证券代码：688766 证券简称：普冉股份 公告编号：2025-060 普冉半导体（上海）股份有限公司 关于召开2025年第三次临时股东大会的通知 本公司董事会及全体董事保证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。 重要内容提示： 一、 召开会议的基本情况 （一） 股东大会类型和届次 2025年第三次临时股东大会 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 （四） 现场会议召开的日期、时间和地点 召开日期时间：2025 年 9 月 8 日 15 点 00 分 召开地点：上海市浦东新区银冬路 20 弄 8 号楼公司 1 楼会议室 （五） 网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 9 月 8 日 至2025 年 9 月 8 日 股东大会召开日期：2025年9月8日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 （六） 融资融券、转融通、约定购回业务账户和沪股通投资者的投票程序 ...

证券代码：688766 证券简称：普冉股份 公告编号：2025-061 普冉半导体（上海）股份有限公司 关于第二届监事会第二十次会议决议公告 本公司监事会及全体监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。 一、 监事会会议召开情况 普冉半导体（上海）股份有限公司(以下简称"公司")第二届监事会第二十次 会议（以下简称"本次会议"）于 2025 年 8 月 21 日以现场及通讯方式召开，会议 通知于 2025 年 8 月 11 日以电子邮件的方式发出。全体监事均出席会议，本次会 议应参加监事 3 人，实际参加监事 3 人。会议由监事陈涛先生主持。本次会议的 召集、召开和表决程序符合《中华人民共和国公司法》（以下简称"《公司法》"） 等法律、法规、规章、规范性文件和《普冉半导体（上海）股份有限公司章程》 （以下简称"《公司章程》"）、《普冉半导体（上海）股份有限公司监事会议事 规则》的有关规定，表决形成的决议合法、有效。 二、 监事会会议审议情况 经与会监事审议，形成决议如下： 1 具体内容详见公司同日在上海证券交易所网站（www.sse.c ...

[Important Notice](index=2&type=section&id=Important%20Notice) This report emphasizes the board of directors, supervisory board, and senior management's assurance of the semi-annual report's truthfulness, accuracy, and completeness, and highlights operational risks - The Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the report and assume legal responsibility[4](index=4&type=chunk) - This semi-annual report is unaudited[5](index=5&type=chunk) - The company's head, chief accountant, and head of accounting department declare the financial report to be true, accurate, and complete[5](index=5&type=chunk) - No profit distribution plan or capital reserve to share capital plan is involved[6](index=6&type=chunk) - The report contains forward-looking statements regarding future plans and development strategies, which do not constitute substantive commitments, cautioning investors about investment risks[6](index=6&type=chunk) [Section I Definitions](index=4&type=section&id=Section%20I%20Definitions) This section provides definitions for common terms used in the report, covering company names, reporting periods, industry companies, technical terms, and legal regulations, ensuring accurate understanding of the report's content - Defines basic concepts such as the Company, Reporting Period, and Prior Period[12](index=12&type=chunk) - Lists major semiconductor industry companies and technical terms, such as Cypress, Infineon, NOR Flash, EEPROM, MCU, and VCM Driver[12](index=12&type=chunk)[13](index=13&type=chunk)[14](index=14&type=chunk)[15](index=15&type=chunk) - Explains key industry concepts such as integrated circuit design, wafer, tape-out, and Moore's Law[14](index=14&type=chunk) [Section II Company Profile and Key Financial Indicators](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators) This section introduces Puya Semiconductor's basic information, contact details, information disclosure channels, and stock overview, focusing on the company's key accounting data and financial indicators for the first half of 2025, explaining the significant decline in net profit, slight increase in operating revenue, decrease in gross margin, increase in period expenses, provision for asset impairment losses, increase in financial expenses, and changes in other income and investment income - The company's stock abbreviation is 'Puya Semiconductor', stock code **688766**, listed on the Shanghai Stock Exchange STAR Market[20](index=20&type=chunk) Key Accounting Data for H1 2025 | Indicator | Current Period (Jan-Jun) (Yuan) | Prior Period (Yuan) | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 906,700,789.91 | 896,021,178.11 | 1.19 | | Total Profit | 36,296,678.64 | 144,509,266.97 | -74.88 | | Net Profit Attributable to Shareholders | 40,733,416.30 | 135,983,443.55 | -70.05 | | Net Profit Attributable to Shareholders Excluding Non-recurring Gains and Losses | 26,649,378.25 | 151,442,199.65 | -82.40 | | Net Cash Flow from Operating Activities | -42,029,236.48 | -80,552,754.05 | Not Applicable | | Net Assets Attributable to Shareholders (Period-End) | 2,240,372,111.00 | 2,217,473,737.26 | 1.03 | | Total Assets (Period-End) | 2,496,660,786.56 | 2,578,517,753.94 | -3.17 | Key Financial Indicators for H1 2025 | Indicator | Current Period (Jan-Jun) | Prior Period | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 0.36 | 0.92 | -60.87 | | Diluted Earnings Per Share (Yuan/share) | 0.36 | 0.91 | -60.44 | | Basic Earnings Per Share Excluding Non-recurring Gains and Losses (Yuan/share) | 0.24 | 1.03 | -76.70 | | Weighted Average Return on Net Assets (%) | 1.82 | 6.80 | Decrease of 4.98 percentage points | | Weighted Average Return on Net Assets Excluding Non-recurring Gains and Losses (%) | 1.19 | 7.57 | Decrease of 6.38 percentage points | | R&D Investment as % of Operating Revenue (%) | 16.29 | 12.42 | Increase of 3.87 percentage points | - The decline in net profit is primarily due to a slight increase in operating revenue but a decrease in gross margin (**-2.72 percentage points**), an increase in period expenses (**total increase of 59.0874 million yuan**), provision for asset impairment losses (**year-on-year increase of 57.4409 million yuan**), and an increase in financial expenses (**year-on-year increase of 6.5490 million yuan**)[22](index=22&type=chunk)[23](index=23&type=chunk)[24](index=24&type=chunk)[25](index=25&type=chunk) Non-recurring Gains and Losses for H1 2025 | Non-recurring Gains and Losses Item | Amount (Yuan) | | :--- | :--- | | Government subsidies recognized in current profit or loss | 15,242,900.00 | | Gains and losses from fair value changes of financial assets and liabilities, and disposal of financial assets and liabilities, excluding effective hedge accounting related to normal business operations | 406,042.04 | | Other non-operating income and expenses apart from the above | -9.79 | | Less: Income tax impact | 1,564,894.20 | | Total | 14,084,038.05 | Net Profit Excluding Share-Based Payment Impact | Indicator | Current Period (Jan-Jun) (10,000 Yuan) | Prior Period (10,000 Yuan) | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Net Profit Excluding Share-Based Payment Impact | 5,819.42 | 15,365.89 | -62.13 | [I. Company Basic Information](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-I.%20Company%20Basic%20Information) This section introduces the Chinese name, abbreviation, English name, legal representative, registered address, office address, company website, and email address of Puya Semiconductor (Shanghai) Co., Ltd - The company's Chinese name is Puya Semiconductor (Shanghai) Co., Ltd., abbreviated as Puya Semiconductor[17](index=17&type=chunk) - The legal representative is Wang Nan, and the company website is www.puyasemi.com[17](index=17&type=chunk) [II. Contact Persons and Information](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-II.%20Contact%20Persons%20and%20Information) This section provides contact details, including address, phone, fax, and email, for the company's Board Secretary (domestic representative for information disclosure) Qian Jiamei and Securities Affairs Representative Yuan Yixuan - The Board Secretary is Qian Jiamei, and the Securities Affairs Representative is Yuan Yixuan, both reachable at **021-60791797** and ir@puyasemi.com[18](index=18&type=chunk) [III. Information Disclosure and Document Custody Location Changes](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-III.%20Information%20Disclosure%20and%20Document%20Custody%20Location%20Changes) This section outlines the company's designated newspapers for information disclosure, the website address for semi-annual reports, and the location for semi-annual report custody - The company's designated newspapers for information disclosure include Shanghai Securities News, China Securities Journal, Securities Times, and Securities Daily[19](index=19&type=chunk) - The semi-annual report is published on the Shanghai Stock Exchange website (www.sse.com.cn), and the custody location is the Company's Board Office[19](index=19&type=chunk) [IV. Company Stock/Depositary Receipts Overview](index=8&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-IV.%20Company%20Stock%2FDepositary%20Receipts%20Overview) This section briefly introduces the company's stock listing exchange, stock abbreviation, stock code, and previous stock abbreviation, also stating that the company has no depositary receipts - The company's A-shares are listed on the Shanghai Stock Exchange STAR Market, with stock abbreviation 'Puya Semiconductor' and stock code **688766**[20](index=20&type=chunk) - The company has no depositary receipts[21](index=21&type=chunk) [VI. Company Key Accounting Data and Financial Indicators](index=9&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-VI.%20Company%20Key%20Accounting%20Data%20and%20Financial%20Indicators) This section details the company's key accounting data and financial indicators for the first half of 2025, explaining the year-on-year changes for each indicator, particularly the significant decline in net profit due to a slight increase in operating revenue but a decrease in gross margin, increased period expenses, provision for asset impairment losses, increased financial expenses, and changes in other income and investment income (I) Key Accounting Data This section presents the company's key accounting data for the first half of 2025 in tabular format, including operating revenue, total profit, net profit, net profit attributable to shareholders excluding non-recurring items, net cash flow from operating activities, net assets attributable to shareholders, and total assets, along with their year-on-year changes Key Accounting Data for H1 2025 | Indicator | Current Period (Jan-Jun) (Yuan) | Prior Period (Yuan) | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 906,700,789.91 | 896,021,178.11 | 1.19 | | Total Profit | 36,296,678.64 | 144,509,266.97 | -74.88 | | Net Profit Attributable to Shareholders | 40,733,416.30 | 135,983,443.55 | -70.05 | | Net Profit Attributable to Shareholders Excluding Non-recurring Gains and Losses | 26,649,378.25 | 151,442,199.65 | -82.40 | | Net Cash Flow from Operating Activities | -42,029,236.48 | -80,552,754.05 | Not Applicable | | Net Assets Attributable to Shareholders (Period-End) | 2,240,372,111.00 | 2,217,473,737.26 | 1.03 | | Total Assets (Period-End) | 2,496,660,786.56 | 2,578,517,753.94 | -3.17 | (II) Key Financial Indicators This section presents the company's key financial indicators for the first half of 2025 in tabular format, including basic earnings per share, diluted earnings per share, basic earnings per share excluding non-recurring items, weighted average return on net assets, and the ratio of R&D investment to operating revenue, along with their year-on-year changes Key Financial Indicators for H1 2025 | Indicator | Current Period (Jan-Jun) | Prior Period | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 0.36 | 0.92 | -60.87 | | Diluted Earnings Per Share (Yuan/share) | 0.36 | 0.91 | -60.44 | | Basic Earnings Per Share Excluding Non-recurring Gains and Losses (Yuan/share) | 0.24 | 1.03 | -76.70 | | Weighted Average Return on Net Assets (%) | 1.82 | 6.80 | Decrease of 4.98 percentage points | | Weighted Average Return on Net Assets Excluding Non-recurring Gains and Losses (%) | 1.19 | 7.57 | Decrease of 6.38 percentage points | | R&D Investment as % of Operating Revenue (%) | 16.29 | 12.42 | Increase of 3.87 percentage points | - Net profit attributable to shareholders decreased by **95.25 million yuan** year-on-year, primarily due to a slight **1.19%** increase in operating revenue but a **2.72 percentage point** decrease in comprehensive gross margin, resulting in a **21.0438 million yuan** year-on-year decrease in gross profit[22](index=22&type=chunk)[23](index=23&type=chunk) - Period expenses (R&D, management, sales expenses) collectively increased by **59.0874 million yuan** year-on-year, mainly due to the expansion of the R&D team and the in-depth development of R&D projects[24](index=24&type=chunk) - Asset impairment losses increased by **57.4409 million yuan** year-on-year, primarily due to the company's prudent provision for inventory impairment[24](index=24&type=chunk) - Financial expenses increased by **6.5490 million yuan** year-on-year, mainly due to the impact of macroeconomic interest rate cuts and USD exchange rate fluctuations, leading to a decrease in interest income and exchange gains[25](index=25&type=chunk) - Net cash flow from operating activities increased by **38.5235 million yuan** year-on-year, primarily due to a **54.9424 million yuan** increase in cash received from sales of goods and services, a **45.6674 million yuan** decrease in payments for purchases from upstream suppliers, offset by a **49.9367 million yuan** increase in employee salaries and wages paid[27](index=27&type=chunk) [VIII. Non-recurring Gains and Losses and Amounts](index=10&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-VIII.%20Non-recurring%20Gains%20and%20Losses%20and%20Amounts) This section details the company's non-recurring gains and losses for the first half of 2025, primarily including government subsidies, fair value changes in financial assets, and income tax impact, totaling **14.0840 million yuan** Non-recurring Gains and Losses for H1 2025 | Non-recurring Gains and Losses Item | Amount (Yuan) | | :--- | :--- | | Government subsidies recognized in current profit or loss | 15,242,900.00 | | Gains and losses from fair value changes of financial assets and liabilities, and disposal of financial assets and liabilities, excluding effective hedge accounting related to normal business operations | 406,042.04 | | Other non-operating income and expenses apart from the above | -9.79 | | Less: Income tax impact | 1,564,894.20 | | Total | 14,084,038.05 | [IX. Companies with Equity Incentive or Employee Stock Ownership Plans May Choose to Disclose Net Profit Excluding Share-Based Payment Impact](index=11&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators-IX.%20Companies%20with%20Equity%20Incentive%20or%20Employee%20Stock%20Ownership%20Plans%20May%20Choose%20to%20Disclose%20Net%20Profit%20Excluding%20Share-Based%20Payment%20Impact) This section discloses the company's net profit for the first half of 2025, excluding the impact of share-based payments, which was **58.1942 million yuan**, a **62.13%** decrease year-on-year Net Profit Excluding Share-Based Payment Impact | Indicator | Current Period (Jan-Jun) (10,000 Yuan) | Prior Period (10,000 Yuan) | Period-on-Period Change (%) | | :--- | :--- | :--- | :--- | | Net Profit Excluding Share-Based Payment Impact | 5,819.42 | 15,365.89 | -62.13 | [Section III Management Discussion and Analysis](index=13&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis) This section details Puya Semiconductor's operating performance in the first half of 2025, including the semiconductor industry's development, the performance of its main businesses (memory chips and 'memory+' series chips), R&D investment and achievements, capacity assurance, team building, and internal governance, while also analyzing risks such as product R&D, basic process technology authorization, market competition, product quality, talent loss, intellectual property, supplier concentration, scale expansion, gross margin fluctuations, accounts receivable, inventory impairment, IPO project implementation, changes in income tax preferential policies, and macroeconomic and geopolitical risks - The integrated circuit industry, where the company operates, is the foundation of the global information industry, benefiting from technological advancements, growing market demand, and policy support, but faces challenges such as the gap in high-end chips and 'anti-globalization'[36](index=36&type=chunk)[37](index=37&type=chunk) - According to the WSTS report, the global semiconductor market size is projected to reach **700.9 billion USD** in 2025, a **11.2%** year-on-year increase, with the memory market size expected to reach **189 billion USD**, a **13%** year-on-year increase[38](index=38&type=chunk) - The company maintained high R&D investment, with R&D expenses of **148 million yuan** in H1 2025, accounting for **16.29%** of operating revenue, a **3.87 percentage point** increase year-on-year[54](index=54&type=chunk)[92](index=92&type=chunk) - The company covers the full range of NOR Flash products through its SONOS and ETOX dual process platforms, with **40nm SONOS** process already in mass production, and **ETOX 4Xnm 64Mbit** products having completed prototype verification[41](index=41&type=chunk)[42](index=42&type=chunk)[55](index=55&type=chunk) - 'Memory+' series chips (MCU and VCM Driver) revenue increased by **35.62%** year-on-year, with MCU products having mass-produced over a hundred models across five major M0+ and M4 series, and multiple VCM Driver products achieving mass production, forming a synergistic effect with EEPROM[47](index=47&type=chunk)[49](index=49&type=chunk)[51](index=51&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) - The company faces risks such as product R&D failure, expiration of basic process technology authorization, intensified market competition, talent loss, intellectual property disputes, high supplier concentration, gross margin fluctuations, and inventory impairment[101](index=101&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk)[110](index=110&type=chunk)[111](index=111&type=chunk)[113](index=113&type=chunk)[115](index=115&type=chunk)[117](index=117&type=chunk) [I. Overview of the Company's Industry and Main Business During the Reporting Period](index=13&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis-I.%20Overview%20of%20the%20Company%27s%20Industry%20and%20Main%20Business%20During%20the%20Reporting%20Period) This section details Puya Semiconductor's integrated circuit industry overview and main businesses, including the market performance, technical characteristics, and application areas of its memory series chips (NOR Flash and EEPROM) and 'memory+' series chips (MCU and VCM Driver), noting a year-on-year decrease in memory series chip revenue and a significant increase in 'memory+' series chip revenue during the reporting period (I) Industry Overview This section describes the integrated circuit industry, where the company operates, as the foundation of the global information industry, rapidly developing with technological advancements, growing market demand, and policy support, noting China's expanding semiconductor industry scale and improving technical level, despite a persistent gap in high-end chips, making domestic substitution a crucial trend, with global semiconductor market growth projected for 2025 and 2029, and increasing demand for memory chips - The company operates in the 'C Manufacturing - C39 Computer, Communication and Other Electronic Equipment Manufacturing' industry, specifically '6520 Integrated Circuit Design'[35](index=35&type=chunk) - The integrated circuit industry is the foundation of the global information industry, giving rise to innovative applications such as **5G, 6G, IoT, smartphones, and AI large models**[36](index=36&type=chunk) - China's semiconductor industry scale continues to expand, and its technological level is gradually improving, but there are still significant gaps in some high-end chips and key equipment areas, with the state issuing policies to support domestic substitution[37](index=37&type=chunk) - According to the WSTS report, the global semiconductor market size is projected to reach **700.9 billion USD** in 2025, a **11.2%** year-on-year increase, with the memory market size expected to reach **189 billion USD**, a **13%** year-on-year increase[38](index=38&type=chunk) (II) Main Business Operations This section details the company's two main business segments: memory series chips (NOR Flash and EEPROM) and 'memory+' series chips (MCU and VCM Driver), noting a year-on-year decrease in memory series chip revenue, but progress in NOR Flash's **40nm SONOS** process and EEPROM's automotive and industrial applications, while 'memory+' series chip revenue significantly increased, with an expanding MCU product line and VCM Driver chips achieving mass production and synergistic effects with EEPROM H1 2025 Main Business Revenue and Gross Margin | Product Line | Operating Revenue (100 million yuan) | Year-on-Year Change | Gross Margin (%) | Year-on-Year Change | | :--- | :--- | :--- | :--- | :--- | | Memory Series Chips | 6.73 | Down 6.98% | 31.82 | Down approximately 3 percentage points | | 'Memory+' Series Chips | 2.33 | Up 35.62% | 28.69 | Down 0.55 percentage points | - NOR Flash products utilize SONOS and ETOX processes, with **4Mbit to 128Mbit** capacity products under **40nm SONOS** process already in mass production, **ETOX 4Xnm 64Mbit** products having completed prototype verification, and having passed AEC-Q100 automotive grade certification[41](index=41&type=chunk)[42](index=42&type=chunk) - EEPROM products cover capacities from **2Kbit to 4Mbit**, primarily using **130nm** process, with some medium and large capacities using **95nm** and below processes, achieving batch delivery in industrial control and automotive fields, and the SPD product line successfully mass-produced and shipped[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk) - MCU products, based on ARM Cortex-M cores, have successfully mass-produced over a hundred models across five major M0+ and M4 product series, covering **55nm** and **40nm** process technologies, applied in downstream fields such as smart homes, small appliances, BMS, and drones[49](index=49&type=chunk)[50](index=50&type=chunk) - Multiple VCM Driver chips are in mass production, supporting the **1.2V PD** series, with the third-generation VOIS (Optical Image Stabilization Voice Coil Motor Driver) chip achieving mass production, enhancing anti-shake performance, and forming a strong synergistic effect with EEPROM products[51](index=51&type=chunk) [II. Discussion and Analysis of Operating Performance](index=16&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis-II.%20Discussion%20and%20Analysis%20of%20Operating%20Performance) This section summarizes the company's overall operating performance in the first half of 2025, noting record-high operating revenue but a significant decline in net profit, alongside sustained high R&D investment, optimization of memory product lines, expansion of 'memory+' series products, and strengthened capacity assurance, team building, and internal governance, including the implementation of equity incentive and profit distribution plans - In H1 2025, the company achieved total operating revenue of **907 million yuan**, a **1.19%** increase year-on-year, setting a new record since its establishment[53](index=53&type=chunk) - Net profit attributable to owners of the parent company was **40.7334 million yuan**, a **70.05%** decrease year-on-year; net profit attributable to owners of the parent company excluding non-recurring gains and losses was **26.6494 million yuan**, a **82.40%** decrease[53](index=53&type=chunk) - During the reporting period, the company invested **148 million yuan** in R&D expenses, accounting for **16.29%** of operating revenue, a **3.87 percentage point** increase year-on-year[54](index=54&type=chunk) - The Flash product line, through complementary SONOS and ETOX processes, launched **40E** and **4Xnm** process products, maintaining cost advantages and expanding into high-end industrial, white goods, PC, communication, and automotive sectors[55](index=55&type=chunk) - EEPROM products consolidated market share in advantageous areas such as mobile phone cameras, captured new demands from action cameras and smartwatches, and continued to expand into automotive electronics application scenarios such as body domain control, motor control, and battery BMS[56](index=56&type=chunk) - MCU products continued to refine the M0+ category, promoted M4 market expansion, launched series dedicated to home appliance main control, touch, and brushless motors, and continuously expanded software and solution design advantages[58](index=58&type=chunk) - The VCM Driver product line gained market share in open-loop and other two-in-one markets, introducing numerous brand mobile phone customers; it continuously launched new generations of discrete VOIS and integrated OIS products, achieving rapid volume growth[59](index=59&type=chunk) - The company continued to increase talent investment, actively expanded its R&D team, and implemented an equity incentive plan, covering over **80%** of all active employees[61](index=61&type=chunk) - The company implemented the 2024 annual profit distribution plan, distributing a cash dividend of **4.30 yuan (tax inclusive)** per 10 shares and converting **4 shares** from capital reserves per 10 shares[62](index=62&type=chunk) [III. Analysis of Core Competitiveness During the Reporting Period](index=17&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis-III.%20Analysis%20of%20Core%20Competitiveness%20During%20the%20Reporting%20Period) This section analyzes Puya Semiconductor's core competitiveness, primarily in its core technological advantages (including innovative design and processes for NOR Flash, EEPROM, MCU, and VCM Driver), core team advantages (possessing deep industry experience and R&D capabilities), rapidly expanding customer resources, and comprehensive product system, establishing a competitive edge through independent intellectual property and multi-product line synergy - The company's core technologies cover NOR Flash's SONOS and ETOX processes, EEPROM's **130nm** and **95nm** and below processes, MCU's ARM Cortex-M core, and VCM Driver chips[65](index=65&type=chunk)[66](index=66&type=chunk)[19](index=19&type=chunk) - NOR Flash products feature wide voltage, ultra-low power consumption, fast erase, and high cost-effectiveness, with **40nm SONOS** process at an industry-leading technological level[65](index=65&type=chunk)[41](index=41&type=chunk) - EEPROM products offer advantages such as high reliability, small footprint, and high cost-effectiveness, with erase cycles up to **4 million times** and data retention for over **200 years**[66](index=66&type=chunk)[44](index=44&type=chunk) - MCU chips feature low power consumption, high reliability, high cost-effectiveness, and superior electromagnetic interference resistance[66](index=66&type=chunk) - As of June 30, 2025, the company has been granted **64 invention patents** and **61 integrated circuit layout design certificates**, establishing a complete independent intellectual property system[66](index=66&type=chunk) - The core team has an average of over **15 years** of work experience, possessing deep industry experience in IDM, Foundry, and Fabless models[67](index=67&type=chunk) - Customer resources are extensive, with memory products covering well-known enterprises such as OPPO, vivo, Honor, Xiaomi, and Samsung; MCU products cover terminal brands such as SKG, Midea, Xiaomi, and Roborock[68](index=68&type=chunk)[69](index=69&type=chunk) - The company is one of the few chip design companies in the industry that simultaneously possesses NOR Flash, EEPROM, MCU, and Driver product lines, capable of providing comprehensive memory chip solutions[71](index=71&type=chunk) (I) Core Competitiveness Analysis This section analyzes Puya Semiconductor's core competitiveness, primarily in its core technological advantages, core team advantages, rapidly expanding customer resources, and product system advantages, highlighting the company's innovative technology and cost advantages in NOR Flash, MCU, and EEPROM, its experienced core team, extensive customer base covering well-known domestic and international brands, and ability to provide comprehensive chip solutions - The company innovatively applied SONOS process to R&D design in the NOR Flash field, and jointly developed and optimized **40nm** and new generation **40E** process technologies with wafer fabs, resulting in products featuring wide voltage, ultra-low power consumption, fast erase, and high cost-effectiveness[65](index=65&type=chunk) - MCU chips embed Flash and SRAM memory, combining low-power features and technology, offering low power consumption, high reliability, high cost-effectiveness, and superior electromagnetic interference resistance[66](index=66&type=chunk) - EEPROM products, in collaboration with wafer fabs, optimized **130nm** and **95nm** and below process technologies, achieving high reliability, small footprint, and high cost-effectiveness, with erase cycles up to **4 million times** and data retention for up to **200 years**[66](index=66&type=chunk) - The company's core team has an average of over **fifteen years** of work experience, possessing deep industry experience in IDM, Foundry, and Fabless models, and is highly experienced in technology R&D, market sales, and engineering management[67](index=67&type=chunk) - Memory products are widely used in TWS Bluetooth headsets, industrial control, automotive electronics, and other fields, covering well-known enterprises such as OPPO, vivo, Honor, Xiaomi, and Samsung; MCU products cover terminal brands such as SKG, Midea, Xiaomi, and Roborock[68](index=68&type=chunk)[69](index=69&type=chunk) - The company's product system covers NOR Flash, EEPROM, MCU, and VCM Driver chips, offering diverse solutions with capacities from **2Kbit to 1Gbit**, wide voltage operation, ultra-small packaging, and integrated/external options[70](index=70&type=chunk) - The company is one of the few chip design companies in the industry that simultaneously possesses NOR Flash, EEPROM, MCU, and Driver product lines, capable of providing comprehensive memory chip solutions[71](index=71&type=chunk) (III) Core Technologies and R&D Progress This section details Puya Semiconductor's core technologies and their advancements in memory chips, NOR Flash, EEPROM, microcontrollers, and analog VCM Driver chips, including ultra-low power design, wide power supply voltage design, high reliability design, and advanced process node optimization, noting significant progress in R&D investment, patent applications, and ongoing projects, with continuous growth in R&D personnel and compensation during the reporting period - The company continues to expand in the memory chip sector, conducting innovative technology reserves for next-generation processes below **40nm** and floating-gate next-generation technologies, launching **1.1V** ultra-low voltage and ultra-low power consumption innovative technology[72](index=72&type=chunk) - Core technologies include ultra-low power design, wide power supply voltage design, ultra-low voltage design (**1.2V EEPROM** supporting a minimum of **1.1V**), high reliability design (EEPROM erase cycles up to **4 million times**), packaging-oriented reliability design (WLCSP dicing slot technology), and design for product flexibility and competitiveness[72](index=72&type=chunk)[73](index=73&type=chunk)[74](index=74&type=chunk) - NOR Flash core technologies include the SONOS process platform (dual-transistor 2T cell common source CSL structure, low power consumption, fast read) and power optimization, read speed enhancement, over-erase protection, and redundant bitline automatic repair technology under the ETOX process[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk)[81](index=81&type=chunk) - EEPROM core technologies include memory cell improvement technology under **130nm** process (**4 million erase cycles, 200 years data retention**), development and upgrade of **95nm** and below process technologies, reliability and cost optimization design combining process and design, error correction code (ECC, differential storage) technology, and advanced miniaturized packaging technology[82](index=82&type=chunk)[84](index=84&type=chunk) - Microcontroller core technologies include wide voltage MCU technology (**1.7V-5.5V**), multi-IO design technology, independently developed embedded Flash memory technology based on advanced memory processes, low power consumption design technology, cost optimization design combining process and design, high-performance touch technology, and high-performance motor drive control technology[85](index=85&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk) - Analog product VCM Driver chip core technologies include low interface voltage technology (**1.2V-3.6V**), fast motor stabilization algorithm (within **10ms**), VCM Driver and EEPROM two-in-one product development technology, dynamic voltage adaptive drive technology, and high-frequency OIS Driver[89](index=89&type=chunk) - During the reporting period, the company obtained **8 invention patents**, submitted **4 new invention patents**, obtained **6 integrated circuit layout design registrations**, and **1 software copyright registration**[90](index=90&type=chunk)[91](index=91&type=chunk) R&D Investment Overview | Indicator | Current Period (Yuan) | Prior Period (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Expensed R&D Investment | 147,723,255.66 | 111,267,953.07 | 32.76 | | Total R&D Investment | 147,723,255.66 | 111,267,953.07 | 32.76 | | Total R&D Investment as % of Operating Revenue (%) | 16.29 | 12.42 | Increase of 3.87 percentage points | - The increase in R&D investment primarily stems from increased R&D personnel compensation and higher depreciation and amortization expenses due to the purchase of software and laboratory testing equipment[94](index=94&type=chunk) Ongoing R&D Projects (Current Period Investment Amount) | No. | Project Name | Estimated Total Investment (10,000 Yuan) | Current Period Investment (10,000 Yuan) | Cumulative Investment (10,000 Yuan) | Progress or Stage Achievements | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | Derivative Chip Development and Industrialization Project Based on Memory Chips | 28,262.83 | 7,295.69 | 29,958.32 | Ongoing development stage | | 2 | Headquarters Base and Frontier Technology R&D Project | 28,591.63 | 552.17 | 2,742.99 | Completed | | 3 | NOR Flash Chip Upgrade R&D and Industrialization Project | 26,000.00 | 6,365.36 | 26,267.81 | Ongoing development stage | | 4 | New Generation EEPROM Chip R&D and Industrialization Project | 5,000.00 | 559.11 | 3,035.89 | Ongoing development stage | | Total | / | 87,854.46 | 14,772.33 | 62,005.01 | / | R&D Personnel Overview | Indicator | Current Period | Prior Period | | :--- | :--- | :--- | | Number of Company R&D Personnel (persons) | 284 | 227 | | R&D Personnel as % of Total Company Personnel (%) | 60.17 | 61.02 | | Total R&D Personnel Compensation (10,000 Yuan) | 10,021.56 | 8,043.88 | | Average R&D Personnel Compensation (10,000 Yuan) | 35.29 | 35.44 | | Educational Background: PhD | 5 | / | | Educational Background: Master's | 104 | / | | Educational Background: Bachelor's | 163 | / | | Age Structure: Under 30 | 127 | / | | Age Structure: 30-40 | 109 | / | [IV. Risk Factors](index=27&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis-IV.%20Risk%20Factors) This section details the risks Puya Semiconductor may face in its operations, including product R&D failing to keep pace with technological upgrades and market demand, expiration of basic process technology authorization, relatively small market size and intensified competition in main businesses, product quality risks, talent loss risks, intellectual property risks, high supplier concentration and capacity fluctuation risks, internal control and management risks from company expansion, gross margin fluctuation risks, accounts receivable and inventory impairment risks, increased depreciation and amortization expenses after IPO project implementation, changes in income tax preferential policies, and macroeconomic and geopolitical risks - Product R&D risk: Failure to upgrade product performance, outdated process technology, or unsuccessful new product development will adversely affect operating performance[101](index=101&type=chunk)[102](index=102&type=chunk)[104](index=104&type=chunk) - Risk of basic process technology authorization expiration: If the SONOS process authorization (until December 31, 2038) cannot be renewed, the company will be unable to conduct SONOS process NOR Flash R&D design and production[105](index=105&type=chunk) - Risk of intensified market competition: The NOR Flash and EEPROM markets are relatively small and highly competitive, with the company facing external competitive pressure as a new entrant; new entrants in the MCU market may face risks of product introduction, pricing, and profits falling short of expectations[106](index=106&type=chunk)[108](index=108&type=chunk) - Talent loss risk: The chip design industry is technology-intensive, with a shortage of excellent talent, potentially leading to talent loss due to attractive offers from competitors[110](index=110&type=chunk) - Intellectual property risk: The company may face malicious lawsuits from competitors or theft of its intellectual property[111](index=111&type=chunk)[112](index=112&type=chunk) - High supplier concentration risk: The wafer manufacturing, testing, and packaging and testing industries are highly concentrated, and fluctuations in supplier capacity may lead to unmet demand[113](index=113&type=chunk) - Gross margin fluctuation risk: Affected by market demand, capacity supply, declining product unit prices, or rising unit costs[115](index=115&type=chunk) - Inventory impairment risk: Changes in market environment, declining demand, intensified competition, or technological updates may lead to increased provisions for inventory impairment[117](index=117&type=chunk) - Macroeconomic environment risk: Global trade frictions, geopolitical risks, and US export controls may lead to weak downstream demand, business restrictions, reduced orders, or inability of suppliers to provide goods[120](index=120&type=chunk)[121](index=121&type=chunk) [V. Key Operating Performance During the Reporting Period](index=30&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis-V.%20Key%20Operating%20Performance%20During%20the%20Reporting%20Period) This section outlines Puya Semiconductor's key operating results for the first half of 2025, including a slight increase in operating revenue but a significant decline in operating profit and net profit, with a detailed analysis of the reasons for changes in key financial accounts such as operating revenue, operating costs, selling expenses, administrative expenses, financial expenses, R&D expenses, and net cash flow from operating activities - Operating revenue for H1 2025 was **907 million yuan**, a **1.19%** increase compared to H1 2024[124](index=124&type=chunk)[126](index=126&type=chunk) - Operating profit was **36.2967 million yuan**, total profit was **36.2967 million yuan**; net profit attributable to owners of the parent company was **40.7334 million yuan**[124](index=124&type=chunk) - After deducting the impact of non-recurring gains and losses such as government subsidies, net profit attributable to owners of the parent company excluding non-recurring gains and losses was **26.6494 million yuan**[124](index=124&type=chunk) Analysis of Changes in Financial Statement Items | Item | Current Period (Yuan) | Prior Period (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 906,700,789.91 | 896,021,178.11 | 1.19 | | Operating Costs | 625,395,166.95 | 593,671,742.57 | 5.34 | | Selling Expenses | 37,672,364.20 | 24,916,626.47 | 51.19 | | Administrative Expenses | 35,098,285.75 | 25,221,902.21 | 39.16 | | Financial Expenses | -5,190,304.88 | -11,739,296.49 | Not Applicable | | R&D Expenses | 147,723,255.66 | 111,267,953.07 | 32.76 | | Net Cash Flow from Operating Activities | -42,029,236.48 | -80,552,754.05 | Not Applicable | - Operating costs increased by **5.34%** year-on-year, higher than revenue growth, mainly due to slower recovery in terminal consumer market demand, pressure on product market prices, and product costs being affected by historical inventory procurement costs, resulting in a comprehensive gross margin of **31.03%**, a **2.72 percentage point** decrease from the same period last year[126](index=126&type=chunk)[127](index=127&type=chunk) - Selling expenses, administrative expenses, and R&D expenses increased by **51.19%, 39.16%, and 32.76%** year-on-year, respectively, mainly due to increased personnel, expanded R&D project scale, and rising related expenses[126](index=126&type=chunk)[127](index=127&type=chunk) - Financial expenses increased by **6.5490 million yuan** year-on-year, primarily due to the impact of sustained macroeconomic interest rate cuts and USD exchange rate fluctuations, leading to a decrease in interest income and exchange gains[127](index=127&type=chunk) - Net cash flow from operating activities increased by **38.5235 million yuan** year-on-year, primarily due to a **54.9424 million yuan** increase in cash received from sales of goods and services, a **45.6674 million yuan** decrease in payments for purchases from upstream suppliers, offset by a **49.9367 million yuan** increase in employee salaries and wages paid due to significant growth in company employee size[127](index=127&type=chunk) (III) Analysis of Assets and Liabilities This section analyzes the company's assets and liabilities as of the end of the first half of 2025, focusing on the changes and reasons for items such as trading financial assets, notes receivable financing, other receivables, other non-current financial assets, accounts payable, taxes payable, paid-in capital, and treasury stock Changes in Assets and Liabilities | Item Name | Current Period-End (Yuan) | Prior Period-End (Yuan) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Trading Financial Assets | - | 12,364,310.00 | -100.00 | Due to the company's sale of Huada Jiutian strategic placement shares in the current reporting period | | Notes Receivable Financing | 45,898,677.49 | 35,011,742.20 | 31.10 | Due to an increase in the proportion of bank acceptance bills in sales receipts during the current reporting period | | Other Receivables | 249,932.49 | 2,280,914.55 | -89.04 | Due to the company's provision for bad debts based on aging portfolio in the current reporting period | | Other Current Assets | 8,017,759.02 | 13,320,246.05 | -39.81 | Due to a decrease in the amount of input VAT carried forward at the end of the current reporting period | | Other Non-current Financial Assets | 40,000,000.00 | 15,000,000.00 | 166.67 | Due to the company's additional equity investment of 25 million yuan in the current reporting period | | Accounts Payable | 168,072,756.38 | 275,672,477.04 | -39.03 | Due to a decrease in payables to suppliers within the payment period at the end of the current reporting period | | Employee Compensation Payable | 31,705,779.50 | 50,227,090.03 | -36.88 | Due to employee bonuses accrued by the company at the end of the current reporting period | | Taxes Payable | 11,236,870.99 | 2,242,062.83 | 401.18 | Due to an increase in VAT payable at the end of the current reporting period | | Paid-in Capital (or Share Capital) | 148,049,102.00 | 105,609,735.00 | 40.19 | Due to: 1. The company's 2024 profit distribution converting 4 shares from capital reserves per 10 shares to all shareholders, totaling 42,132,230 new shares; 2. Exercise of employee equity incentives, adding 307,137 new shares | | Treasury Stock | - | 35,098,369.60 | -100.00 | Due to the full utilization of the company's treasury stock in employee equity incentive exercises during the current reporting period, totaling 279,160 shares | (IV) Investment Analysis This section analyzes the company's investment status in the first half of 2025, including equity investments and financial assets measured at fair value, noting the sale of Huada Jiutian strategic placement shares and increased investment in private equity funds for industrial synergy and financial investment purposes - Investment amount during the reporting period was **25 million yuan**, a **66.67%** increase compared to **15 million yuan** in the same period last year[134](index=134&type=chunk) Changes in Financial Assets Measured at Fair Value | Asset Category | Beginning Balance (10,000 Yuan) | Fair Value Change Gain/Loss for Current Period (10,000 Yuan) | Amount Sold/Redeemed for Current Period (10,000 Yuan) | Ending Balance (10,000 Yuan) | | :--- | :--- | :--- | :--- | :--- | | Stocks (Huada Jiutian) | 1,236.43 | 40.60 | -1,277.03 | - | | Other Non-current Financial Assets | 1,500.00 | - | - | 4,000.00 | | Total | 7,749.60 | 40.60 | -14,587.53 | 10,101.87 | - The company sold Huada Jiutian shares, resulting in zero trading financial assets at period-end[134](index=134&type=chunk)[135](index=135&type=chunk) - New investments in private equity funds include **15 million yuan** in Shanghai Quqing Ruxu Venture Capital Partnership (Limited Partnership) for industrial synergy and **25 million yuan** in Zhuhai Nuoyanchangtian Equity Investment Fund Partnership (Limited Partnership) for financial investment[136](index=136&type=chunk) (VI) Analysis of Major Holding and Participating Companies This section discloses the financial situation of the company's main holding subsidiary, Puya Semiconductor (Chengdu) Co., Ltd., which primarily engages in integrated circuit chip R&D, design, and sales, reporting operating revenue of **5.4591 million yuan** but an operating loss and net loss of **0.7139 million yuan** during the reporting period - The main subsidiary is Puya Semiconductor (Chengdu) Co., Ltd., a wholly-owned subsidiary with a **100%** shareholding[137](index=137&type=chunk)[484](index=484&type=chunk) - Puya Semiconductor (Chengdu) Co., Ltd.'s main business is integrated circuit chip R&D, design, and sales[137](index=137&type=chunk) Puya Semiconductor (Chengdu) Co., Ltd. Financial Data | Indicator | Amount (10,000 Yuan) | | :--- | :--- | | Registered Capital | 2,000.00 | | Total Assets | 1,483.25 | | Net Assets | 1,027.86 | | Operating Revenue | 545.91 | | Operating Profit | -71.39 | | Net Profit | -71.39 | [Section IV Corporate Governance, Environment and Society](index=38&type=section&id=Section%20IV%20Corporate%20Governance%2C%20Environment%20and%20Society) This section primarily outlines the company's governance progress, including no profit distribution or capital reserve to share capital plans, and details the implementation of the company's equity incentive plans, covering the grant of the 2025 restricted stock incentive plan and the vesting and cancellation of the 2022 and 2024 incentive plans - The company's proposed semi-annual profit distribution plan or capital reserve to share capital plan is 'No', involving no distribution or conversion[139](index=139&type=chunk) - In January 2025, the company approved the 2025 Restricted Stock Incentive Plan (Draft), proposing to grant **1.11279 million** restricted shares, with **0.890232 million** shares initially granted[140](index=140&type=chunk) - On February 13, 2025, the company initially granted **0.890232 million** restricted shares to **133** equity incentive recipients at a grant price of **55.49 yuan/share**[141](index=141&type=chunk) - During the reporting period, the company canceled some restricted shares granted in 2021, 2022, and 2024 that had not yet vested[141](index=141&type=chunk) - On June 27, 2025, shares from the vesting periods of the 2022 and 2024 Restricted Stock Incentive Plans were listed for circulation, totaling **307,137** shares issued through private placement, and **279,160** repurchased shares were utilized[142](index=142&type=chunk) [Section V Significant Matters](index=41&type=section&id=Section%20V%20Significant%20Matters) This section details Puya Semiconductor's significant matters during the reporting period, including the fulfillment of commitments made by the company, controlling shareholders, actual controllers, directors, supervisors, and senior management, particularly regarding avoiding horizontal competition, standardizing related-party transactions, stabilizing stock prices, share lock-ups, and equity incentives. Additionally, it elaborates on major related-party transactions, significant guarantees, the overall use of raised funds, progress of IPO projects, use of over-raised funds, management of idle funds, and opinions from intermediary agencies - The company, controlling shareholders, actual controllers and their concerted parties, directors, supervisors, senior management, and core technical personnel have all strictly fulfilled their commitments, including avoiding horizontal competition, standardizing related-party transactions, stabilizing stock prices, and share lock-ups[145](index=145&type=chunk)[148](index=148&type=chunk)[150](index=150&type=chunk)[152](index=152&type=chunk)[153](index=153&type=chunk)[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk)[159](index=159&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk)[172](index=172&type=chunk)[173](index=173&type=chunk)[174](index=174&type=chunk)[175](index=175&type=chunk)[176](index=176&type=chunk)[177](index=177&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk)[180](index=180&type=chunk)[181](index=181&type=chunk)[182](index=182&type=chunk)[183](index=183&type=chunk)[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&type=chunk)[187](index=187&type=chunk) - During the reporting period, the company engaged in ordinary related-party transactions totaling **10.2223 million yuan (excluding tax)** with Shanghai Weice Semiconductor Technology Co., Ltd. and its controlled subsidiaries, which did not exceed the estimated amount[190](index=190&type=chunk) - The company provided guarantees for employee housing rentals, with a total guarantee balance of **0.1764 million yuan** at the end of the reporting period, accounting for **0.0079%** of net assets; all guaranteed employees provided counter-guarantees, and no defaults occurred[197](index=197&type=chunk) Overall Use of Raised Funds | Source of Raised Funds | Total Raised Funds (10,000 Yuan) | Net Raised Funds (10,000 Yuan) | Total Investment Pledged in Prospectus (10,000 Yuan) | Total Over-Raised Funds (10,000 Yuan) | Cumulative Raised Funds Invested as of Period-End (10,000 Yuan) | Cumulative Raised Funds Investment Progress as of Period-End (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Initial Public Offering of Shares | 134,861.41 | 124,554.54 | 34,545.20 | 90,009.34 | 100,877.33 | 80.99 | - The 'Headquarters Base and Frontier Technology R&D Project' has been completed, and the remaining raised funds of **51.1083 million yuan** have been permanently used to supplement working capital[211](index=211&type=chunk) - The company used **200 million yuan** of idle raised funds to temporarily supplement working capital, which has been repaid, and additionally used **170 million yuan** of idle raised funds to temporarily supplement working capital[207](index=207&type=chunk)[208](index=208&type=chunk) - The company used **270 million yuan** of over-raised funds to permanently supplement working capital[211](index=211&type=chunk) [I. Fulfillment of Commitments](index=41&type=section&id=Section%20V%20Significant%20Matters-I.%20Fulfillment%20of%20Commitments) This section details the fulfillment of various commitments made by Puya Semiconductor and its related parties concerning its initial public offering and equity incentives, covering aspects such as avoiding horizontal competition, standardizing related-party transactions, stabilizing stock prices, share lock-ups, and equity incentives, with all commitments strictly fulfilled as scheduled - The company's controlling shareholders, actual controllers, and their concerted parties committed to avoiding horizontal competition, and have not developed, produced, or sold products or businesses that compete with the company[148](index=148&type=chunk) - The company's controlling shareholders, actual controllers and their concerted parties, shareholders holding **5%** or more, and directors, supervisors, and senior management committed to reducing and standardizing related-party transactions, adhering to market principles and fair pricing for equitable transactions[150](index=150&type=chunk) - The company, controlling shareholders, actual controllers and their concerted parties, and directors, supervisors, and senior management committed that there are no fraudulent issuance circumstances, and if such occurs, all new shares will be repurchased[162](index=162&type=chunk) - The company, controlling shareholders, actual controllers and their concerted parties, and directors, supervisors, and senior management committed that the prospectus and application documents are true, accurate, and complete, and will compensate investors for losses in accordance with the law if there are false records[163](index=163&type=chunk)[165](index=165&type=chunk)[168](index=168&type=chunk) - The company, controlling shareholders, actual controllers, directors (excluding independent directors and non-salaried directors), and senior management committed to strictly implementing the stock price stabilization plan within three years after listing[170](index=170&type=chunk) - Controlling shareholders, actual controllers and their concerted parties, shareholder Chen Kai, directors, supervisors, senior management, and core technical personnel indirectly holding company shares have all committed to share lock-up periods and reduction regulations[171](index=171&type=chunk)[174](index=174&type=chunk)[176](index=176&type=chunk)[178](index=178&type=chunk)[180](index=180&type=chunk)[182](index=182&type=chunk) - The company committed not to provide financial assistance to equity incentive recipients and not to engage in high-risk investments within **12 months** after permanently supplementing working capital with over-raised funds[184](index=184&type=chunk)[185](index=185&type=chunk)[186](index=186&type=chunk)[187](index=187&type=chunk) [X. Major Related-Party Transactions](index=51&type=section&id=Section%20V%20Significant%20Matters-X.%20Major%20Related-Party%20Transactions) This section discloses Puya Semiconductor's major related-party transactions during the reporting period, primarily involving the procurement of materials and processing services with Shanghai Weice Semiconductor Technology Co., Ltd. and its affiliated companies, with actual transaction amounts within the estimated limits - Related parties include Shanghai Weice Semiconductor Technology Co., Ltd. and its affiliated companies (where company director Chen Kai serves as a director) and Shanghai Yangpu District Youshiku Food Store (controlled by Li Zhaogui's spouse, the actual controller)[491](index=491&type=chunk) Related-Party Transactions for Purchase of Goods/Acceptance of Services | Related Party | Related Transaction Content | Current Period Amount (10,000 Yuan) | Approved Transaction Limit (10,000 Yuan) | Exceeded Transaction Limit | | :--- | :--- | :--- | :--- | :--- | | Shanghai Weice Semiconductor Technology Co., Ltd. and affiliated companies | Procurement of materials and processing services | 1,655.99 | 6,500.00 | No | - During the reporting period, the company engaged in actual related-party transactions totaling **10.2223 million yuan (excluding tax)** with Shanghai Weice Semiconductor Technology Co., Ltd. and its consolidated subsidiaries, which did not exceed the estimated amount[190](index=190&type=chunk) - Accounts payable to Shanghai Weice Semiconductor Technology Co., Ltd. and its affiliated companies at period-end totaled **12.1766 million yuan**[498](index=498&type=chunk) [XI. Major Contracts and Their Fulfillment](index=53&type=section&id=Section%20V%20Significant%20Matters-XI.%20Major%20Contracts%20and%20Their%20Fulfillment) This section primarily discloses Puya Semiconductor's significant guarantee situation during the reporting period, where the company provided joint liability guarantees for employee housing rentals, with a total guarantee balance of **0.1764 million yuan** at period-end, accounting for **0.0079%** of net assets, and all guaranteed employees provided counter-guarantees, with no defaults occurring during the reporting period - The company provides joint liability guarantees for debts incurred by employees during public rental housing lease contracts[197](index=197&type=chunk) Company External Guarantees (Excluding Guarantees for Subsidiaries) | Guarantor | Guaranteed Party | Guarantee Type | Guarantee Amount (10,000 Yuan) | Total Guarantee as % of Company Net Assets (%) | | :--- | :--- | :--- | :--- | :--- | | Company Headquarters | Company Employees | Joint Liability Guarantee | 17.64 | 0.0079 | - All guaranteed parties (employees) have provided corresponding counter-guarantees to the company[197](index=197&type=chunk)[198](index=198&type=chunk) - During the reporting period, no employees defaulted on payments, and the company did not actually bear any guarantee responsibility[197](index=197&type=chunk) [XII. Explanation of Progress in Use of Raised Funds](index=56&type=section&id=Section%20V%20Significant%20Matters-XII.%20Explanation%20of%20Progress%20in%20Use%20of%20Raised%20Funds) This section details Puya Semiconductor's overall use of raised funds, IPO project specifics, use of over-raised funds, and other related matters, noting that as of the end of the reporting period, cumulative investment in raised funds exceeded **80%**, with most over-raised funds also invested, and the company managed idle raised funds through temporary supplementation of working capital and cash management, having also completed the 'Headquarters Base and Frontier Technology R&D Project' and permanently supplemented working capital with the remaining funds Overall Use of Raised Funds | Source of Raised Funds | Total Raised Funds (10,000 Yuan) | Net Raised Funds (10,000 Yuan) | Total Investment Pledged in Prospectus (10,000 Yuan) | Total Over-Raised Funds (10,000 Yuan) | Cumulative Raised Funds Invested as of Period-End (10,000 Yuan) | Cumulative Raised Funds Investment Progress as of Period-End (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Initial Public Offering of Shares | 134,861.41 | 124,554.54 | 34,545.20 | 90,009.34 | 100,877.33 | 80.99 | Detailed Use of IPO Projects | Project Name | Planned Investment of Raised Funds (10,000 Yuan) | Amount Invested This Year (10,000 Yuan) | Cumulative Raised Funds Invested as of Period-End (10,000 Yuan) | Cumulative Investment Progress as of Period-End (%) | | :--- | :--- | :--- | :--- | :--- | | Flash Chip Upgrade R&D and Industrialization Project | 18,964.11 | 2,070.98 | 17,150.00 | 90.43 | | EEPROM Chip Upgrade R&D and Industrialization Project | 4,787.19 | 853.81 | 4,007.80 | 83.72 | | Headquarters Base and Frontier Technology R&D Project | 28,591.63 | 5,110.83 | 24,029.26 | 84.04 | | Derivative Chip Development and Industrialization Project Based on Memory Chips | 28,262.83 | - | 25,262.69 | 89.38 | | Other (Over-Raised Funds) | 43,948.78 | 26,918.46 | 30,427.58 | 69.23 | | Total | 124,554.54 | 35,356.80 | 100,877.33 | 80.99 | Detailed Use of Over-Raised Funds | Purpose | Total Over-Raised Funds Planned for Investment (10,000 Yuan) | Cumulative Over-Raised Funds Invested as of Period-End (10,000 Yuan) | Cumulative Investment Progress as of Period-End (%) | | :--- | :--- | :--- | :--- | | Derivative Chip Development and Industrialization Project Based on Memory Chips | 28,262.83 | 25,262.69 | 89.38 | | Repurchase for Employee Stock Ownership and/or Equity Incentive Plans | 7,000.00 | 3,509.12 | 50.13 | | Headquarters Base and Frontier Technology R&D Project | 17,797.73 | 17,797.73 | 100.00 | | Permanent Supplement to Working Capital | 27,000.00 | 26,918.46 | 99.70 | | Unused | 9,948.78 | - | - | | Total | 90,009.34 | 73,488.00 | 81.64 | - The company has cumulatively invested **69.4674 million yuan** of self-raised funds into IPO projects, and the replacement was completed in November 2021[206](index=206&type=chunk) - The company previously used **270 million yuan** of idle raised funds to temporarily supplement working capital, of which **200 million yuan** has been repaid; additionally, in January 2025, **170 million yuan** of idle raised funds were used to temporarily supplement working capital[207](index=207&type=chunk)[208](index=208&type=chunk) - The company uses temporarily idle raised funds of no more than **870 million yuan** for cash management, purchasing highly secure and liquid principal-protected products[210](index=210&type=chunk) - In January 2025, the company used **270 million yuan** of over-raised funds to permanently supplement working capital[211](index=211&type=chunk) - On July 1, 2025, the company completed the 'Headquarters Base and Frontier Technology R&D Project' and permanently supplemented working capital with the remaining raised funds of **51.1083 million yuan**[211](index=211&type=chunk) - Intermediary agencies issued no-objection verification opinions on the company's use of some idle raised funds to temporarily supplement working capital and the use of some over-raised funds to permanently supplement working capital[212](index=212&type=chunk)[213](index=213&type=chunk) [Section VI Share Changes and Shareholder Information](index=61&type=section&id=Section%20VI%20Share%20Changes%20and%20Shareholder%20Information) This section details Puya Semiconductor's share capital changes, total number of shareholders, and top ten shareholders' holdings during the reporting period, noting an increase in total share capital due to capital reserve conversion and equity incentive exercise, and listing major shareholders' holdings, proportions, and related-party relationships Share Capital Change Table | Category | Number Before Change | Proportion Before Change (%) | Increase/Decrease in Current Change (+,-) | Number After Change | Proportion After Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Unrestricted Shares | 105,609,735 | 100.00 | 42,439,367 | 148,049,102 | 100.00 | | Total Shares | 105,609,735 | 100.00 | 42,439,367 | 148,049,102 | 100.00 | - The company's total share capital increased from **105,609,735 shares** to **148,049,102 shares**, primarily due to the implementation of the 2024 annual profit distribution plan (capital reserve conversion of **42,132,230 shares**) and the exercise of the 2022 and 2024 Restricted Stock Incentive Plans (adding **307,137 shares**)[216](index=216&type=chunk) Impact of Share Changes on EPS and Net Assets Per Share After Reporting Period | Item | H1 2025 | H1 2025 (Comparable Basis) | | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/share) | 0.36 | 0.50 | | Diluted Earnings Per Share (Yuan/share) | 0.36 | 0.50 | | Net Assets Per Share Attributable to Ordinary Shareholders (Yuan/share) | 15.13 | 21.21 | - As of the end of the reporting period, the total number of common shareholders was **13,387**[219](index=219&type=chunk) Top Ten Shareholders' Holdings as of Reporting Period End | Shareholder Name | Period-End Holding (Shares) | Proportion (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Wang Nan | 27,741,981 | 18.74 | Domestic Natural Person | | Shanghai Zhiqi Enterprise Management Consulting Partnership (Limited Partnership) | 27,193,352 | 18.37 | Other | | Li Zhaogui | 7,195,079 | 4.86 | Domestic Natural Person | | Zhong Ge | 5,334,000 | 3.60 | Domestic Natural Person | | Shanghai Zhangjiang Torch Venture Capital Co., Ltd. | 3,889,764 | 2.63 | State-owned Legal Person | | He Xueping | 952,000 | 0.64 | Domestic Natural Person | | China Merchants Bank Co., Ltd. - Southern CSI 1000 ETF | 836,164 | 0.56 | Other | | China Construction Bank Co., Ltd. - Xinao New Energy Industry Stock Investment Fund | 702,786 | 0.47 | Other | | National Social Security Fund Portfolio 114 | 700,000 | 0.47 | Other | | Beijing Xinnuo Communication Consulting Co., Ltd. | 688,488 | 0.47 | Domestic Non-state-owned Legal Person | - Wang Nan and Li Zhaogui signed a concerted action agreement, acting in concert; Wang Nan is the general partner of Shanghai Zhiqi Enterprise Management Consulting Partnership (Limited Partnership); He Xueping and Zhong Ge are relatives[223](index=223&type=chunk) - Company Director and General Manager Wang Nan held **27,741,981 shares** at period-end, and Director and Deputy General Manager Li Zhaogui held **7,195,079 shares** at period-end, both due to increased shares from capital reserve conversion[226](index=226&type=chunk) [I. Share Capital Changes](index=61&type=section&id=Section%20VI%20Share%20Changes%20and%20Shareholder%20Information-I.%20Share%20Capital%20Changes) This section details the company's

Core Viewpoint - The company reported a slight increase in revenue for the first half of 2025, but significant declines in net profit, indicating challenges in the overall market and product performance [1]. Financial Performance - The company achieved operating revenue of 907 million yuan, a year-on-year increase of 1.19%, which translates to an increase of 10.68 million yuan [1]. - Net profit attributable to shareholders was 40.73 million yuan, reflecting a year-on-year decrease of 70.05% [1]. - The net profit after deducting non-recurring gains and losses was 26.65 million yuan, down 82.40% year-on-year [1]. - Basic earnings per share were reported at 0.36 yuan [1]. Market and Product Analysis - The slight revenue growth was attributed to a slowdown in the overall consumer market recovery, leading to a decrease in the shipment volume of the company's main storage chip products compared to the same period last year [1]. - The implementation of the company's "Storage+" strategy and the introduction of new products such as MCU and Driver in the analog category contributed to an increase in market share for the "Storage+" series products [1].

Group 1 - The latest stock price of Puran Co. is 68.08 yuan, down by 0.17 yuan from the previous trading day, with a trading volume of 31,368 hands and a transaction amount of 215 million yuan [1] - Puran Co. specializes in the design and sales of non-volatile memory chips, primarily used in consumer electronics and the Internet of Things, and is involved in semiconductor sectors including storage chips and automotive chips [1] - On August 11, a block trade occurred involving 40,600 shares at a transaction value of 2.2249 million yuan, with a transaction price of 54.80 yuan, representing a discount of 19.51% compared to the closing price of that day [1] Group 2 - On the same day, the net outflow of main funds was 24.4661 million yuan, accounting for 0.24% of the circulating market value, while the cumulative net inflow over the past five trading days was 11.2757 million yuan, representing 0.11% of the circulating market value [1]

普冉股份8月11日大宗交易平台出现一笔成交，成交量4.06万股，成交金额222.49万元，大宗交易成交价 为54.80元，相对今日收盘价折价19.51%。该笔交易的买方营业部为平安证券股份有限公司济南解放路 证券营业部，卖方营业部为平安证券股份有限公司济南解放路证券营业部。 8月11日普冉股份大宗交易一览 证券时报·数据宝统计显示，普冉股份今日收盘价为68.08元，下跌0.25%，日换手率为2.12%，成交额为 2.15亿元，全天主力资金净流出1585.48万元，近5日该股累计下跌0.15%，近5日资金合计净流入1354.34 万元。 两融数据显示，该股最新融资余额为5.03亿元，近5日增加3820.61万元，增幅为8.22%。（数据宝） （文章来源：证券时报网） | 成交量 | 成交金额 | 成交价 | 相对当日收盘 | | | | --- | --- | --- | --- | --- | --- | | （万 | （万元） | 格 | 折溢价（%） | 买方营业部 | 卖方营业部 | | 股） | | （元） | | | | | | | | | 平安证券股份有限公司济 | 平安证券股份有限公司济 | | ...

Group 1 - The company, Purun Co., announced its relocation to a new office address in Zhangjiang Town, Pudong New District, Shanghai [1] - The new office address is No. 8, Yindong Road, Zhangjiang Town, Pudong New District, Shanghai, with a postal code of 201210 [1] - The contact number for the new office is 021-60791797 [1]

Investment Rating - The investment rating for the company is "Buy" (maintained) [5] Core Views - The company has shown a revenue growth of 78% year-on-year in the first three quarters, driven by industry recovery and strong alpha performance [5] - The company is focusing on new product lines, which are expected to contribute positively to future performance [11] Summary by Relevant Sections Financial Performance - In H1 2025, the company reported revenue of 905 million, a year-on-year increase of 1%, and a net profit attributable to shareholders of 40 million, a year-on-year decrease of 71% [7] - In Q2 2025, revenue was 499 million, a year-on-year increase of 2% and a quarter-on-quarter increase of 23%. The net profit attributable to shareholders was 22 million, down 75% year-on-year but up 17% quarter-on-quarter [6][7] - The company recorded a significant inventory impairment of 58 million in H1 2025, impacting profitability [8] Product Development - The company is expanding its NOR Flash product line into high-capacity products, which are expected to benefit from the growing demand in edge AI applications [10] - The MCU segment continues to gain market share, with the company leveraging advanced embedded Flash technology to reduce costs and improve competitiveness [10] Future Outlook - The company is projected to achieve revenues of 1,804 million in 2024, 2,194 million in 2025, and 2,742 million in 2026, with growth rates of 60% and 22% for 2024 and 2025 respectively [5][12] - The net profit forecast for 2025 is adjusted to 208 million, with a PE ratio of 50.4, indicating potential for earnings growth as new products are launched [11]

普冉股份最新一期业绩显示，截至2025一季报，公司营业总收入4.06亿元、同比增长0.34%，归属净利 润1846.58万元，同比减少63.01%，扣非净利润1896.34万元，同比减少69.24%，流动比率10.128、速动 比率6.350、资产负债率8.25%。 天眼查商业履历信息显示，普冉半导体(上海)股份有限公司，成立于2016年，位于上海市，是一家以从 事软件和信息技术服务业为主的企业。企业注册资本10560.9735万人民币，实缴资本2610.7884万人民 币。公司法定代表人为王楠。 金融界消息 截至2025年8月8日收盘，普冉股份（688766）报收于68.25元，下跌3.53%，换手率2.12%， 成交量3.14万手，成交金额2.16亿元。 资金流向方面，今日主力资金净流出1244.08万元，占比成交额5.75%。其中，超大单净流出1262.00万 元、占成交额5.84%，大单净流入17.92万元、占成交额0.08%，中单净流出流入440.45万元、占成交额 2.04%，小单净流入803.63万元、占成交额3.72%。 通过天眼查大数据分析，普冉半导体(上海)股份有限公司共对外投资了4家企业 ...

证券代码：688766 证券简称：普冉股份 公告编号：2025-055 普冉半导体（上海）股份有限公司 关于变更公司办公地址的公告 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。 普冉半导体（上海）股份有限公司（以下简称"公司"）将于近日整体搬迁 至新办公地址，投资者联系方式将对应进行调整，具体如下： 变更前： 办公地址：中国（上海）自由贸易试验区申江路5005弄1号楼9楼 变更后联系方式将于2025年8月11日起启用，除公司办公地址变更外，公司 网址及电子邮箱等其他联系方式均未发生变化，欢迎广大投资者通过上述渠道与 公司进行沟通。 以上变动请广大投资者留意，由此给广大投资者带来的不便，敬请谅解。 特此公告。 普冉半导体（上海）股份有限公司董事会 2025 年 8 月 9 日 1 邮政编码：201210 联系电话：021-60791797 电子邮箱：ir@puyasemi.com 邮政编码：201210 联系电话：021-60791797 电子邮箱：ir@puyasemi.com 变更后： 办公地址：上海市浦东新区张江镇银 ...