Yunnan Energy New Material Co.Ltd(002812)
About 2022 stock option and restricted stock incentive plan
Announcement on completion of registration of stock option grant
There is no record, omission or material misrepresentation of the company’s announcement, or there is no guarantee that the contents of the announcement are true or complete.
Important content tips:
Option abbreviation: Enjie jlc1
Option Code: 037221
Stock option grant date: March 7, 2022
Number of stock options granted: 1585437
Number of stock options granted: 877
Completion date of stock option registration: March 14, 2022
In accordance with the measures for the administration of equity incentive of listed companies issued by the China Securities Regulatory Commission and the relevant rules of Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Co., Ltd, Yunnan Energy New Material Co.Ltd(002812) (hereinafter referred to as “the company”) has completed the grant registration of stock options of the company’s 2022 stock option and restricted stock incentive plan (hereinafter referred to as “the incentive plan” and “the incentive plan”). The specific information is hereby announced as follows:
1、 Decision making procedures and information disclosure performed
(I) January 24, 2022, The 41st meeting of the 4th board of directors of the company deliberated and approved the proposal on the company’s 2022 stock option and restricted stock incentive plan (Draft) and its summary, and the proposal on formulating the company’s assessment management method for the implementation of 2022 stock option and restricted stock incentive plan Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive. The independent directors of the company have expressed their independent opinions on the incentive plan and solicited entrusted voting rights from all shareholders on the incentive plan.
January 24, 2022, The 35th meeting of the 4th board of supervisors of the company deliberated and approved the proposal on the company’s 2022 stock option and restricted stock incentive plan (Draft) and its summary, and the proposal on formulating the company’s assessment and management measures for the implementation of 2022 stock option and restricted stock incentive plan Proposal on verifying the list of incentive objects of the company’s stock option and restricted stock incentive plan in 2022.
For details, please refer to the company’s designated information disclosure media “Securities Times”, “China Securities News”, “Securities Daily”, “Shanghai Securities News” and cninfo.com (www.cn. Info. Com. CN.) on January 25, 2022 The company’s announcement on the resolution of the 41st meeting of the Fourth Board of directors (Announcement No.: 2022012), the resolution of the 35th meeting of the Fourth Board of supervisors (Announcement No.: 2022018) and the company’s 2022 stock option and restricted stock incentive plan (Draft) (Revised Version), etc.
(II) from January 26, 2022 to February 6, 2022, the company publicized the names and positions of the incentive objects of the incentive plan in the company’s intranet OA system. During the publicity period, the board of supervisors of the company has not received any objection or adverse reaction from any organization or individual.
For details, please refer to the verification opinions of the board of supervisors on the list of incentive objects of the 2022 stock option and restricted stock incentive plan and the description of publicity (Announcement No.: 2022022) disclosed by the company in the designated information disclosure media on February 7, 2022.
(III) February 14, 2022, The second extraordinary general meeting of the company in 2022 deliberated and approved the proposal on the company’s 2022 stock option and restricted stock incentive plan (Draft) and its summary, and the proposal on formulating the company’s measures for the assessment and management of the implementation of 2022 stock option and restricted stock incentive plan Proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive. The company’s implementation of the 2022 stock option and restricted stock incentive plan was approved, and the board of directors was authorized to determine the grant date, grant stock options and restricted shares to the incentive objects when the incentive objects meet the conditions, and handle all matters necessary for the grant.
For details, see the announcement on the resolution of the second extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022026) disclosed by the company on the designated information disclosure media on February 15, 2022.
(IV) the company conducted a self-examination on the trading of the company’s shares by insiders of the incentive plan and incentive objects within 6 months before the public disclosure of the incentive plan (Draft) (i.e. from July 23, 2021 to January 24, 2022), For details, please refer to the self inspection report on the purchase and sale of the company’s shares by the incentive objects and insiders of the stock option and restricted stock incentive plan in 2022 (Announcement No.: 2022027) disclosed by the company in the designated information disclosure media on February 15, 2022.
(V) on March 7, 2022, the 43rd meeting of the Fourth Board of directors and the fourth supervisor of the company
The 37th meeting of the board of directors deliberated and approved the regulation on adjusting the incentive plan of stock options and restricted stocks in 2022
Proposal on the list of incentive objects of stock options and the number of rights and interests granted
Proposal on granting stock options to incentive objects under the incentive plan of stock rights and restricted stocks. The independent directors of the company made comments on this
The independent opinions agreed are expressed. It is considered that the subject qualification of the incentive object is legal and effective, and the determined stock option is granted
The date shall comply with relevant regulations. The board of supervisors of the company shall review the list of incentive objects on the grant date of stock options and issue an approval
Check the opinions.
For details, please refer to the notice on adjusting the number of shares in 2022 disclosed by the company in the designated information disclosure media on March 8, 2022
Announcement on the list of stock option incentive objects and the number of rights and interests granted under the stock option and restricted stock incentive plan
(Announcement No.: 2022034), on the incentive plan for stock options and restricted stocks in 2022
Announcement on granting stock options to incentive objects (Announcement No.: 2022035), notice of the board of supervisors on 2022
Verification opinions on the list of incentive objects on the grant date of stock options under the stock option and restricted stock incentive plan in
(Announcement No.: 2022037).
2、 Details of stock option grant registration of this incentive plan
(I) stock source: the company issues A-share common stock to the incentive object.
(II) grant date: March 7, 2022
(III) number of stock options granted: 1585437
(IV) number of persons granted: 877, including those who served in the company when the company announced the incentive plan
Senior management, middle management, core technology and business backbone of the company.
(V) exercise price: 265.36 yuan / share
(VI) the distribution of stock options granted by the incentive plan among incentive objects is shown in the table below:
Name: proportion of stock period granted by position to the total number of stock options granted to the company’s incentive plan (Draft) (copies) proportion of total share capital at the time of disclosure
Yu Xue, deputy general manager and Secretary of the board of directors 400002.5230% 0.0045%
Middle management, core technology and business backbone 1545437974770% 0.1732%
(876 persons)
Total (877 persons): 1585437100.00% 0.1777%
Note: 1. The shares of the company granted by any of the above incentive objects through all effective equity incentive plans do not exceed the equity incentive plan
1% of the total share capital of the company at the time of submission to the general meeting of shareholders. The total number of subject shares involved in all effective incentive plans of the company shall not exceed the equity incentive
10% of the total share capital of the company when the plan is submitted to the general meeting of shareholders.
2. The incentive objects of the incentive plan do not include independent directors, supervisors and shareholders or actual controllers who individually or jointly hold more than 5% of the shares of the company
And their spouses, parents and children.
3. If the total number in the above table is inconsistent with the mantissa of the sum of the sub item values, it is caused by rounding.
(VII) validity period, waiting period and exercise arrangement of the incentive plan
1. The validity period of this incentive plan shall be no more than 48 months from the date when the registration of stock option grant is completed to the date when all the stock options granted to the incentive object are exercised or cancelled.
2. The waiting periods of stock options granted by the incentive plan are 12 months, 24 months and 36 months respectively from the date of registration. During the waiting period, the stock options granted to the incentive object shall not be transferred, used to guarantee or repay debts.
3. The exercise period of stock options and the exercise schedule of each period are shown in the table:
Exercise arrangement exercise time exercise proportion
Stock options shall be granted from the first trading day after 12 months from the date of completion of grant registration to 40%
The first exercise period shall end on the last trading day within 24 months from the date of completion of registration
Stock options shall be granted from the first trading day after 24 months from the date of completion of grant registration to 30%
The second exercise period shall end on the last trading day within 36 months from the date of completion of registration
Stock options shall be granted from the first trading day 36 months after the date of completion of grant registration to 30%
The third exercise period shall end on the last trading day within 48 months from the date of completion of registration
Stock options that have not applied for exercise within the above agreed period or cannot apply for exercise due to failure to meet the exercise conditions shall be cancelled by the company.
(VIII) performance assessment requirements of the incentive plan
1. Company level performance assessment requirements
Performance assessment objectives during the exercise period
Stock options are based on the operating income in 2021, and the operating income in 2022 shall not be less than 150% of the base;
First exercise period
The base of stock options is the operating income in 2021, and the operating income in 2023 shall not be less than 180% of the base;
Second exercise period
Stock options are based on the operating income in 2021, and the operating income in 2024 shall not be less than 210% of the base;
The third exercise period
Note: the above financial indicators are subject to the audited and announced financial report of the company in the current year.
If the company fails to meet the above performance assessment objectives, the stock options of all incentive objects planned to exercise in the current year shall not be exercised and shall be cancelled by the company.
2. Performance appraisal requirements at individual level
Under the guidance of the remuneration and assessment committee, the company and its subsidiaries will assess the incentive objects annually and determine their exercise proportion according to the assessment management measures for the implementation of stock option and restricted stock incentive plan in Yunnan Energy New Material Co.Ltd(002812) 2022 and the assessment methods for various incentive objects issued by the company, The actual exercise amount of the incentive object in the current year = the exercise proportion at the individual level × The individual’s planned exercise limit of the current year.
The performance evaluation results of incentive objects are divided into five grades: A, B, C, D and e. the evaluation form is applicable to the evaluation objects. At that time, the exercise proportion of incentive objects will be determined according to the following table:
Evaluation results a b c d e
Exercise proportion: 100% 90% 80% 75% 0%
If the individual performance appraisal of the incentive object in the previous year is rated as a, B, C and D, the individual performance appraisal of the incentive object in the previous year is “up to standard”, and the incentive object can exercise the right according to the proportion specified in the incentive plan, and the part not exercised in the current period shall be cancelled by the company; If the individual performance appraisal result of the incentive object in the previous year is e, the individual performance appraisal of the incentive object in the previous year is “unqualified”, and the company will cancel the current exercise limit of the incentive object and cancel it by the company in accordance with the provisions of this incentive plan.
3、 Explanation on the consistency between the stock options granted to the incentive object and the publicity of the company
On March 7, 2022, the company held the 43rd meeting of the Fourth Board of directors, deliberated and approved the proposal on adjusting the list of incentive objects of stock options and restricted stock incentive plan in 2022 and the proposal on granting stock options to incentive objects of stock options and restricted stock incentive plan in 2022, Agree to grant 1585437 stock options to 877 incentive objects who meet the grant conditions.
The incentive objects and the number of stock options granted this time are consistent with the incentive plan deliberated and approved at the second extraordinary general meeting of shareholders in 2022, the adjustment and grant of stock options deliberated and approved at the 43rd meeting of the Fourth Board of directors and the 37th meeting of the Fourth Board of supervisors, and the publicity of the company. 4、 Completion of grant registration of stock options
(I) option Code: 037221
(II) option abbreviation: Enjie jlc1
(III) completion date of registration of stock options granted this time: March 14, 2022
5、 Impact of the implementation of the incentive plan on the company
The implementation of this incentive plan is conducive to
