Securities code: Shenzhen United Winners Laser Co.Ltd(688518) securities abbreviation: Shenzhen United Winners Laser Co.Ltd(688518) Announcement No.: 2022022 Shenzhen United Winners Laser Co.Ltd(688518)
Restricted stock incentive plan for 2021
Announcement that the first vesting period of part of the first grant meets the vesting conditions
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Number of restricted shares to be vested: 1709400 shares
Source of attributable stock: Shenzhen United Winners Laser Co.Ltd(688518) (hereinafter referred to as “the company”) RMB A-share common stock issued to the incentive object
1、 Approval and implementation of the equity incentive plan
(I) the plan of this equity incentive plan and its implementation procedures
1. Main contents of this equity incentive plan
(1) Equity incentive: the second type of restricted stock.
(2) Number of shares granted: 6 million shares, including 5787000 restricted shares granted for the first time and 213000 restricted shares reserved for grant.
(3) Adjusted price: 43.7 yuan / share
(4) Number of incentives: 314 for the first time and 48 for the reserved part
(5) The specific ownership arrangement is as follows:
The ownership arrangement of restricted shares granted for the first time is shown in the table below:
Vesting arrangement vesting proportion during vesting period
The first vesting period is the first 30% after 12 months from the date of granting some restricted shares for the first time
24 trading days from the date of grant of some restricted shares for the first time
Ending on the last trading day of the month
The first day after 24 months from the date of granting some restricted shares for the first time
36.30% from the trading day of the second vesting period to the date of granting some restricted shares for the first time
Ending on the last trading day of the month
The first time after 36 months from the date of granting some restricted shares for the first time
48.40% from the trading day of the third vesting period to the date of granting some restricted shares for the first time
Ending on the last trading day of the month
The vesting arrangement of restricted shares reserved for grant is shown in the table below:
Vesting arrangement vesting proportion during vesting period
The first 12 months after the date of reserved grant of some restricted shares
24-30% from the first trading day of the first vesting period to the date of reserved grant of some restricted shares
Ending on the last trading day of the month
The first day after 24 months from the date of the reserved grant of some restricted shares
36.30% from the trading day of the second vesting period to the date of reserved grant of some restricted shares
Ending on the last trading day of the month
The first day after 36 months from the date of the reserved grant of some restricted shares
48.40% from the trading day of the third vesting period to the date of reserved grant of some restricted shares
Ending on the last trading day of the month
During the above agreed period, the restricted shares that have not been fulfilled due to the attribution conditions shall not be attributed or deferred to the next year, and shall be invalidated by the company in accordance with the provisions of this incentive plan.
(6) Term of office and performance assessment requirements:
① Requirements for tenure of ownership rights and interests of incentive objects:
Before the incentive object belongs to each batch of restricted shares granted, it must meet the term of office of more than 12 months. ② Performance assessment requirements at the company level:
The incentive plan will assess the company’s performance indicators annually in the fiscal year from 2021 to 2023, so as to achieve the performance assessment goal as one of the ownership conditions of the incentive object in the current year. The attribution arrangement, performance assessment objectives and attribution coefficient of restricted shares granted by the incentive plan are shown in the table below:
Target value trigger value of attribution period
Company ownership coefficient 100% company ownership coefficient 80%
In the first vesting period, the operating income in 2021 shall not be less than RMB 1.2 billion, and the operating income in 2021 shall not be less than RMB 960 million first granted
In the second vesting period of restricted stocks, the cumulative operating revenue in 2021 and 2022 shall not be less than 2.8 billion yuan, and the cumulative operating revenue in 2021 and 2022 shall not be less than 2.24 billion yuan
In the third vesting period, the accumulated operating revenue in 2021, 2022 and 2023 shall not be less than 4.8 billion yuan, and the calculated operating revenue shall not be less than 3.84 billion yuan
In the first vesting period, the operating revenue in 2021 shall not be less than 12 million yuan, and the operating revenue in 2021 shall not be less than 960 million yuan
For the second vesting period reserved for grant, the cumulative business income in 2021 and 2022 shall not be less than 2.8 billion yuan, and the cumulative business income in 2021 and 2022 shall not be less than 2.24 billion yuan
In the third vesting period, the accumulated operating revenue in 2021, 2022 and 2023 shall not be less than 4.8 billion yuan, and the calculated operating revenue shall not be less than 3.84 billion yuan
Note: the above “operating revenue” refers to the operating revenue contained in the audited consolidated statements of listed companies.
During the vesting period, the company shall handle the registration of stock vesting for the incentive objects that meet the vesting conditions. If the current performance level of the company does not reach the trigger value of performance appraisal in each vesting period, all the restricted shares that can be attributed to all incentive objects in the corresponding appraisal year will be cancelled and invalid.
③ Performance appraisal requirements at the individual level of incentive objects:
The individual level assessment of incentive objects shall be implemented according to the relevant internal performance assessment systems of the company. The individual assessment and evaluation results of incentive objects are divided into “a”, “B”, “C” and “d”, and the corresponding attribution is as follows:
Evaluation criteria a B C D
Personal attribution coefficient 1.0 1.0 0.8 0
On the premise that the trigger value of the company’s performance target is reached, the number of restricted shares actually owned by the incentive object in the current year = the number of individual planned ownership in the current year × Company ownership coefficient × Personal attribution coefficient.
If the restricted shares that the incentive object plans to belong to in the current period cannot be attributed or cannot be fully attributed due to assessment reasons, they will be invalid and cannot be deferred to the next year.
2. Decision making procedures and information disclosure of the restricted stock incentive plan
(1) On April 23, 2021, the company held the 22nd Meeting of the third board of directors, which deliberated and adopted the proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary, the proposal on the measures for the implementation and assessment of the company’s 2021 restricted stock incentive plan, and the proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s equity incentive plan. The independent directors of the company expressed independent opinions on the relevant proposals of the incentive plan.
On the same day, the company held the 14th meeting of the third session of the board of supervisors, deliberated and adopted the proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary, the proposal on the measures for the implementation and assessment of the company’s 2021 restricted stock incentive plan, and the proposal on verifying the list of incentive objects first granted by the company’s 2021 restricted stock incentive plan, The board of supervisors of the company verified the relevant matters of the incentive plan and issued relevant verification opinions.
(2) On April 24, 2021, the company posted on the website of Shanghai Stock Exchange (www.sse. Com. CN.) The announcement on the public solicitation of entrusted voting rights by independent directors was disclosed. According to the entrustment of other independent directors of the company, Mr. Zheng Rongfu, the independent director, as the collector, solicited entrusted voting rights from all shareholders of the company on the relevant proposals of the incentive plan considered at the 2020 annual general meeting of shareholders of the company.
(3) From April 25, 2021 to May 4, 2021, the company publicized the names and positions of the incentive objects granted by the incentive plan for the first time within the company. During the publicity period, the board of supervisors of the company did not receive any objection related to the objects of the incentive plan. On May 7, 2021, the company posted on the website of Shanghai Stock Exchange (www.sse. Com. CN.) Disclosed the review opinions and publicity statement of the board of supervisors on the list of incentive objects first granted by the company’s restricted stock incentive plan in 2021.
(4) On May 14, 2021, the company held the 2020 annual general meeting of shareholders, deliberated and passed the proposal on the company’s 2021 restricted stock incentive plan (Draft) and its summary, the proposal on the measures for the administration of the implementation and assessment of the company’s 2021 restricted stock incentive plan, and the proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s equity incentive plan. At the same time, the company conducted a self-examination on the trading of the company’s shares by insiders and incentive objects six months before the announcement of Shenzhen United Winners Laser Co.Ltd(688518) 2021 restricted stock incentive plan (Draft), and found no case of stock trading by using insider information. On May 15, 2021, the company posted on the website of Shanghai Stock Exchange (www.sse. Com. CN.) Disclosed the self inspection report on the trading of company shares by insiders and incentive objects of the restricted stock incentive plan in 2021.
(5) On May 17, 2021, the company held the 24th Meeting of the 3rd board of directors and the 16th meeting of the 3rd board of supervisors. The meeting deliberated and adopted the proposal on adjusting matters related to the 2021 restricted stock incentive plan and the proposal on granting restricted stock votes to incentive objects for the first time. The independent directors of the company expressed their independent opinions on the matter and believed that the grant conditions had been met, the subject qualification of the incentive object was legal and effective, and the determined grant date met the relevant provisions. The board of supervisors verified the list of incentive objects on the grant date and issued verification opinions.
(6) On October 28, 2021, the company held the third meeting of the Fourth Board of directors and the proposal on reserving some restricted shares of the Fourth Board of supervisors, which considered that the grant conditions had been met, the qualification of incentive objects was legal and effective, and the determined grant date met the relevant provisions. The independent directors of the company expressed independent opinions on the above matters, and the board of supervisors verified the list of incentive objects granted restricted shares this time and issued verification opinions.
(7) On May 20, 2022, the company held the 8th meeting of the 4th board of directors and the 6th meeting of the 4th board of supervisors, The proposal on Abolishing the part of restricted stocks that have been granted but not yet vested, the proposal on meeting the vesting conditions in the first vesting period of the company’s restricted stock incentive plan in 2021 and the proposal on adjusting the vesting price of the restricted stock incentive plan in 2021 were reviewed and approved. The independent directors of the company expressed independent opinions on relevant matters, and the board of supervisors verified and issued verification opinions on relevant matters.
(II) previous grants of restricted shares
Grant price post grant restrictive
Grant date (after adjustment) number of shares granted (10000 shares) number of persons granted remaining number of shares
(10000 shares)
On May 17, 2021, RMB 7.43/share 578.70 314 21.30
October 28, 2021 RMB 7.43/share 21.30 48 0.00
(III) ownership of restricted shares of incentive objects in each period
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