上海三友医疗器械股份有限公司董事会薪酬与考核委员会 关于 2025 年限制性股票激励计划激励对象名单（授予日） （6）中国证监会认定的其他情形。 的核查意见 上海三友医疗器械股份有限公司（以下简称"公司"）董事会薪酬与考核委 员会依据《中华人民共和国公司法》（以下简称"《公司法》"）、《中华人民共和国 证券法》（以下简称"《证券法》"）、《上市公司股权激励管理办法》（以下简称"《管 理办法》"）、《上海证券交易所科创板股票上市规则》（以下简称"《上市规则》"）、 《科创板上市公司自律监管指南第 4 号——股权激励信息披露》等相关法律、法 规、规章及规范性文件和《上海三友医疗器械股份有限公司章程》（以下简称"《公 司章程》"）的有关规定，对公司 2025 年限制性股票激励计划（以下简称"本次 激励计划"）的激励对象名单（授予日）进行了核查，发表核查意见如下： 1、本次股权激励计划授予激励对象均不存在《管理办法》第八条规定的不 得成为激励对象的情形： （1）最近 12 个月内被证券交易所认定为不适当人选； （2）最近 12 个月内被中国证监会及其派出机构认定为不适当人选； （3）最近 12 个月内因重大违法违规行 ...

一、董事会会议召开情况 上海三友医疗器械股份有限公司（以下简称"公司"）第四届董事会第四次 会议于 2025 年 9 月 26 日以现场结合通讯方式召开。本次会议的通知于 2025 年 9 月 21 日通过邮件方式送达全体董事。会议应出席董事 9 人，实际到会董事 9 人，会议由董事长 Michael Mingyan Liu（刘明岩）先生主持，本次会议的召集和 召开程序符合有关法律、行政法规、部门规章、规范性文件和《公司章程》的规 定，会议决议合法、有效。 证券代码：688085 证券简称：三友医疗 公告编号：2025-075 上海三友医疗器械股份有限公司 第四届董事会第四次会议决议公告 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、准确性和完整性依法承担法律责任。 本议案已经公司董事会薪酬与考核委员会审议通过。 特此公告。 二、董事会会议审议情况 上海三友医疗器械股份有限公司董事会 （一）审议通过《关于向 2025 年限制性股票激励计划激励对象授予限制性 股票的议案》 2025 年 9 月 27 日 议案内容：根据《上市公司股权激励管理办法》（以下简称 ...

Group 1 - The company, Sanyou Medical (688085.SH), has approved a proposal for the grant of restricted stock to eligible participants under the 2025 Restricted Stock Incentive Plan [1] - The grant date is set for September 26, 2025, with a grant price of 11.12 yuan per share [1] - A total of 4.782 million shares of restricted stock will be granted to 55 eligible participants [1]

Group 1 - The core point of the article is that Sanyou Medical (SH 688085) announced the convening of its fourth board meeting on September 26, 2025, to discuss the proposal for granting restricted stock to incentive plan participants [1] - For the first half of 2025, Sanyou Medical's revenue composition is entirely from the medical device manufacturing industry, accounting for 100.0% [1] - As of the time of reporting, Sanyou Medical has a market capitalization of 6.6 billion yuan [1] Group 2 - The article mentions a significant growth in a new type of insurance product, which has seen a 33-fold increase over five years, indicating a strong market demand [1] - Over 30 insurance companies are entering this market segment, suggesting a competitive landscape and potential investment opportunities [1]

Core Points - Sanyou Medical (688085.SH) announced the approval of a restricted stock incentive plan for 2025, targeting 55 eligible participants [1] - The grant date is set for September 26, 2025, with a grant price of 11.12 yuan per share [1] - A total of 4.782 million shares of restricted stock will be granted under this plan [1]

Group 1 - The company Sanyou Medical (688085.SH) announced the approval of a restricted stock incentive plan during its fourth board meeting on September 26, 2025 [1] - The plan involves granting 4.782 million shares of restricted stock to 55 eligible incentive recipients at a price of 11.12 yuan per share [1] - The grant date for the restricted stock is set for September 26, 2025 [1]

Core Viewpoint - Sanyou Medical's stock price has shown fluctuations, with a year-to-date increase of 12.89% and a recent decline of 13.12% over the past 20 days, indicating volatility in the market [1][2]. Company Overview - Sanyou Medical, established on April 19, 2005, and listed on April 9, 2020, specializes in the research, production, and sales of medical orthopedic implants and ultrasonic power equipment and consumables [1]. - The company's revenue composition includes spinal implant consumables (63.80%), active devices and supporting accessories (31.51%), trauma implant consumables (3.53%), and others (1.16%) [1]. Financial Performance - For the first half of 2025, Sanyou Medical reported a revenue of 250 million yuan, representing a year-on-year growth of 17.77% [2]. - The net profit attributable to the parent company reached 36.60 million yuan, showing a significant year-on-year increase of 2083.64% [2]. Shareholder Information - As of June 30, 2025, the number of shareholders increased by 12.61% to 7,108, while the average circulating shares per person decreased by 11.20% to 34,954 shares [2]. - Cumulative cash dividends since the A-share listing amount to 113 million yuan, with 39.75 million yuan distributed over the past three years [3]. Institutional Holdings - As of June 30, 2025, the top ten circulating shareholders include notable funds, with Rongtong Health Industry Flexible Allocation Mixed A/B holding 9.98 million shares, a decrease of 1.52 million shares from the previous period [3].

Group 1 - The core point of the announcement is the preliminary pricing for the share transfer of Shanghai Sanyou Medical Instruments Co., Ltd. is set at 18.11 yuan per share [3][4] - A total of 16 institutional investors participated in the inquiry for the share transfer, including fund management companies, securities firms, private equity fund managers, and insurance companies [4] - The total number of shares effectively subscribed by participating institutional investors is 15,652,000, with an effective subscription multiple of 2.35 times the transfer base price [4] Group 2 - The preliminary results indicate that the total number of shares to be transferred is 6,669,250, with 6 institutional investors identified as the intended transferees [4] - The share transfer does not involve any change in the company's control and will not affect the company's governance structure or ongoing operations [6]

Investment Rating - The report recommends focusing on leading companies in various segments of the high-value consumables and medical device sectors, indicating a positive outlook for recovery and growth in these areas [4][30]. Core Insights - High-value consumables have begun to recover from the impacts of centralized procurement, with leading companies regaining profitability levels seen before the procurement initiatives [4][32]. - The medical device and IVD sectors are expected to show signs of recovery, with significant improvements anticipated in financial performance by Q3 2025 for device companies and by Q4 2025 for IVD companies [4][30]. - The report highlights specific high-growth segments, including vascular intervention, orthopedics, and IVD, suggesting that these areas will continue to attract investment due to their growth potential and market dynamics [4][30]. Summary by Sections Medical Devices - The medical device sector is projected to experience a revenue decline in 2024, with a further drop of -5.18% expected in the first half of 2025, but recovery is anticipated thereafter [9][12]. - Despite revenue challenges, the overall gross margin and net profit margin have remained stable, with R&D expenses increasing from approximately 7% pre-pandemic to around 10% currently [10][12]. - Companies in the imaging equipment segment are expected to see improved performance in Q3 2025 as inventory issues are resolved and new procurement projects are executed [13][18]. High-Value Consumables - The high-value consumables sector has shown revenue growth in the first half of 2025, indicating a recovery from previous declines, with profit margins returning to levels seen in 2021 [32][33]. - Specific segments such as vascular intervention and orthopedics are highlighted for their resilience and growth potential, with companies like Huatai Medical and Weigao Orthopedics showing significant revenue increases [38][43]. IVD and Other Segments - The IVD sector is expected to see improvements by Q4 2025, with overall industry recovery projected for the first half of 2026 [4][30]. - The report emphasizes the importance of innovation and market expansion for companies in the rehabilitation and home medical device sectors, with firms like Sanofi and Kefu Medical showing strong growth despite market challenges [24][26].

Group 1 - The core point of the article is that Sanyou Medical announced the preliminary pricing for its inquiry transfer at 18.11 yuan per share based on the inquiry subscription situation as of September 23, 2025 [2]