Securities code: 300752 securities abbreviation: Shenzhen Longli Technology Co.Ltd(300752) Announcement No.: 2022-004
Shenzhen Longli Technology Co.Ltd(300752)
About the first grant of restricted stock incentive plan in 2019
The second release period and the first release period of the reserved grant part
Announcement on the achievement of lifting the sales restriction conditions
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.
Special tips:
1. The total number of incentive objects that meet the conditions for lifting the restrictions on sales this time is 100, including 61 incentive objects who achieved the results of lifting the restrictions on sales in the second period of the first granted part of the restricted stock incentive plan in 2019, and 39 incentive objects who achieved the results of lifting the restrictions on sales in the first period of the reserved granted part of the restricted stock incentive plan in 2019; 2. The total number of restricted shares that can be lifted this time is 2650732 shares, accounting for 1.26% of the current total share capital of the company. Among them, 2023491 shares were released during the second release period of the first granted part of the restricted stock incentive plan in 2019, and 627241 shares were released during the first release period of the reserved granted part of the restricted stock incentive plan in 2019;
3. Relevant formalities shall be handled for the lifting of restricted shares. Before listing and circulation, the company will issue relevant prompt announcements. Please pay attention to them.
At the 31st meeting of the second board of directors and the 29th meeting of the second board of supervisors held on January 8, 2021, Shenzhen Longli Technology Co.Ltd(300752) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the achievement of the second release period of the first release period and the release conditions of the first release period of the reserved grant part of the restricted stock incentive plan in 2019, In view of the achievement of the second release period of the first granted part of the restricted stock incentive plan in 2019 and the conditions that can be released during the first release period of the reserved granted part, it is agreed to handle the release of restrictions and listing and circulation procedures for 2650732 restricted shares (accounting for 1.26% of the current total share capital of the company) of 100 incentive objects who meet the release conditions, The relevant contents are hereby announced as follows:
1、 Relevant approval procedures for the restricted stock incentive plan have been performed
1. The remuneration and assessment committee of the board of directors of the company formulated the company’s restricted stock incentive plan in 2019 (Draft) and submitted it to the board of directors of the company for deliberation.
2. On November 24, 2019, the company held the 8th meeting of the second board of directors, deliberated and adopted the proposal on the company’s 2019 restricted stock incentive plan (Draft) and summary, and the proposal on the company’s assessment management measures for the implementation of 2019 restricted stock incentive plan On the same day, the company held the seventh meeting of the second board of supervisors. The board of supervisors verified the incentive objects of the incentive plan and considered that the subject qualification of the incentive objects was legal and effective; The independent directors of the company expressed explicit consent to the incentive plan.
3. From November 25, 2019 to December 10, 2019, the company publicized the list of incentive objects of 2019 restricted stock incentive plan by e-mail and bulletin board. 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 December 9, 2019, the company announced the verification opinions and publicity description on the list of incentive objects granted for the first time under the restricted stock incentive plan in 2019.
4. On December 10, 2019, the fourth extraordinary general meeting of the company in 2019 deliberated and passed the proposal on the company’s 2019 restricted stock incentive plan (Draft) and summary, and the proposal on the company’s measures for the assessment and management of the implementation of 2019 restricted stock incentive plan Proposal on requesting the general meeting of shareholders of the company to authorize the board of directors to handle matters related to the restricted stock incentive plan in 2019. The company’s implementation of the 2019 restricted stock incentive plan was approved, and the board of directors was authorized to determine the grant date, grant restricted shares to the incentive objects when the incentive objects meet the conditions, and handle all matters necessary for the grant. On December 10, 2019, the company disclosed the self inspection report on the trading of the company’s shares by insiders and incentive objects of the restricted stock incentive plan in 2019.
5. On December 20, 2019, the 9th meeting of the second board of directors of the company deliberated and approved the proposal on adjusting the list of incentive objects and the number of awards under the 2019 restricted stock incentive plan, the proposal on granting restricted shares to incentive objects, and the proposal on changing the registered capital of the company, amending the articles of Association (Draft) and handling the change of industrial and commercial registration, The independent directors of the company expressed their independent opinions on this and believed that the subject qualification of the incentive object was legal and effective, and the determined grant date met the relevant provisions. On the same day, the company held the eighth meeting of the second board of supervisors, deliberated and adopted the proposal on adjusting the list of incentive objects and the number of awards under the 2019 restricted stock incentive plan and the proposal on granting restricted shares to incentive objects. 6. On August 4, 2020, the company held the 14th meeting of the second board of directors and the 13th meeting of the second board of supervisors, deliberated and approved the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase price, and agreed to repurchase and cancel Liu MEIXIA, Li Caijie, Wang Jiangping Wang Jianhua has been granted 59000 restricted shares but the restrictions have not been lifted. The independent directors and the board of supervisors of the company expressed their independent opinions. The law firm issued a legal opinion.
7. On August 20, 2020, the company held the first extraordinary general meeting of shareholders in 2020, deliberated and approved the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase price, and agreed to repurchase and cancel 15000 restricted shares granted but not yet resolved by Liu MEIXIA, Li Zhijie, Wang Jiangping and Wang Jianhua. At the same time, the company disclosed the announcement on capital reduction on repurchase and cancellation of some restricted shares and notified creditors. Creditors have the right to require the company to pay off debts or provide corresponding guarantees within 45 days from the date of this announcement.
8. On September 14, 2020, the company held the 16th meeting of the second board of directors and the 15th meeting of the second board of supervisors, deliberated and approved the proposal on granting reserved restricted shares to incentive objects, the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase price, and agreed to take September 14, 2020 as the grant date, 849100 restricted shares were granted to 44 incentive objects at the price of 12.63 yuan / share. At the same time, the Company repurchased and cancelled 15000 restricted shares that exceeded the granted but not yet released restrictions.
The independent directors and the board of supervisors of the company expressed their independent opinions.
9. On September 30, 2020, the company held the second extraordinary general meeting of shareholders in 2020, deliberated and approved the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase price, and agreed to repurchase and cancel 15000 restricted shares that have been granted but not yet released. At the same time, the company disclosed the announcement on capital reduction on repurchase and cancellation of some restricted shares and notified creditors. Creditors have the right to require the company to pay off debts or provide corresponding guarantees within 45 days from the date of this announcement.
10. On December 4, 2020, the company held the 20th meeting of the second board of directors and the 19th meeting of the second board of supervisors, deliberated and adopted the proposal on adjusting the list of incentive objects and the number of grants of the reserved part of the restricted stock incentive plan in 2019, and agreed to adjust the list of incentive objects and the number of grants of the reserved part of the incentive plan. The independent directors and the board of supervisors of the company agreed with this. The law firm issued a legal opinion.
11. On December 29, 2020, the 21st Meeting of the second board of directors and the 20th meeting of the second board of supervisors held by the company deliberated and adopted the proposal on the achievement of lifting the restrictions during the first lifting period of the first part of the restricted stock incentive plan in 2019, In view of the fact that the company’s restricted stock incentive plan in 2019 granted some of the conditions for lifting the restrictions in the first lifting period for the first time, it is agreed to handle the procedures for lifting the restrictions and listing and circulation of 1026090 restricted shares (accounting for 0.85% of the company’s current total share capital) of 68 incentive objects who meet the conditions for lifting the restrictions in the first lifting period. The remuneration and assessment committee of the board of directors, independent directors and the board of supervisors of the company expressed their consent. The law firm issued a legal opinion.
12. On April 26, 2021, the company held the 23rd Meeting of the second board of directors and the 22nd Meeting of the second board of supervisors, deliberated and approved the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase quantity and repurchase price, and agreed to repurchase and cancel Zheng Hu, Yang Fuyun, Liu Hao, Hu you 233520 restricted shares (number of shares after conversion) granted to Liu Chao but not yet released. The independent directors and the board of supervisors of the company agreed with this. The law firm issued a legal opinion.
13. On May 17, 2021, the company held the 2020 annual general meeting of shareholders, deliberated and approved the proposal on repurchase and cancellation of some restricted shares and adjustment of repurchase quantity and repurchase price, and agreed to repurchase and cancel 233520 restricted shares (number of shares after share conversion) granted but not yet lifted by Zheng Hu, Yang Fuyun, Liu Hao, Hu you and Liu Chao. At the same time, the company disclosed the announcement on capital reduction on repurchase and cancellation of some restricted shares and notified creditors. Creditors have the right to require the company to pay off debts or provide corresponding guarantees within 45 days from the date of this announcement.
14. On January 8, 2022, the company held the 31st meeting of the second board of directors and the 29th meeting of the second board of supervisors, and deliberated and adopted the proposal on the achievement of the second lifting of the restrictions on sales in the first granting period and the first lifting of the restrictions on sales in the reserved granting period of the restricted stock incentive plan in 2019 The proposal on repurchasing and canceling the first granted part and reserved granted part of the restricted stock incentive plan in 2019, and adjusting the repurchase quantity and repurchase price, and other relevant proposals. In view of the fact that the conditions for the release of restrictions in the second release period of the first granted part and the first release period of the reserved granted part of the company’s restricted stock incentive plan in 2019 have been met, Agree to lift the restrictions on the sale of restricted shares of 100 eligible incentive objects, and agree to the company’s repurchase and cancellation of 121597 restricted shares granted but not yet released by Fan Wei, Liu Zhenhua, Yu Shangshui, Guo Lili, Li Yang and Li Zhenhua. The independent directors and the board of supervisors of the company agreed with this. The law firm issued a legal opinion.
2、 Description of the achievements of the second release period of the first granted part of the restricted stock incentive plan and the release conditions of the first release period of the reserved granted part
(I) explanation on the expiration of the second release period of the first granted part
According to the provisions of the company’s 2019 restricted stock incentive plan (Draft) (hereinafter referred to as “incentive plan (Draft)”, and other relevant documents, the arrangement for lifting the restriction on the sale of restricted shares granted for the first time in this incentive plan is shown in the table below:
The proportion of sales restrictions lifted during the lifting of sales restrictions
The first month after 12 months from the date of completion of registration of the first grant
30% within 24 months from the trading date of the first lifting of the restriction period to the date of completion of registration of the first grant
Ending on the last trading day within
The first month after 24 months from the date of completion of registration of the first grant
36 months from the trading date of the second release period to the date of completion of registration of the first grant 40%
Ending on the last trading day within
The first month after 36 months from the date of completion of registration of the first grant
30% within 48 months from the trading date of the third release period to the date of completion of registration of the first grant
Ending on the last trading day within
As mentioned above, the grant date of restricted shares granted for the first time in this incentive plan is December 20, 2019, the listing date
As of January 3, 2020, the first period of lifting the restrictions on sales has expired on January 2, 2021, and the second period of lifting the restrictions on sales has expired on January 2, 2021
Expires on January 2, 2022.
(II) explanation on the expiration of the first release period of the reserved grant part
According to the provisions of the company’s incentive plan (Draft) and other relevant documents, the arrangement for lifting the restrictions on the sale of restricted shares reserved for grant in the incentive plan is shown in the table below:
The proportion of sales restrictions lifted during the lifting of sales restrictions
From the date of completion of the registration of the grant of restricted shares reserved for grant
From the first trading day 12 months after the reserved restricted shares to 50% of the reserved granted shares
The latest within 24 months from the date of completion of the grant registration of the first restricted period stock
Ending on the next trading day
From the date of completion of the registration of the grant of restricted shares reserved for grant
From the first trading day 24 months after the reserved restricted stock
