of the benchmarking enterprise is greater than 35% or less than – 35%, or the net profit of each assessment year is greater than 50% or less than – 50% compared with the previous year. When calculating each single index, the board of directors may eliminate or replace the benchmarking enterprise under the relevant index according to the authorization of the general meeting of shareholders.
4. The individual evaluation of the incentive object shall be conducted annually in accordance with the performance evaluation method of Luzhou Laojiao Co.Ltd(000568) 2021 restricted stock incentive plan. The incentive object can partially or completely lift the restriction on the sale of restricted shares in the current period only on the premise of meeting the evaluation conditions. The specific proportion of lifting the restriction shall be determined according to the individual performance evaluation results of the incentive object.
Assessment grade excellent competent basic competent incompetent
Assessment coefficient 1.0 1.0 0.8 0
Only after passing the annual assessment can the incentive object have the qualification to lift the restrictions on the sale of restricted stocks in the current period. The actual amount of individual lifting the restrictions in the current period = individual performance assessment coefficient × The individual plans to lift the sales restriction limit in the current period. The restricted shares that cannot be lifted in the current period shall be repurchased according to the lower value of the grant price and the market price of the shares. The market price is the average trading price of the company’s shares on the trading day before the board of directors considered the repurchase.
5、 If the incentive object is a director or senior manager, a statement on the sale of shares of the company 6 months before the date of granting restricted shares
According to the inquiry certificate issued by Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., in addition to Xiong pingting, the current employee director and deputy general manager, female
