Securities code: 603776 securities abbreviation: Youon Technology Co.Ltd(603776) Announcement No.: 2022-005 bond Code: 113609 bond abbreviation: Yong’an convertible bond
Youon Technology Co.Ltd(603776)
About 2020 restricted stock incentive plan
The first announcement of lifting the restriction period and unlocking and listing
All directors of the company or persons with equivalent responsibilities guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear corresponding legal liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Number of restricted shares unlocked this time: 339000 shares
Listing and circulation date of restricted shares unlocked this time: January 21, 2022
Youon Technology Co.Ltd(603776) (hereinafter referred to as “the company”) convened the 17th meeting of the third board of directors and the 15th meeting of the third board of supervisors on December 14, 2021, and deliberated and adopted the proposal on the achievement of lifting the restrictions in the first restricted stock incentive plan in 2020. The relevant matters are hereby announced as follows:
1、 Approval and implementation of restricted shares of equity incentive plan
1. On November 19, 2020, the company held the 8th meeting of the 3rd board of directors and the 7th Meeting of the 3rd board of supervisors, deliberated and adopted the proposal on the company’s 2020 restricted stock incentive plan (Draft) and its summary, the proposal on formulating the management measures for the implementation and assessment of the company’s 2020 restricted stock incentive plan and other relevant proposals, The independent directors of the company have expressed their independent opinions on matters related to the incentive plan.
2. From November 20, 2020 to November 30, 2020, the company publicized the names and positions of the incentive objects within the company. During the publicity period, the company did not receive any objection to the proposed incentive objects. The board of supervisors checked the list of incentive objects granted by the incentive plan and explained the publicity. For details, see the explanation and verification opinions of the board of supervisors on the publicity of the list of incentive objects of the company’s 2020 restricted stock incentive plan (2020-066) disclosed by the company on December 2, 2020.
3. On December 7, 2020, the company held the third extraordinary general meeting of shareholders in 2020, The proposal on the company’s 2020 restricted stock incentive plan (Draft) and its summary, the proposal on formulating the measures for the implementation and assessment of the company’s 2020 restricted stock incentive plan, and the proposal on submitting the company’s general meeting of shareholders to authorize the board of directors to handle matters related to the 2020 restricted stock incentive plan were reviewed and adopted.
4. On December 8, 2020, the company disclosed the self inspection report on the trading of the company’s shares by insiders of the 2020 restricted stock incentive plan (2020-068)
5. On December 21, 2020, the company held the ninth meeting of the third board of directors and the eighth meeting of the third board of supervisors,
The proposal on granting restricted shares to incentive objects was deliberated and passed, and the related directors have avoided the form when deliberating relevant matters
In the resolution, the independent directors of the company expressed their agreed independent opinions on relevant matters. The board of supervisors of the company will review the list of incentive objects again
It was verified and clearly agreed.
6. On January 23, 2021, the company disclosed the announcement on the grant results of 2020 restricted stock incentive plan,
The grant date is December 21, 2020. The number of shares granted is 583500, the number of people granted is 53, and the grant price is RMB 10.50/
And completed the share registration in China Securities Depository and Clearing Co., Ltd. Shanghai Branch on January 21, 2021.
7. On December 14, 2021, the company held the 17th meeting of the third board of directors and the 15th meeting of the third board of supervisors
The meeting deliberated and adopted the regulations on repurchase and cancellation of restricted shares granted to some incentive objects but not yet lifted the sales restriction and adjustment
Proposal on repurchase price and quantity, achievement of lifting the restrictions on sales in the first restricted period of 2020 restricted stock incentive plan
The related directors have avoided voting when considering relevant matters, and the independent directors of the company have expressed their independent opinions on the above matters
See you. The company plans to repurchase and cancel a total of 22200 restricted shares that have been granted but have not been lifted, and the repurchase price is
8.21 yuan / share plus the sum of bank deposit interest in the same period; A total of 51 incentive objects who meet the conditions for lifting the sales restriction can be lifted
The number of restricted shares sold was 339000.
2、 Conditions for unlocking restricted shares of equity incentive plan
(I) explanation on expiration of restricted sales period
According to the Youon Technology Co.Ltd(603776) 2020 restricted stock incentive plan (Draft) (hereinafter referred to as “incentive plan”)
According to the relevant provisions of the “incentive plan”), the first lifting of the sales restriction period shall start from the first trading day after 12 months from the date of completion of registration of the grant
Until the last trading day within 24 months from the date of grant registration, the proportion of lifting the sales restriction is 50%.
The date of completion of the grant registration of the company’s 2020 restricted stock incentive plan is January 21, 2021, the first restricted sale
The term will expire on January 21, 2022.
(II) description of the achievement of lifting the restrictions on sales
S / N description of whether the conditions for lifting the restrictions on sales meet the conditions for lifting the restrictions on sales
The company is not under any of the following circumstances:
(1) The financial and accounting report of the most recent fiscal year has been given a negative opinion by a certified public accountant, or
Audit reports that cannot express opinions;
(2) The internal control of the financial report of the most recent fiscal year has been given a negative opinion by the certified public accountant, and the company has not experienced any situation, which is less than 1 year or cannot express an opinion; Sufficient conditions for lifting the sales restrictions.
(3) Failure to comply with laws and regulations, articles of association and public commitments in the last 36 months after listing
Profit distribution;
(4) Equity incentive is not allowed according to laws and regulations;
(5) Other circumstances recognized by the CSRC.
The incentive object does not have any of the following situations:
2 (1) being identified as inappropriate by the stock exchange within the last 12 months; There is no incentive object under any circumstance (2) it has been identified as an inappropriate candidate by the CSRC and its dispatched offices within the last 12 months; Form, meeting the conditions for lifting the restrictions. (3) In the last 12 months, it has been punished by the CSRC and its dispatched offices for major violations of laws and regulations
S / N description of whether the conditions for lifting the restrictions on sales meet the conditions for lifting the restrictions on sales
Administrative punishment or market entry prohibition measures;
(4) Those who are not allowed to serve as directors or senior managers of the company as stipulated in the company law;
(5) Those who are not allowed to participate in equity incentive of listed companies according to laws and regulations;
(6) Other circumstances recognized by the CSRC.
Performance indicators at the company level: the company’s net profit attributable to shareholders of Listed Companies in 2020 is based on the average value of net profit attributable to shareholders of Listed Companies in 2019. The net profit growth rate attributable to shareholders of listed companies after deducting non recurring 3 in 2020 shall not be less than 10%. The net profit of profit and loss is the “net profit” index. The audited net profit attributable to the shareholders of the listed company after deducting non recurring profit and loss is 123769939.05 yuan, which is higher than the 2019 net profit and excluding the impact of equity incentive as the calculation basis. The annual growth rate was 10.63%, meeting the conditions for lifting the sales restrictions.
Individual level performance indicators:
According to the measures for the administration of the assessment of the implementation of the 2020 restricted stock incentive plan, individuals are currently
There are five grades of performance appraisal results: excellent, good, competent, basically competent and incompetent
(from high to low). During the implementation of the incentive plan, the incentive object’s individual annual performance in the previous year
The assessment results are excellent, good and competent, and the unlocking proportion is 100%; Previous incentive object
The annual performance appraisal result of the individual in is the basic competent level, and the unlocking proportion is 80%. 20% of the non unlocking part of the incentive object’s restricted stock incentive plan in the current period shall be repurchased and cancelled by the company; In the individual annual performance of the incentive object in the previous year, except for 2 incentive objects who resigned and the effectiveness assessment result was incompetent, the incentive object shall not unlock the restricted shares in the current period, and the remaining 51 incentive objects 2020 4 shall be repurchased and cancelled by the company.
The annual performance appraisal meets the unlocking conditions of full performance grade, excellent, good, competent and basically incompetent.
Release of individual sales restriction limit in the current year
Unlocking ratio * 100%, excluding 0% of the restricted sales limit
*80%
Restricted shares whose restricted sales cannot be lifted in the current year due to the non-compliance of individual performance appraisal,
The repurchase shall be cancelled by the company, and the repurchase price shall be the grant price.
To sum up, the first release period of the company’s restricted stock incentive plan in 2020 is about to expire, and the sales restriction clause will be released
Pieces have been achieved, and 51 incentive objects meet the conditions for full unlocking in the relevant unlocking period. According to the company’s third temporary unlocking in 2020
As for the authorization of the general meeting of shareholders to the board of directors, the board of directors of the company will handle the first phase lifting of the restrictions on the granting of restricted shares in accordance with relevant regulations
Matters related to sales.
3、 Unlocking of shares of the incentive object this time
The company’s restricted stock incentive plan in 2020 originally had 53 incentive objects, of which 2 incentive objects resigned, and this time they can
The number of incentive objects whose sales restrictions can be lifted is 51, and the number of restricted shares whose sales restrictions can be lifted is 339000, accounting for the majority of the company
0.145% of the total share capital as of September 30, 2021.
The list of 51 incentive objects and unlocking restricted shares are as follows:
Unit: 10000 shares
The number of restricted shares that have been granted this time can be unlocked this time serial number name number of job-related shares number of institutional shares in the proportion of restricted shares granted
1、 Directors and senior management
1 Sun Wei, director and deputy general manager 1.44 0.72 50%
2 Zhang Xian Financial Principal 1.32 0.66 50%
Subtotal of directors and senior management 2.76 1.38 50%
2、 Other incentive objects
Core management personnel, technical and business backbone
