Securities abbreviation: Jiangsu Akcome Science And Technology Co.Ltd(002610) securities code: 002610
Jiangsu Akcome Science And Technology Co.Ltd(002610)
2022 stock option and restricted stock incentive plan
(Draft) summary
January 2002
Statement
The company and all directors and supervisors guarantee that there are no false records, misleading statements or major omissions in the incentive plan and its summary, and bear individual and joint legal liabilities for its authenticity, accuracy and completeness.
hot tip
1、 The incentive plan is formulated in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of equity incentive of listed companies, other relevant laws, regulations, normative documents and the Jiangsu Akcome Science And Technology Co.Ltd(002610) articles of association.
2、 The incentive plan includes stock option incentive plan and restricted stock incentive plan. The stock source is the company’s directional issuance of Jiangsu Akcome Science And Technology Co.Ltd(002610) (hereinafter referred to as “the company” or ” Jiangsu Akcome Science And Technology Co.Ltd(002610) “) A shares of common stock to the incentive object.
3、 The incentive plan plans to grant a total of 18642600 equity shares to the incentive objects, and the subject stock involved is A-share common stock, accounting for about 0.416% of the total share capital of the company at the time of announcement of the draft incentive plan. Among them, 14914100 equity shares were granted for the first time, accounting for about 0.333% of the total share capital of the company at the time of announcement of the draft incentive plan and about 80% of the total equity to be granted under the incentive plan; 3.7285 million reserved equity shares, accounting for about 0.083% of the total share capital of the company at the time of announcement of the draft incentive plan, and about 20% of the total equity to be granted under the incentive plan. The reserved part does not exceed 20% of the total equity to be granted this time. The details are as follows:
(I) stock option incentive plan: the number of stock options to be granted by the company to the incentive objects is 11.3914 million, and the subject stock involved is A-share common stock, accounting for about 0.254% of the total share capital of the company at the time of announcement of the draft incentive plan. Among them, 9113200 stock options were granted for the first time, accounting for about 0.203% of the total share capital of the company at the time of announcement of the draft incentive plan, accounting for about 80% of the total stock options to be granted this time; 2278200 stock options are reserved, accounting for about 0.051% of the total share capital of the company at the time of announcement of the draft incentive plan, accounting for about 20% of the total stock options to be granted this time. Each stock option has the right to purchase one share of the company’s shares at the exercise price within the validity period when the exercise conditions are met.
(II) restricted stock incentive plan: the number of restricted shares to be granted by the company to the incentive object is 7251200 shares, and the subject stock involved is A-share common stock, accounting for about 0.162% of the total share capital of the company at the time of announcement of the draft incentive plan. Among them, 5800900 restricted shares were granted for the first time, accounting for about 0.129% of the total share capital of the company at the time of announcement of the draft incentive plan, accounting for about 80% of the total restricted shares to be granted this time; 1450300 restricted shares are reserved, accounting for about 0.032% of the total share capital of the company at the time of announcement of the draft incentive plan, accounting for about 20% of the total restricted shares to be granted this time.
4、 The total number of incentive objects granted for the first time in the incentive plan is 120, including directors, senior managers, core managers, core technicians and core business personnel who worked in the company (including subsidiaries, the same below) when the company announced the incentive plan.
Reserved incentive objects refer to the incentive objects that have not been determined when the incentive plan is approved by the general meeting of shareholders but are included in the incentive plan during the duration of the incentive plan. The incentive plan shall be determined within 12 months after it is deliberated and approved by the general meeting of shareholders. If the incentive object is not specified for more than 12 months, the reserved rights and interests shall become invalid. The standard for determining the reserved incentive object shall refer to the standard granted for the first time.
5、 The exercise price of stock options in the incentive plan is 4.33 yuan / share, and the grant price of restricted shares is 2.16 yuan / share. During the period from the date of announcement of the draft incentive plan to the completion of the exercise of stock options or the registration of restricted shares by the incentive object, if the company has matters such as the conversion of capital reserve into share capital, the distribution of stock dividends, the division or reduction of shares, the allotment of shares, the distribution of dividends and so on, the grant price of stock options and restricted shares will be adjusted accordingly in accordance with the relevant provisions of the incentive plan.
6、 The validity period of the incentive plan is from the date of the first grant of stock options and the date of the completion of the registration of the first grant of restricted shares to the date of the exercise or cancellation of all stock options granted to the incentive object and the cancellation of the restriction or repurchase of restricted shares, with a maximum of 60 months.
7、 The granted stock options and restricted shares will take effect and the restrictions on sale will be lifted in four phases after 12 months from the date of completion of the grant, and the proportion of exercise / lifting of restrictions in each phase will be 25%, 25%, 25% and 25% respectively.
The performance evaluation objectives of the incentive plan are shown in the table below:
Performance assessment objectives during exercise / lifting of restrictions
The first exercise / lifting of restrictions on sale period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2022 is not less than 200%
The second exercise / lifting of restrictions on sale period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2023 is not less than 400%
The third exercise / lifting of restrictions on sale period is based on the operating revenue in 2021, and the growth rate of operating revenue in 2024 is not less than 600%
The fourth exercise / lifting of restrictions on sale period is based on the operating income in 2021, and the growth rate of operating income in 2025 will not be less than 1000%. Note: the above “operating income” refers to the operating income of the audited listed company.
8、 The company does not have the situation that equity incentive shall not be implemented as stipulated in Article 7 of the measures for the administration of equity incentive of listed companies: (I) the financial and accounting report of the latest fiscal year was issued with a negative opinion or an audit report that could not express an opinion by the certified public accountant;
(II) the internal control of the financial report of the most recent fiscal year is given a negative opinion or unable to express an opinion by the certified public accountant;
(III) failure to distribute profits in accordance with laws and regulations, the articles of association and public commitments within the last 36 months after listing;
(IV) equity incentive is prohibited by laws and regulations;
(V) other circumstances recognized by the CSRC.
9、 The incentive objects participating in the incentive plan do not include independent directors and supervisors of the company.
Shareholders or actual controllers who individually or jointly hold more than 5% of the company’s shares and their spouses, parents and children do not participate in the incentive plan. The incentive object of this incentive plan does not have the situation that it is not allowed to be an incentive object as stipulated in Article 8 of the measures for the administration of equity incentive of listed companies:
(I) being identified as an inappropriate candidate by the stock exchange within the last 12 months;
(II) being identified as an inappropriate candidate by the CSRC and its dispatched offices within the last 12 months;
(III) being administratively punished by the CSRC and its dispatched offices or taking market entry prohibition measures for major violations of laws and regulations in the last 12 months;
(IV) those who are not allowed to serve as directors or senior managers of the company as stipulated in the company law;
(V) those who are not allowed to participate in the equity incentive of listed companies according to laws and regulations;
(VI) other circumstances recognized by the CSRC.
10、 The company promises not to provide loans or any other form of financial assistance for the incentive object to obtain relevant stock options or restricted shares according to the incentive plan, including providing guarantee for its loans.
11、 The company promises that there are no false records, misleading statements or major omissions in the information disclosure documents related to the incentive plan.
12、 The incentive object promises that if the company does not comply with the arrangement of granting rights and interests or exercising rights and interests due to false records, misleading statements or major omissions in the information disclosure documents, the incentive object will return all the benefits obtained from the equity incentive plan to the company after the relevant information disclosure documents are confirmed to have false records, misleading statements or major omissions.
13、 The incentive plan can be implemented only after being deliberated and approved by the general meeting of shareholders of the company.
14、 Within 60 days from the date when the general meeting of shareholders deliberates and approves the incentive plan, the company will convene the board of directors to grant the incentive object according to relevant regulations, and complete the registration, announcement and other relevant procedures. If the company fails to complete the above work within 60 days, it will disclose the reasons for the failure in time, announce the termination of the implementation of the incentive plan, and the stock options or restricted shares not granted will become invalid. According to the measures for the administration of equity incentive of listed companies and other relevant laws and regulations, the period during which a listed company may not grant rights and interests shall not be counted within 60 days.
15、 The implementation of this incentive plan will not result in the equity distribution not meeting the requirements of listing conditions.
catalogue
Chapter I interpretation Chapter II purpose of this incentive plan Chapter III Management Organization of this incentive plan Chapter IV determination basis and scope of incentive objects Chapter V specific contents of equity incentive plan Chapter VI termination, change and personal change of equity incentive plan Chapter VII settlement mechanism of relevant disputes or disputes between the company and incentive objects 38 Chapter VIII Supplementary Provisions thirty-nine
Chapter I interpretation
Unless otherwise specified, the following words have the following meanings in this article:
Interpretation item interpretation content
Jiangsu Akcome Science And Technology Co.Ltd(002610) . The company, the company and the listed company refer to Jiangsu Akcome Science And Technology Co.Ltd(002610)
This incentive plan, incentive plan and this plan refer to the stock option and restricted stock incentive plan in 2022
Stock options and options refer to the rights granted by listed companies to incentive objects to purchase a certain number of shares of the company at a predetermined price and conditions in a certain period of time in the future
According to the conditions and prices specified in the incentive plan, the company grants the incentive object a certain amount of company shares with restricted stock index. The restricted sale period of such shares is set for a certain period of time. The restricted sale and circulation can be lifted only after the conditions for lifting the restricted sale specified in the incentive plan are met
According to the provisions of this incentive plan, the directors, senior managers, core managers, core technicians and core business personnel of the company (including the incentive object refers to the subsidiary, the same below) who obtain stock options or restricted shares
The grant date refers to the date on which the company grants rights and interests to the incentive object, and the grant date must be the trading day
The waiting period refers to the period between the stock option authorization date and the stock option vesting date
According to the stock option incentive plan, the incentive object exercises the stock option exercise refers to the behavior. In this incentive plan, the exercise is the incentive object’s behavior of purchasing the subject stock according to the price and conditions set in the incentive plan
The exercisable date refers to the date when the incentive object can start exercising the right. The exercisable date must be the trading day
The exercise price refers to the price determined by the listed company when granting stock options to the incentive object and the incentive object purchases the shares of the listed company
Exercise conditions refer to the conditions that the incentive object of stock option must meet to exercise stock option
The exercise period refers to the period during which the stock options held by the incentive object can be exercised after the exercise conditions specified in the plan are met
The grant price refers to the price determined by the company when granting restricted shares to the incentive object and the incentive object obtains the shares of the company
The conditions for the incentive object to exercise its rights and interests set in the incentive plan have not been met, and the restricted sales period refers to the period during which the restricted shares cannot be transferred, used for guarantee or debt repayment
