Securities code: Qiming Information Technology Co.Ltd(002232) securities abbreviation: Qiming Information Technology Co.Ltd(002232) Announcement No.: 2022013 Qiming Information Technology Co.Ltd(002232)
With regard to the announcement on the completion of the registration of reserved grant of stock option incentive plan, the company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Important tips:
Reserved grant date of stock option: February 25, 2022
Reserved number of stock options granted: 833400, exercised in three phases;
Stock source: the company issues A-share common stock to the incentive object;
Number of persons granted: 10;
Exercise price: 17.92 yuan / share;
Completion date of stock option registration: March 4, 2022
Upon examination and confirmation of Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Corporation Limited, Qiming Information Technology Co.Ltd(002232) (hereinafter referred to as "the company") completed the registration of granting reserved options under the stock option incentive plan (hereinafter referred to as "the plan" or "the incentive plan") on March 4, 2022, with option abbreviation: Qiming jlc2 and option Code: 037217, The relevant matters are hereby announced as follows:
1、 Reserved grant of stock option incentive plan
(I) relevant approval procedures for stock option incentive plan
1. On December 31, 2020, the company held the 12th extraordinary meeting of the 6th board of directors in 2020 and the 9th extraordinary meeting of the 6th board of supervisors in 2020, which respectively deliberated and adopted the proposal on Qiming Information Technology Co.Ltd(002232) stock option incentive plan (Draft) and its summary, the proposal on Qiming Information Technology Co.Ltd(002232) stock option incentive implementation assessment management measures The proposal on the measures for the administration of Qiming Information Technology Co.Ltd(002232) stock option incentive and the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company's stock option incentive plan. On the same day, the independent directors of the company expressed their independent opinions on whether the equity incentive plan is conducive to the sustainable development of the company and whether there is any situation damaging the interests of the company and all shareholders.
2. From February 26, 2021 to March 7, 2021, the company posted the names and positions of the objects to be encouraged in the stock option incentive plan on the company's internal office website "Qiming online" (qmzx. FAW. Com. CN) Publicity was carried out. During the publicity period, the board of supervisors of the company did not receive any objection to the list of proposed incentive objects. After the expiration of the publicity period, the board of supervisors issued the explanation and verification opinions of the board of supervisors on the publicity of the list of incentive objects granted by the stock option incentive plan on March 9, 2021
3. On March 9, 2021, the company issued the announcement on the approval of the stock option incentive plan by the state owned assets supervision and Administration Commission of the State Council. The company obtained the reply on Qiming Information Technology Co.Ltd(002232) implementing the equity incentive plan (Guo Zi kaofen [2020] No. 644) issued by the state owned assets supervision and Administration Commission of the State Council. The state owned assets supervision and Administration Commission of the State Council approved the company to implement the stock option incentive plan in principle.
4. On March 24, 2021, the company held the second extraordinary general meeting of shareholders in 2021, deliberated and approved the proposal on Qiming Information Technology Co.Ltd(002232) stock option incentive plan (Draft) and its summary, the proposal on Qiming Information Technology Co.Ltd(002232) stock option incentive implementation assessment management measures, and the proposal on Qiming Information Technology Co.Ltd(002232) stock option incentive management measures The proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to the company's stock option incentive plan, and issued the self inspection report on the trading of the company's shares by insiders and incentive objects of the stock option incentive plan on March 25, 2021.
6. From February 10, 2022 to February 24, 2022, the company posted the names and positions of the incentive objects to be reserved in the stock option incentive plan on the company's internal office website "Qiming online" (qmzx. FAW. Com. CN) Publicity was carried out. During the publicity period, the board of supervisors of the company did not receive any objection to the list of proposed incentive objects. After the expiration of the publicity period, the board of supervisors issued the explanation and verification opinions of the board of supervisors on the publicity of the list of incentive objects granted by the stock option incentive plan on February 25, 2022
7. On February 25, 2022, the company held the second extraordinary meeting of the sixth board of directors in 2022 and the second extraordinary meeting of the sixth board of supervisors in 2022, and deliberated and adopted the proposal on granting reserved stock options to incentive objects. The independent directors present at the meeting expressed unanimous independent opinions on the above proposals.
2、 Reserved awards of this incentive plan
1. Reserved grant date: February 25, 2022
2. Reserved grants: 833400
3. Number of reserved grants: 10
4. Exercise price: 17.92 yuan / share
5. Stock source: the company issues A-share common stock to the incentive object
6. The validity period, waiting period and exercise arrangement of the plan:
(1) The validity period of the plan is 6 years from the date of stock option grant.
(2) The waiting period is the interval between the grant of stock options and the vesting date of stock options. The waiting period of the plan is 24 months.
(3) The exercise period of this granted option and the exercise schedule of each period are shown in the table:
Proportion of the number of exercisable rights in the number of granted rights and interests
The first exercise period starts from the first trading day after 24 months from the grant date to 36 months from the grant date 33%
Ending on the last trading day of the month
The second exercise period starts from the first trading day 36 months after the grant date to 48 33% from the grant date
Ending on the last trading day of the month
The third exercise period starts from the first trading day 48 months after the grant date to 60 months from the grant date 34%
Ending on the last trading day of the month
7. The distribution of stock options reserved for grant among incentive objects is shown in the table below:
Name title granted stock options account for reserved granted shares account for the current total share capital
Quantity (10000 shares) proportion of total options
Chairman Xu Wancai and Deputy Secretary of the Party committee 23.48 28.17% 0.06%
Qu Hongmei, director, general manager and deputy of the Party committee 22.31 26.77% 0.05%
secretary
Ma Xin, deputy secretary of the Party committee and chairman of the trade union 12.91 15.49% 0.03%
Other personnel (7 persons) 24.64 29.57% 0.06%
Total (10 persons) 83.34 100.00% 0.20%
Note: (1) the incentive objects of this incentive plan do not participate in the equity incentive plans of two or more listed companies, and there are no major shareholders or actual controllers holding more than 5% of the company's equity and their spouses, parents and children among the incentive objects.
(2) The equity grant value of directors and senior managers shall not be higher than 40% of the total salary level (including equity incentive income) at the time of grant. The equity grant value of core employees of experts and above shall be reasonably determined by the board of directors of the company. In case of adjustment of relevant policies during the validity of the incentive plan, the board of directors may amend this clause according to the adjustment specified by relevant institutions.
(3) The difference in mantissa between the sum of the above total and each detailed number is caused by rounding.
8. Exercise conditions of stock options
(1) Company performance assessment requirements
The stock options granted in the plan shall be subject to performance appraisal and exercised annually in the three fiscal years of the exercise period, so as to meet the performance appraisal objectives as the exercise conditions of the incentive object. The performance appraisal objectives of each year are shown in the table below:
Performance assessment conditions during exercise period
(1) Based on the performance in 2019, the compound growth rate of net profit in 2021 shall not be less than 20.5% and not lower than the 75th percentile level of the benchmarking enterprise;
The first exercise period (2) the return on net assets in 2021 shall not be less than 8.29% and not lower than the 75th percentile level of the benchmark enterprise;
(3) EVA in 2021 shall not be less than 62 million yuan;
(4) The unit performance evaluation result is B and above in 2021.
(1) Based on the performance in 2019, the compound growth rate of net profit in 2022 shall not be less than 23%, and in the second exercise period, it shall not be lower than the 75th percentile level of the benchmarking enterprise;
(2) The return on net assets in 2022 shall not be lower than 9.6% and not lower than the 75th percentile of the benchmarking enterprise
Value level;
(3) EVA in 2022 shall not be less than 87 million yuan;
(4) The unit performance evaluation results are B and above in 2022.
(1) Based on the performance in 2019, the compound growth rate of net profit in 2023 shall not be less than 30%, and shall not be lower than the 75th percentile level of the benchmarking enterprise;
The third exercise period (2) the return on net assets in 2023 shall not be less than 13% and not lower than the 75th percentile level of the benchmark enterprise;
(3) EVA in 2023 shall not be less than 161 million yuan;
(4) The unit performance evaluation result is B and above in 2023.
Note: the net profit involved in the above conditions is the net profit attributable to the shareholders of the listed company after deducting non recurring profits and losses, and the return on net assets is the weighted average return on net assets after deducting non recurring profits and losses.
(2) Personal performance appraisal requirements
The individual assessment of incentive objects shall be conducted annually in accordance with the measures for the administration of assessment of the implementation of stock option incentive, and the assessment results shall be determined according to the individual performance assessment indicators. In principle, the performance assessment results are divided into five grades: excellent (a), good (b), general (c), poor (d) and very poor (E). Among them, a / B / C is the assessment qualified file, D / E is the assessment unqualified file, and the assessment evaluation form is applicable to the assessment object.
Qualified or unqualified assessment results
Standard grade excellent (a) good (b) average (c) poor (d) very poor (E)
Standard coefficient 1.0 1.0 0.8 0 0
Individual actual exercise limit in the current year = standard coefficient × The individual's planned exercise limit of the current year. The stock options that cannot be exercised in the current year shall be cancelled by the company.
3、 Explanation on the consistency between the stock options granted to the incentive object and the publicity on the company's website
The incentive plan implemented this time is consistent with the Qiming Information Technology Co.Ltd(002232) stock option incentive plan adopted at the second extraordinary general meeting of shareholders in 2021, and there is no other difference.
4、 Completion of stock option registration
2. Option Code: 0372173. Completion time of registration of reserved granted stock options: March 4, 2022. It is hereby announced.
Qiming Information Technology Co.Ltd(002232) board of directors
March 5, 2002
