Securities code: 002475 securities abbreviation: Luxshare Precision Industry Co.Ltd(002475) Announcement No.: 2021-105 bond Code: 128136 bond abbreviation: Lixun convertible bond
Luxshare Precision Industry Co.Ltd(002475)
About the third exercise period of 2018 stock option incentive plan
Suggestive announcement adopting independent exercise mode (after correction)
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.
Special tips:
1. 2018 stock option incentive plan option abbreviation: Lixun jlc1, option Code: 037796.
2. In 2018, the total number of stock options exercisable by 1650 incentive objects who met the exercise conditions in the stock option incentive plan in the third exercise period was 30237624, The exercise price is 10.17 yuan / share (due to the staff's error in calculation, the number of exercisable stock options is mistakenly registered as 30011822. Now, in view of this situation, 225802 exercisable stock options are supplemented; except for the number of exercisable stock options, the rest remains unchanged).
3. This exercise adopts the independent exercise mode.
4. The company's 2018 stock option incentive plan has five exercise periods. The third exercise period is from November 26, 2021 to September 23, 2022, and the actual exercise period is from December 24, 2021 to September 23, 2022.
5. If all the exercisable stock options are exercised this time, the company's shares still meet the listing conditions.
Luxshare Precision Industry Co.Ltd(002475) (hereinafter referred to as "the company") convened the sixth meeting of the Fifth Board of directors and the sixth meeting of the Fifth Board of supervisors on December 3, 2021, deliberated and adopted the proposal on the achievement of exercise conditions in the third exercise period of 2018 stock option incentive plan , the exercise conditions of the third exercise period of the company's 2018 stock option incentive plan have been met, and it is agreed that 1650 incentive objects granted stock options in the company's 2018 stock option incentive plan can exercise their rights independently in the third exercise period. After accounting, the number of stock options exercisable by the above 1650 incentive objects in the third exercise period is 30237624, and the exercise price is 10.17 yuan / share.
1、 Explanation on the achievement of exercise conditions in the third exercise period of 2018 stock option incentive plan
1. The third waiting period has expired
According to the company's 2018 stock option incentive plan (Draft), the stock options granted under the plan are self granted
After 12 months from the date of registration, the incentive object meeting the exercise conditions can be 20% in the next 60 months:
The proportion of 20%: 20%: 20%: 20% shall be exercised in five phases.
On November 26, 2018, the company completed the grant of stock options under the 2018 stock option incentive plan
The third waiting period has expired on November 25, 2021.
2. Description of fulfillment of exercise conditions in the third exercise period
No. description of whether the exercise conditions specified in the company's stock option incentive plan have been fulfilled
The company is not under any of the following circumstances:
(1) Has the financial report of the latest fiscal year been issued by a certified public accountant
Audit reports with definite opinions or unable to express opinions;
(2) The internal control over the financial report of the most recent fiscal year has not been removed from the company by a certified public accountant, which meets the audit report with a negative opinion or unable to express an opinion;
Right conditions.
(3) Failure to comply with laws, regulations and company seal within the last 36 months after listing
2. The public commitment to profit distribution;
(4) Where equity incentive is not allowed according to laws and regulations; ⑤ the CSRC subscribes to equity incentive
Other circumstances specified.
The incentive object does not have any of the following situations:
(1) Being identified as an inappropriate candidate by the stock exchange within the last 12 months;
(2) Within the last 12 months, it has been recognized as not qualified by the CSRC and its dispatched offices
Suitable person;
(3) Within the last 12 months, if the CSRC and the incentive object have not met the following circumstances due to major violations of laws and regulations, their dispatched offices shall be subject to administrative punishment or take market entry prohibition measures; the exercise conditions shall be met.
(4) Those who have the provisions of the company law shall not serve as directors or senior managers of the company
Personnel situation;
(5) Those who are not allowed to participate in equity incentive of listed companies according to laws and regulations;
(6) Other circumstances recognized by the CSRC.
Performance assessment requirements of the company: the company's operating income in 2020 is 3. The exercise assessment year of stock options granted by the incentive plan is RMB 92.501 billion from 2018 to 2022, meeting the exercise conditions.
Five fiscal years, one assessment in each fiscal year, and the third exercise period
The performance evaluation index is: the operating revenue in 2020 will not be less than 41 billion yuan.
Personal performance appraisal requirements:
According to the Luxshare Precision Industry Co.Ltd(002475) 2018 stock option incentive
It is planned to implement the assessment management measures, and the incentive objects can only reach the public level in the previous year
On the premise that the company's performance objectives and individual performance appraisal grades are a +, a or B, all or part of the stock options in the current period shall be cancelled by the company except that 41 resigned employees have no incentive to exercise. Excitation qualification, One incentive object voluntarily gives the individual performance evaluation results of the incentive object according to a + (outstanding), a (excellent) and abandonment of incentive qualification, and 1653 incentive objects give the evaluation results to B (good), C (need to be improved) and D (not applicable) among the five assessment levels, the assessment 4 of 1603 incentive objects are classified, and the feasible right proportion corresponding to each assessment level is as follows: the assessment result is a + or a, the assessment result of 47 incentive performance assessment objects is B, and the assessment result of 3 incentive a + (outstanding) incentive objects is C or D, 100%
A (excellent) 1650 incentive objects. 100% of the evaluation results meet the exercise conditions. B (good) 70%
C (to be improved) 0%
D (not applicable) 0%
There is no difference between the relevant contents of the equity incentive plan implemented this time and the disclosed incentive plan.
2、 Exercise arrangement of the third exercise period of 2018 stock option incentive plan
1. 2018 stock option incentive plan option abbreviation: Lixun jlc1, option Code: 037796.
2. Stock source of stock option exercise: the company issues A-share common stock to the incentive object.
3. Exercisable incentive objects and exercisable quantity in the current period
This exercisable right is to be cancelled, and the remaining outstanding rights are to be cancelled
Name position stock option stock option
Quantity (copy) quantity (copy) quantity (copy)
Li Wei, director and deputy general manager 3379930675985
Wang Tao, director and deputy general manager 4326300865261
Huang Dawei, Secretary of the board of directors and deputy general manager 2196950439390
Wu Tiansong to CFO 1318170263634
Middle management, core technology (business) 2911548911772158631095
Backbone (1646 persons in total)
Total (1650 persons in total) 302376241772160875365
Note: (1) if the company has matters such as conversion of capital reserve into share capital, distribution of stock dividends, stock subdivision, stock reduction, allotment or additional issuance before the incentive object exercises, the exercise quantity will be adjusted accordingly.
(2) The difference in the mantissa between the sum of the total amount in this table and the direct sum of the numbers is caused by rounding. (3) after the announcement date, the directors and senior managers as incentive objects will abide by the securities law and the rules for the management of shares held by directors, supervisors and senior managers of listed companies and their changes And other relevant laws and regulations on the prohibition of short-term transactions by directors and senior managers shall exercise their rights legally during the exercise period of the incentive plan.
4. The exercise price of this exercisable stock option is 10.17 yuan / share. If the company has matters such as conversion of capital reserve to share capital, distribution of stock dividends, stock subdivision, stock reduction, dividend distribution, allotment or additional issuance before the incentive object exercises, the exercise price of stock options shall be adjusted accordingly.
5. The company's stock option incentive plan adopts the mode of independent exercise. During the exercise period, The incentive object of the company can be selected as the undertaking securities company ( Gf Securities Co.Ltd(000776) ) within the specified validity period ）The system shall independently declare the exercise of rights. In the business commitment letter, the undertaking securities firm promises that the technical specifications of the independent exercise business system provided to the listed company and the incentive object fully meet the operational requirements of the stock exchange and China depository and Clearing Corporation for the independent exercise business, and can effectively control and prevent the incentive object from exercising rights and short-term transactions in relevant sensitive periods.
6. The company's 2018 stock option incentive plan has five exercise periods. The exercise period of the third exercisable period is from November 26, 2021 to September 23, 2022. The actual exercisable period is from the date when the formalities of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch are completed to September 23, 2022, as of the date of this announcement, The formalities of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch have been completed.
7. The exercise date must be a trading day, but may not be exercised within the following periods:
(1) If the announcement date of the company's periodic report is delayed for special reasons within 30 days before the publication of the company's periodic report, it shall be calculated from 30 days before the original scheduled announcement date to 1 day before the announcement;
(2) Within 10 days before the announcement of the company's performance forecast and performance express;
(3) From the date of major events that may have a great impact on the trading price of the company's shares and their derivatives or the date of entering the decision-making procedures to 2 trading days after disclosure according to law;
(4) Other periods stipulated by CSRC and Shenzhen Stock Exchange. III. Explanation on the consistency between the exercise of incentive objects and the announcement of grant
1. On September 25, 2018, the company held the fifth meeting of the Fourth Board of directors, deliberated and approved the regulation on granting stock options to incentive objects of Luxshare Precision Industry Co.Ltd(002475) 2018 stock option incentive plan
The proposal agreed to grant 97.5 million stock options to 1899 incentive objects. Except that 22 incentive objects have resigned at the time of grant registration, 7 incentive objects give up all stock options to be granted to them by the company for personal reasons There were 6 incentive objects whose names were changed due to the conversion of traditional Chinese characters to simplified Chinese characters or Chinese-English translation. The incentive objects granted, the number granted and the price granted were the same as those considered at the fifth meeting of the Fourth Board of directors of the company.
2. On November 27, 2018, the company issued the announcement on the completion of the grant registration of the 2018 stock option incentive plan, granting a total of 97.3 million stock options to 1870 eligible incentive objects granted for the first time.
3. The 2018, 2019 and 2020 general meetings of the company reviewed and approved the 2018 profit distribution plan, 2019 profit distribution plan and 2020 profit distribution plan respectively. The board of directors of the company, authorized by the second extraordinary general meeting of the company in 2018, in accordance with the measures for the administration of equity incentives of listed companies The company's 2018 stock option incentive plan (Draft) and relevant regulations adjust the exercise price and quantity of stock options accordingly.
3. During the first, second and third waiting periods of the 2018 stock option incentive plan,
