薪酬与考核委员会关于公司 2025 年限制性股票激励计划 激励对象名单的核查意见及公示情况说明 常州市凯迪电器股份有限公司 证券代码：605288 证券简称：凯迪股份 公告编号：2025-018 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有 虚 假记载、误导性陈述或重大遗漏。 常州市凯迪电器股份有限公司（以下简称"公司"）于 2025 年 5 月 26 日召 开第三届董事会第十八次会议和第三届董事会薪酬与考核委员会第四次会议，审 议通过了《关于公司 2025 年限制性股票激励计划（草案）及其摘要的议案》（以 下简称"本激励计划"）等议案。公司已于 2025 年 5 月 28 日在上海证券交易所 网站（www.sse.com.cn）上披露了相关公告。 根据《上市公司股权激励管理办法》（以下简称"《管理办法》"）、《上市公司 信息披露管理办法》等法律、法规及规范性文件的要求，公司对本激励计划激励 对象的姓名和职务在公司内部进行了公示，公司董事会薪酬与考核委员会结合公 示情况对激励对象进行了核查，相关公示情况及核查情况如下： 一、公示情况及核查方式 （一）公司对激励计划激励对象的公示情况 截至本公 ...

Investment Rating - The report assigns a "Buy" rating for the company, indicating a positive outlook for the stock's performance in the next 12 months [16]. Core Insights - The company has launched a 2025 stock incentive plan, aiming to align employee interests with company growth, with performance targets set for net profit growth of 6% annually from 2025 to 2027 [3][13]. - The company has a strong foothold in the linear drive market, with over 30 years of experience and a global market share exceeding 30% in electric sofa push rods [4]. - The linear drive market is projected to grow significantly, with the global market size reaching approximately 151.9 billion yuan in 2023, reflecting a year-on-year growth of 5.9% [7]. - The company is expanding into the humanoid robot sector, leveraging its core technology in linear drives, which is essential for robotic joints [15]. Summary by Sections Company Overview - Established in 1992, the company specializes in the research, production, and sales of linear drive systems, with applications in various sectors including furniture and automotive [4]. - The company has made significant strides in international markets, establishing subsidiaries in North America and Europe, and has a production base in Vietnam [4]. Financial Performance - The company has shown steady revenue growth from 2021 to 2024, with revenues of 17.2 billion yuan in 2021, declining to 11.7 billion yuan in 2022, and recovering to 13.4 billion yuan in 2024 [5]. - The net profit for 2024 is projected to be 0.9 billion yuan, reflecting a decrease of 19.4% compared to the previous year [5][18]. Market Potential - The smart home market is expected to grow from 84.5 billion USD in 2022 to 138.9 billion USD by 2026, with a CAGR of 10.4%, driving demand for linear drive systems [7]. - The market for electric tailgates in the automotive sector is projected to reach approximately 9.63 billion yuan in 2024, with a CAGR of 34.15% from 2019 to 2023 [11]. Competitive Landscape - The global linear drive market is concentrated, with leading companies including Linak and Dewert, while the company holds an 8% market share [9]. - Domestic brands are expected to gain market share through advantages in production capacity and customer responsiveness [10]. Research and Development - The company has a robust R&D team of over 300 engineers and holds numerous patents related to linear drive technology [14]. - The company is positioned to leverage its technological expertise to enter the humanoid robot market, aiming for a second growth curve [15]. Profit Forecast - Revenue projections for 2025 to 2027 are 15.2 billion yuan, 17.2 billion yuan, and 19.3 billion yuan respectively, with corresponding net profits of 1.0 billion yuan, 1.2 billion yuan, and 1.5 billion yuan [16][19].

Investment Rating - The report assigns a "Buy" rating for the company, indicating a positive outlook for the stock's performance in the next 12 months [16]. Core Insights - The company has announced a 2025 equity incentive plan, aiming to enhance employee motivation and align interests with company growth [13]. - The company has a strong foothold in the linear drive market, with over 30 years of experience and a global market share exceeding 30% in electric sofa push rods [4][5]. - The linear drive market is projected to grow significantly, with the global market size reaching approximately 151.9 billion yuan in 2023, reflecting a year-on-year growth of 5.9% [7]. - The company is expanding into the humanoid robot sector, leveraging its core technology in linear drives, which is essential for robotic joints [15]. Summary by Sections Company Overview - The company has been engaged in the research, production, and sales of linear drive systems since its establishment in 1992, with significant international expansion efforts since 2010 [4]. - The company has established production bases in Vietnam and North America, with exports to the U.S. expected to account for 7.5-8% of total sales in 2024 [4]. Financial Performance - The company has shown steady revenue growth from 2021 to 2024, with revenues of 17.2 billion yuan in 2021, declining to 11.7 billion yuan in 2022, and recovering to 13.4 billion yuan in 2024 [5]. - The net profit for 2024 is projected to be 0.9 billion yuan, reflecting a decline of 19.4% compared to the previous year, primarily due to increased operational costs [5][6]. Market Potential - The linear drive market is expected to see continued growth, particularly in smart home and office applications, with the global smart home market projected to grow from 84.5 billion USD in 2022 to 138.9 billion USD by 2026 [7][8]. - The automotive electric tailgate market is also expanding, with a projected market size of approximately 9.63 billion yuan in 2024, growing at a compound annual growth rate of 34.15% from 2019 to 2023 [11]. Research and Development - The company has a robust R&D team of over 300 engineers and holds numerous patents related to linear drive technology, which positions it well for future innovations [14]. - The company is focusing on developing its capabilities in the humanoid robot sector, utilizing its expertise in linear drive systems [15]. Profit Forecast - Revenue forecasts for 2025-2027 are estimated at 15.2 billion yuan, 17.2 billion yuan, and 19.3 billion yuan respectively, with net profits projected to reach 1.0 billion yuan, 1.2 billion yuan, and 1.5 billion yuan [16][18].

Group 1 - The board of directors of Changzhou Kaidi Electric Co., Ltd. held its 18th meeting of the third session on May 26, 2025, to discuss various proposals [1] - The board approved the election of non-independent director candidates for the fourth board, including Zhou Rongqing, Zhou Shucheng, Zhou Linyu, Lu Xiaobo, and Sun Yu, with a unanimous vote [1][2] - The board also approved the election of independent director candidates for the fourth board, including Xu Zhicheng, Lu Liangbin, and Shi Qinglan, which will be submitted for shareholder approval [2] Group 2 - The board passed the proposal for the 2025 Restricted Stock Incentive Plan (draft) to enhance the company's long-term incentive mechanism and attract talent [3][4] - The board approved the implementation assessment management measures for the 2025 Restricted Stock Incentive Plan to ensure its successful execution [4] - The board proposed to authorize the board of directors to handle matters related to the 2025 Restricted Stock Incentive Plan, including determining eligibility and adjusting stock quantities as necessary [5] Group 3 - The board agreed to convene the first temporary shareholders' meeting of 2025 on June 16, 2025, to discuss the approved proposals [5]

Meeting Information - The first extraordinary general meeting of 2025 will be held on June 16, 2025, at 14:00 [1] - The meeting will utilize a combination of on-site and online voting methods [1] - The online voting system will be the Shanghai Stock Exchange's shareholder meeting online voting system, available from 9:15 to 15:00 on the meeting day [1] Voting Procedures - Shareholders must ensure that their votes do not exceed their entitled voting rights; otherwise, those votes will be considered invalid [3] - Duplicate voting through different platforms will be disregarded, with the first vote counted as the valid one [3] - All shareholders must complete voting on all proposals before submission [3] Attendance and Registration - Shareholders registered by the close of trading on June 10, 2025, are eligible to attend the meeting [4] - Registration requires valid identification and shareholder account documentation [4][5] - Proxy representation is allowed, with specific documentation required for both natural and legal persons [4] Meeting Agenda - The meeting will review several proposals, including a stock incentive plan and related management measures, which were approved in a prior board meeting [2] - There are no related shareholders required to abstain from voting [2] Additional Information - The meeting will last half a day, and no gifts will be distributed; attendees are responsible for their own travel and accommodation expenses [6] - Contact information for inquiries is provided, including an email address and phone number [5]

Core Viewpoint - The company plans to implement a restricted stock incentive plan for 2025 to enhance its corporate governance structure, establish a long-term incentive mechanism, and attract and retain talent, thereby promoting steady performance improvement and achieving long-term strategic goals [1][2]. Group 1: Assessment Objectives and Principles - The purpose of the assessment is to improve the corporate governance structure and ensure the achievement of the company's development strategy and operational goals [1]. - The assessment must adhere to principles of fairness, openness, and justice, linking the stock incentive plan closely with the performance and contributions of the incentivized individuals [1][2]. Group 2: Assessment Scope and Institutions - The assessment applies to all participants in the restricted stock incentive plan, including directors, senior management, and core employees of the company and its subsidiaries [2]. - The assessment will be led by the company's Board of Directors' Compensation and Assessment Committee, with the Human Resources and Finance Departments responsible for the implementation and data collection [2][3]. Group 3: Assessment Indicators and Standards - The performance assessment period for the incentive plan is from 2025 to 2027, with specific annual performance targets set for each year [3][4]. - The assessment targets include achieving a net profit growth of at least 6% compared to the previous year to unlock the restricted stocks [3][4][5]. Group 4: Individual Performance Assessment - After meeting the company-level performance targets, individual performance will be assessed to determine the actual unlockable amount of restricted stocks [6]. - The personal unlockable amount is calculated based on a performance score, with specific coefficients assigned based on the score achieved [6][7]. Group 5: Assessment Period and Procedures - The assessment period corresponds to the fiscal year prior to the vesting of the granted restricted stocks, with assessments conducted annually [7]. - The Human Resources Department will manage the assessment process and report the results to the Compensation and Assessment Committee [7][8]. Group 6: Feedback and Archiving of Assessment Results - Assessed individuals have the right to know their assessment results, which will be communicated within five working days after the assessment [7][8]. - All assessment records will be archived as confidential materials and destroyed three years after the conclusion of the incentive plan [8].

Core Viewpoint - The legal opinion issued by Beijing Deheng (Hangzhou) Law Firm confirms the legality and compliance of Changzhou Kaidi Electric Co., Ltd.'s stock incentive plan, ensuring it aligns with relevant laws and regulations [2][4][28]. Group 1: Company Overview - Changzhou Kaidi Electric Co., Ltd. was established on March 21, 2016, and is a publicly listed company on the Shanghai Stock Exchange since June 1, 2020, with the stock code "605288" [4][5]. - The company has a registered capital of 70.199 million RMB and operates in various sectors including integrated circuits, micro motors, and intelligent automation equipment [5][6]. Group 2: Stock Incentive Plan Details - The stock incentive plan aims to attract and retain talent, aligning the interests of shareholders, the company, and core team members [8][27]. - The plan involves granting a total of up to 706,200 shares, representing approximately 1.01% of the company's total share capital, with an initial grant of 565,200 shares [10][11]. - The grant price for the restricted stock is set at 26.88 RMB per share, which is below the average trading price prior to the announcement [20][21]. Group 3: Legal Compliance and Procedures - The plan has undergone necessary legal procedures, including approval from the board and compliance with the Management Measures for Stock Incentives [25][26]. - The company has committed not to provide financial assistance to the incentive recipients, ensuring that the funding source is legitimate [29]. - The plan includes provisions for handling disputes between the company and incentive recipients, emphasizing negotiation and mediation before litigation [24][23].

常州市凯迪电器股份有限公司 | 1 | 周殊敏 | 核心员工 | | --- | --- | --- | | 2 | 王国喜 | 核心员工 | | 3 | 何白春 | 核心员工 | 2025年限制性股票激励计划激励对象名单 | | 序号 姓名 | 职务 | 国籍 | 获授的限制 性股票数量 | 占授予限制 性股票总数 | 占本激励计 划公告日公 司股本总额 | | --- | --- | --- | --- | --- | --- | --- | | | | | | （万股） | 的比例 | | | | | | | | | 的比例 | | | 一、董事、高级管理人员 | | | | | | | | 1 孙煜 | 财务总监 | 中国 | 2.40 | 3.40% | 0.03% | | | 2 陆晓波 | 董事、董事会秘书 | 中国 | 1.80 | 2.55% | 0.03% | | | 3 陶峰 | 副总经理 | 中国 | 0.90 | 1.27% | 0.01% | | 二、核心管理、核心骨干人员（43人） | | | | 51.42 | 72.81% | 0.73% | | | | 首次授予部分合计 | ...

证券代码：605288 证券简称：凯迪股份 公告编号：2025-017 常州市凯迪电器股份有限公司 2025年限制性股票激励计划（草案）摘要公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重 大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： 一、公司基本情况 （一）基本情况 公司名称：常州市凯迪电器股份有限公司 所属行业：电气机械和器材制造业 主营业务：公司长期从事线性驱动系统的研发、生产与销售。历经多年发 展，公司已形成集技术研发、产品开发、生产制造、国内外营销于一体的全流 程服务体系，主要为智能家居、智慧办公、医疗康护、汽车零部件等领域提供 配套线性驱动系统产品。公司是线性驱动行业的领先企业。公司生产的直线驱 动器被广泛应用于沙发、按摩椅、医疗床、升降办公桌、汽车配件等领域。 （二）最近三年业绩情况 股权激励方式：限制性股票 股份来源：常州市凯迪电器股份有限公司（以下简称"公司"）向激 励对象定向发行的公司A股普通股股票 本激励计划拟向激励对象授予不超过 70.62 万股的限制性股票，约占本 激励计划草案公告时公司股本总额的 1.01%。其中，首次授予不 ...

常州市凯迪电器股份有限公司2025年限制性股票激励计划（草案） 证券代码：605288.SH 证券简称：凯迪股份 常州市凯迪电器股份有限公司 2025年限制性股票激励计划 （草案） 常州市凯迪电器股份有限公司 二零二五年五月 1 常州市凯迪电器股份有限公司2025年限制性股票激励计划（草案） 声明 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大 遗漏，并对其内容的真实性、准确性和完整性依法承担法律责任。 2 常州市凯迪电器股份有限公司2025年限制性股票激励计划（草案） 特别提示 一、常州市凯迪电器股份有限公司（以下简称"公司"或"本公司"）2025年限制性 股票激励计划（以下简称"本激励计划）系依据《中华人民共和国公司法》《中华人民共 和国证券法》等有关法律、法规、规范性文件，以及《常州市凯迪电器股份有限公司章程》 制订。 二、本激励计划采用的激励工具为限制性股票。股票来源为公司向激励对象定向发行 的公司A股普通股股票。 符合本激励计划授予条件的激励对象，在满足相应授予条件后，以授予价格分次获得 公司定向发行的公司A股普通股股票，该等股票将在中国证券登记结算有限公司上海分公 司进 ...