Securities code: Muyuan Foods Co.Ltd(002714) securities abbreviation: Muyuan Foods Co.Ltd(002714) Announcement No.: 2022052 preferred stock code: 140006 preferred stock abbreviation: muyuanyou 01
Bond Code: 127045 bond abbreviation: muyuan convertible bond
Muyuan Foods Co.Ltd(002714)
About the first grant of restricted stock incentive plan in 2022
Announcement of completion of grant registration
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.
Important content tips:
1. Listing date of restricted shares: March 25, 2022
2. Number of shares granted under this incentive plan: 59685191 million shares
3. Grant price of restricted stock: 30.52 yuan / share
4. Total number of restricted shares granted this time: 5577
In accordance with the measures for the administration of equity incentive of listed companies issued by the CSRC, the relevant provisions of Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Co., Ltd., and after examination and confirmation by Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Co., Ltd, Muyuan Foods Co.Ltd(002714) (hereinafter referred to as “the company” or ” Muyuan Foods Co.Ltd(002714) “) has completed the registration of the first grant of the restricted stock incentive plan in 2022. The relevant matters are hereby announced as follows:
1、 The decision-making procedures that the company has performed for the restricted stock incentive plan in 2022
1. On February 11, 2022, the fifth meeting of the Fourth Board of directors of the company deliberated and approved the proposal on Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan (Draft) and its summary, the proposal on the measures for the administration of the implementation of Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan, and the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive, The independent directors expressed independent opinions on relevant matters and agreed that the company would implement this incentive plan.
2. On February 11, 2022, the fifth meeting of the Fourth Board of supervisors of the company deliberated and approved the proposal on Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan (Draft) and its summary, and the proposal on the measures for the implementation and assessment of Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan, and agreed to implement the incentive plan.
3. From February 12, 2022 to February 21, 2022, the company will publicize the names and positions of the incentive objects of the equity incentive plan. After the expiration of the publicity period, the board of supervisors of the company did not receive any objection related to the incentive objects of the incentive plan, and there was no feedback record. On February 23, 2022, the company disclosed the announcement of Muyuan Foods Co.Ltd(002714) board of supervisors on the review opinions and publicity of the list of incentive objects of the company’s restricted stock incentive plan in 2022.
4. On February 28, 2022, the company’s first extraordinary general meeting of shareholders in 2022 deliberated and approved the proposal on Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan (Draft) and its summary, the proposal on the measures for the implementation and assessment of Muyuan Foods Co.Ltd(002714) 2022 restricted stock incentive plan, and the proposal on requesting the general meeting of shareholders to authorize the board of directors to handle matters related to equity incentive, On March 1, 2022, the company disclosed Muyuan Foods Co.Ltd(002714) the self inspection report on the trading of the company’s shares by insiders and incentive objects of the restricted stock incentive plan in 2022.
5. On March 14, 2022, the seventh meeting of the Fourth Board of directors and the eighth meeting of the Fourth Board of supervisors approved the proposal on adjusting the list and number of incentive objects granted by the company’s restricted stock incentive plan for the first time in 2022 and the proposal on granting restricted shares to incentive objects. The independent directors, the board of supervisors and lawyers of the company expressed their opinions on the above matters.
2、 Specific circumstances of restricted stock grant
(I) grant
1. Stock source: the company’s A-share common stock issued by the company to the incentive object
2. Grant date: March 14, 2022
3. Grant price: 30.52 yuan / share
4. Number of grants: 5577 incentive objects are granted in the incentive plan, and the number of restricted shares granted is 59685191, accounting for about 1.13% of the total share capital at the time of announcement of the draft incentive plan. Among them, the incentive objects include the core management, technical and business personnel who worked in the company (including subsidiaries) when the company announced the incentive plan.
The list and distribution of incentive objects are as follows:
Name and position proportion of restricted shares granted to restricted shares granted to the total number of votes (10000 shares) on the day of announcement of the plan proportion of total share capital
Cao Zhinian, executive vice president and financial director 16.35 0.22% 0.0031%
Yang Ruihua, vice president 24.52 0.33% 0.0047%
Vice President Chu Ke 9.81 0.13% 0.0019%
Name and position proportion of restricted shares granted to restricted shares granted to the total number of votes (10000 shares) on the day of announcement of the plan proportion of total share capital
Qin Jun, Secretary of the board of directors and Chief Strategic Officer 4.35 0.06% 0.0008%
Gao Zhen, head of Finance Department 24.52 0.33% 0.0047%
Wang Chunyan, chief human resources officer 19.62 0.26% 0.0037%
Li Yanpeng, chief operating officer of pig production 14.72 0.20% 0.0028%
Zhang Yuliang, chief intelligent officer 9.81 0.13% 0.0019%
Xu shaotao, general manager of muyuan meat 9.81 0.13% 0.0019%
Yuan Hebin chief legal officer 8.18 0.11% 0.0016%
Wang Zhiyuan, general manager of development and construction 8.18 0.11% 0.0016%
Core management, technology and business personnel 58186491 77.99% 1.1057% (5566 people)
Reserved part 14921298 20.00% 0.2835%
Total 74606489 100.00% 1.4177%
Note: due to rounding, the above data may have tail difference.
After the completion of this restricted stock grant, the equity distribution of the company still meets the listing conditions.
(II) validity period of incentive plan, sales restriction period and release of sales restriction arrangement
The restricted shares granted by the incentive plan shall be restricted for 12 months and 24 months respectively from the date of completion of registration of the restricted shares sold by the incentive object. The restricted shares granted to the incentive object under this incentive plan shall not be transferred, used for guarantee or debt repayment before the restriction is lifted.
After the restriction is lifted, the company will handle the lifting of the restriction for the incentive objects who meet the conditions for lifting the restriction. The restricted shares held by the incentive objects who do not meet the conditions for lifting the restriction will be repurchased and cancelled by the company.
The release period of restricted shares granted for the first time in the incentive plan 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 12 months from the date of first grant registration
The last 50% within 24 months from the first release period to the date of the first grant of registration
End of trading day
The first trading day after 24 months from the date of first grant registration
The last 50% within 36 months from the second lifting of the restriction period to the date of the first grant of registration
End of trading day
The release period of some reserved restricted shares 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
12 months after the first registration date of the transaction
The last 50% within 24 months from the first release period to the date of the first grant of registration
End of trading day
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 first grant registration
The last 50% within 36 months from the second lifting of the restriction period to the date of the first grant of registration
End of trading day
For the restricted shares that have not applied for lifting the restriction within the above agreed period or cannot be lifted due to the failure to meet the conditions for lifting the restriction, the company will repurchase and cancel the corresponding restricted shares of the incentive object that have not been lifted according to the principles specified in the plan.
The restricted shares granted to the incentive object, the shares obtained due to the conversion of capital reserve into share capital, stock dividend and stock subdivision, shall be restricted at the same time, and shall not be sold in the secondary market or transferred in other ways. The release period of such shares is the same as that of restricted shares.
(III) performance assessment requirements for lifting sales restrictions
1. Company level performance appraisal
The assessment year for the lifting of restrictions on the sale of restricted shares granted for the first time in the incentive plan is two fiscal years from 2022 to 2023, with one assessment in each fiscal year. The growth rate of pig sales is subject to the data contained in the company’s sales briefing or periodic report.
Only when the company meets the performance assessment objectives of each year, the restricted shares of all incentive objects in the corresponding assessment year can be lifted. If the company fails to meet the performance assessment objectives of the current year, the restricted shares of all incentive objects corresponding to the assessment year shall not be lifted, and shall be repurchased and cancelled by the company. The repurchase price is the sum of the grant price and the interest on bank deposits in the same period.
The performance assessment objectives of each year from 2022 to 2023 are shown in the table below:
Performance assessment objectives during the lifting of sales restrictions
The first period of lifting the restrictions is based on the sales volume of pigs in 2021, and the growth rate of sales volume of pigs in 2022 will not be less than 25%
The second lifting period is based on the sales volume of pigs in 2021, and the growth rate of sales volume of pigs in 2023 will not be less than 40%
Note: the above “pig sales volume” refers to the pig sales volume in the sales briefing or periodic report issued by the company. Performance evaluation of reserved part
The annual performance appraisal objectives of some reserved restricted stocks are shown in the table below:
Performance assessment objectives during the lifting of sales restrictions
The first period of lifting the restrictions is based on the sales volume of pigs in 2021, and the growth rate of sales volume of pigs in 2022 will not be less than 25%
The second period of lifting the restriction on sales is 202
