Securities code: Qiaoyin City Management Co.Ltd(002973) securities abbreviation: Qiaoyin City Management Co.Ltd(002973) Announcement No.: 2022022
Bond Code: 128138 bond abbreviation: Overseas Chinese bank convertible bond
Qiaoyin City Management Co.Ltd(002973)
Announcement on the completion of the registration of the first grant of stock options
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.
After examination and confirmation by Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Corporation Limited, Qiaoyin City Management Co.Ltd(002973) (hereinafter referred to as “the company”) has completed the first grant registration of 2022 stock option incentive plan (hereinafter referred to as “the incentive plan”). The option is abbreviated as overseas Chinese bank jlc1 and the option code is 037213. The relevant information is hereby announced as follows:
1、 Relevant review procedures and information disclosure of the incentive plan
(I) on January 24, 2022, the company held the 40th meeting of the second board of directors, The proposal on the 2022 stock option incentive plan (Draft) and its summary, the proposal on the assessment and management measures for the 2022 stock option incentive plan, and the proposal on submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to the 2022 stock option incentive plan were reviewed and approved. The independent directors of the company expressed independent opinions on this, Lawyers and other intermediaries issue corresponding reports.
(II) on January 24, 2022, the company held the 23rd Meeting of the second board of supervisors, deliberated and adopted the proposal on the stock option incentive plan in 2022 (Draft) and summary, the proposal on the measures for the assessment and management of the stock option incentive plan in 2022, and the proposal on verifying the list of incentive objects of the stock option incentive plan in 2022.
(III) the company publicized the names and positions of the incentive objects within the company from January 27, 2022 to February 11, 2022. During the publicity period, the company did not receive any objection about the incentive objects, and disclosed the explanation and verification opinions of the board of supervisors on the publicity of the list of incentive objects of 2022 stock option incentive plan on February 14, 2022.
(IV) on February 14, 2022, the company disclosed the self inspection report on the trading of the company’s shares by insiders and incentive objects of the 2022 stock option incentive plan.
(V) on February 16, 2022, the company held the first extraordinary general meeting of shareholders in 2022, The proposal on the 2022 stock option incentive plan (Draft) and its summary, the proposal on the assessment and management measures for the 2022 stock option incentive plan, and the proposal on submitting to the general meeting of shareholders to authorize the board of directors to handle matters related to the 2022 stock option incentive plan were reviewed and approved.
(VI) on February 16, 2022, the company held the 41st meeting of the second board of directors and the 24th Meeting of the second board of supervisors respectively, and deliberated and adopted the proposal on granting stock options to incentive objects for the first time. The independent directors of the company expressed independent opinions on this, the board of supervisors verified the list of incentive objects granted stock options this time, and lawyers and other intermediaries issued corresponding reports.
2、 Completion of registration of stock options granted for the first time
(I) option abbreviation: Overseas Chinese bank jlc1;
(II) option Code: 037213;
(III) completion time of option registration: March 4, 2022;
(IV) number of persons granted: 75;
(V) number of awards: 5.47 million;
(VI) the distribution of stock options granted for the first time is shown in the table below:
Serial number name the proportion of the number of positions granted to the total amount granted to the total share capital (10000 copies)
1 Huang Jinling, director and deputy general manager 30.00 5.00% 0.07%
2 Hu Wei, deputy general manager 30.00 5.00% 0.07%
3 Zhou Danhua, director and deputy general manager 12.00 2.00% 0.03%
4 Chen Chunxia, Secretary of the board of directors 12.00 2.00% 0.03%
5 Liu meihui CFO 12.00 2.00% 0.03%
6 other personnel deemed by the board of directors to be encouraged 451.00 75.17% 1.10%
(70 persons in total)
Reserve 53.00 8.83% 0.13%
Total 600.00 100.00% 1.47%
If there is a difference between the total and the detailed data, it is caused by rounding.
(VII) exercise price: 15.20 yuan / share;
(VIII) grant date: February 16, 2022;
(IX) stock source: the company issues A-share common stock to the incentive object;
(x) the validity period of the incentive plan: from the date of the first grant of stock options to the date of full exercise or cancellation, the longest period shall not exceed 60 months.
（11） The exercise arrangement is shown in the table below:
Exercise arrangement exercise time exercise proportion
The first exercise period shall be from the first trading day 12 months after the completion of the first grant registration to the first 30%
The last trading day within 24 months from the date of completion of the grant registration
The second exercise period is from the first trading day 24 months after the completion of the first grant registration to the first 30%
The last trading day within 36 months from the date of completion of the grant registration
The third exercise period is from the first trading day 36 months after the completion of the first grant registration to the first 40%
The last trading day within 48 months from the date of completion of the grant registration
（12） Company level performance appraisal
The corresponding assessment year for the exercise of stock options granted for the first time in the incentive plan is three fiscal years from 2022 to 2024, and the assessment is conducted once in each fiscal year.
The performance assessment objectives at the company level are shown in the table below:
Performance appraisal objectives of exercise arrangement
The first exercise period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2022 shall not be less than 30%
The second exercise period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2023 shall not be less than 65%
The third exercise period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2024 shall not be less than 100%
Note 1: the above indicators of “operating revenue” and “operating revenue growth rate” are calculated based on the data contained in the audited consolidated financial statements of the company. Note 2: the above company level performance assessment objectives do not constitute the company’s performance prediction and substantive commitment to investors.
During each exercise period, if the company fails to meet the corresponding performance assessment objectives, the stock options granted but not exercised by all incentive objects in the corresponding assessment year shall not be exercised and shall be cancelled by the company.
（13） Individual level performance appraisal
The performance appraisal of the incentive object shall be carried out in accordance with the relevant provisions of the company’s current salary and performance appraisal. The performance appraisal results of the incentive object are divided into five grades: “s (excellent)”, “a (excellent)”, “B (general)”, “C (to be improved)” and “d (poor)”. During each exercise period, the actual number of stock options exercisable by the incentive object in the current period is determined according to the corresponding performance appraisal results, as shown in the following table:
Performance appraisal grade s (excellent) a (excellent) B (average) C (to be improved) d (poor)
Proportion of exercisable rights 100% 0%
In each exercise period, if the company meets the corresponding performance assessment objectives, the actual number of stock options that can be exercised by the incentive object in the current period = the number of stock options that the individual plans to exercise in the current period × The proportion of exercisable rights, and the stock options that cannot be exercised in the due period shall be cancelled by the company.
3、 Explanation on whether there is any difference between this grant and the incentive plan approved by the general meeting of shareholders
There is no difference between the number of incentive objects and stock options granted this time and the incentive plan approved by the first extraordinary general meeting of shareholders in 2022.
4、 Impact of this grant on the company
It is preliminarily estimated that the incentive cost generated by the implementation of the incentive plan will have an impact on the relevant operating performance of the company in each period. However, at the same time, the implementation of the incentive plan will further improve the cohesion of employees and the stability of the team, and effectively stimulate the enthusiasm of the management team, so as to improve the operating efficiency of the company and enhance the internal value of the company.
It is hereby announced.
Qiaoyin City Management Co.Ltd(002973) board of directors
March 8, 2022
