证券代码：300686 证券简称：智动力 公告编号：2025-057 深圳市智动力精密技术股份有限公司 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 对象名单的核查意见及公示情况说明 公司及董事会全体成员保证公告内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 一、公示情况及核查方式 深圳市智动力精密技术股份有限公司（以下简称"公司"）于 2025 年 7 月 17 日召开第四届董事会第二十九次会议及第四届监事会第二十二次会议，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》等相 关议案。 根据《上市公司股权激励管理办法》（以下简称"《管理办法》"）《深圳证 券交易所创业板股票上市规则》（以下简称"《上市规则》"）《深圳证券交易所 创业板上市公司自律监管指南第 1 号——业务办理》（以下简称"《自律监管指 南 1 号》"）等相关法律、法规及规范性文件和《深圳市智动力精密技术股份有 限公司章程》（以下简称"《公司章程》"）的规定，公司于 2025 年 7 月 18 日至 2025 年 7 月 27 日期间对 2025 年限制性股票激励计划（以下简称" ...

根据《上市公司股权激励管理办法》（以下简称"《管理办法》"）《深圳证 券交易所创业板股票上市规则》（以下简称"《上市规则》"）《深圳证券交易所 创业板上市公司自律监管指南第 1 号——业务办理》（以下简称"《自律监管指 南 1 号》"）等相关法律、法规及规范性文件和《深圳市智动力精密技术股份有 限公司章程》（以下简称"《公司章程》"）的规定，公司于 2025 年 7 月 18 日至 2025 年 7 月 27 日期间对 2025 年限制性股票激励计划（以下简称"本次激励计划"） 拟激励对象的姓名和职务在公司内部进行了公示。监事会结合公示情况对拟激励 对象进行了核查，相关公示情况及核查意见如下： 证券代码：300686 证券简称：智动力 公告编号：2025-056 深圳市智动力精密技术股份有限公司 监事会关于 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 公司及监事会全体成员保证公告内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 一、公示情况及核查方式 深圳市智动力精密技术股份有限公司（以下简称"公司"）于 2025 年 7 月 17 日召开第四届董事会第二十九次会议及第四 ...

Group 1 - The A-share smart wearable concept has experienced a volatile rebound, with Feiya Technology hitting the daily limit up [1] - Other companies such as Fenda Technology, Changying Precision, Zhihui Power, Dongshan Precision, Lexin Medical, and Huanshu Electronics also saw increases in their stock prices [1]

Core Viewpoint - Shenzhen Zhihui Precision Technology Co., Ltd. (智动力) is actively engaging in financial management and risk mitigation strategies, including a stock incentive plan and foreign exchange hedging activities, to enhance operational efficiency and shareholder value [1][2][3]. Group 1: Trading Information - As of July 18, 2025, Zhihui's stock closed at 9.94 yuan, down 0.9%, with a turnover rate of 2.51% and a trading volume of 48,600 shares, amounting to a transaction value of 48.48 million yuan [1]. - On the same day, the fund flow showed a net outflow of 1.70 million yuan from institutional investors, while retail investors contributed a net inflow of 1.58 million yuan [5]. Group 2: Company Announcements - The fourth board meeting on July 17, 2025, approved several resolutions, including the 2025 restricted stock incentive plan and the management measures for its implementation [1]. - The company plans to hold its second extraordinary general meeting on August 4, 2025, to discuss various proposals, including the stock incentive plan and the use of idle funds for cash management [2]. Group 3: Financial Management Initiatives - Zhihui plans to use up to 600 million yuan of idle funds for cash management, focusing on low-risk financial products with high liquidity and safety [2]. - The company intends to engage in foreign exchange hedging activities to mitigate currency fluctuation risks, with a maximum margin and premium of 5 million yuan and a maximum contract value of 2 billion yuan per trading day [3][5]. Group 4: Risk Management Policies - The company has established a financial derivatives trading management system to regulate trading activities and prevent risks associated with foreign exchange and interest rate fluctuations, explicitly prohibiting speculative trading [6].

Core Viewpoint - The legal opinion letter from Guangdong Xinda Law Firm confirms the compliance and legality of Shenzhen Zhihua Precision Technology Co., Ltd.'s 2025 Restricted Stock Incentive Plan, indicating that the plan aligns with relevant laws and regulations [2][33]. Group 1: Legal Framework and Compliance - The legal opinion is based on various laws including the Company Law, Securities Law, and relevant regulations governing stock incentive plans [2][5]. - The firm has verified that the company is legally established and in good standing, having been listed on the Shenzhen Stock Exchange since August 4, 2017 [5][6]. - The company has fulfilled necessary legal procedures for implementing the incentive plan, including board and committee approvals [23][29]. Group 2: Incentive Plan Details - The 2025 Restricted Stock Incentive Plan aims to enhance shareholder value and promote sustainable development [8][31]. - The plan includes a total of 11 million shares to be granted, representing 4.22% of the company's total share capital [12][13]. - The first grant will consist of 8.8 million shares, approximately 3.38% of the total share capital [13]. Group 3: Eligibility and Distribution - The plan targets 215 individuals, including senior management and key technical personnel, with specific exclusions for independent directors and supervisors [9][10]. - The distribution of the first category of restricted stock will be allocated among various key personnel, ensuring no individual exceeds 1% of the total share capital through all incentive plans [15][14]. - The plan stipulates conditions under which individuals may lose their eligibility, including recent disqualifications by regulatory bodies [11][10]. Group 4: Financial Considerations - The company has committed not to provide financial assistance to participants in the incentive plan, ensuring compliance with regulatory requirements [29][31]. - The plan's structure and conditions are designed to protect the interests of the company and its shareholders, with no apparent conflicts of interest [31][32]. Group 5: Next Steps - The plan requires approval from the shareholders' meeting to become effective, with necessary disclosures to be made in accordance with legal requirements [34][28]. - The company will continue to fulfill its disclosure obligations and ensure transparency throughout the implementation process [29][34].

Core Viewpoint - Shenzhen Zhihui Precision Technology Co., Ltd. has proposed a 2025 Restricted Stock Incentive Plan to enhance its long-term incentive mechanism, attract and retain talent, and align the interests of shareholders, the company, and employees [10][11]. Summary by Sections Incentive Plan Overview - The incentive plan will grant a total of up to 11 million shares, accounting for approximately 4.22% of the company's total share capital of 260.62422 million shares [3][17]. - The plan includes two types of restricted stocks: Type I and Type II, with Type I comprising 2.5275 million shares (0.97% of total capital) and Type II comprising 8.4725 million shares (3.25% of total capital) [4][18]. Stock Grant Details - The grant price for both types of restricted stocks is set at 6.30 yuan per share [4][26]. - The first grant will consist of 8.8 million shares, with 2.5275 million shares for Type I and 8.4725 million shares for Type II [3][4]. Eligible Participants - A total of 215 individuals will be eligible for the incentive plan, including senior management, core technical personnel, and core business personnel, with 5 foreign employees and 1 employee from Hong Kong included [6][14]. - Independent directors and supervisors are excluded from being incentive participants [7][15]. Plan Management and Approval - The plan requires approval from the company's shareholders' meeting before implementation [8]. - The board of directors will manage the execution of the plan, with a Compensation and Assessment Committee overseeing its compliance and effectiveness [12][13]. Conditions and Adjustments - The plan stipulates that any changes in the company's capital structure, such as stock dividends or capital increases, will lead to adjustments in the number and price of restricted stocks granted [19][24]. - The plan includes provisions for the repurchase and cancellation of unvested stocks if participants no longer meet eligibility criteria [16][19]. Vesting and Lock-up Periods - The vesting period for Type I restricted stocks is a maximum of 60 months, with specific unlock schedules based on the grant date [20][21]. - Type II restricted stocks will be granted based on the fulfillment of specific conditions, with vesting occurring in stages [17][22]. Compliance and Legal Framework - The plan adheres to relevant laws and regulations, including the Company Law and Securities Law, ensuring that it does not violate any provisions that would disqualify the company from implementing stock incentives [11][12].

Meeting Information - Shenzhen Zhihua Precision Technology Co., Ltd. will hold its second extraordinary general meeting of shareholders for 2025 on August 4, 2025 [1][2] - The meeting will take place at 15:00 in the company's office building [1] - Shareholders can vote through on-site attendance or online voting via the Shenzhen Stock Exchange [1][2] Voting Procedures - Shareholders must register by 15:00 on July 30, 2025, to be eligible to vote [2] - Voting can be conducted through the Shenzhen Stock Exchange trading system or the internet voting system [5][15] - The company will provide a platform for online voting during specified time slots on the meeting day [1][15] Agenda Items - The meeting will discuss several proposals, including the authorization of the board to handle the company's 2025 equity incentive matters [2][4] - Certain proposals require a two-thirds majority from non-associated shareholders to pass, while others require a simple majority [4] - Proposals related to the election of independent and non-independent directors will utilize a cumulative voting system [4][10] Registration Requirements - Legal representatives of corporate shareholders must provide specific documentation for registration [5] - Individual shareholders must present their shareholder account card and identification for registration [5] - Remote shareholders can register via mail or fax before the deadline [5]

Core Viewpoint - The Shenzhen Zhihui Precision Technology Co., Ltd. has convened its 22nd meeting of the 4th Supervisory Board to discuss the 2025 Restricted Stock Incentive Plan and related matters, indicating a focus on enhancing corporate governance and aligning employee interests with shareholder value [1][2][3]. Group 1: Supervisory Board Meeting - The meeting was held on July 17, 2025, with all three participating supervisors present, confirming the legality and validity of the meeting [1]. - The Supervisory Board reviewed and approved the draft of the 2025 Restricted Stock Incentive Plan, with a voting result of 1 in favor, 0 against, and 2 abstentions due to conflicts of interest [2][4]. - The board also reviewed the implementation assessment management measures for the incentive plan, which were deemed compliant with relevant laws and beneficial for the company's sustainable development [3][4]. Group 2: Incentive Plan and Related Proposals - The Supervisory Board confirmed that the initial list of recipients for the 2025 Restricted Stock Incentive Plan includes management, core technical staff, and other personnel deemed suitable for incentives, ensuring compliance with legal qualifications [4][5]. - The board's approval of the use of idle funds for cash management aims to enhance the efficiency of fund utilization and generate investment returns, with a voting result of 3 in favor [6][7]. - The board also approved the proposal to engage in hedging activities to mitigate risks associated with exchange rate fluctuations, supported by established internal control measures [7].

Core Viewpoint - The company plans to utilize idle funds for cash management, increasing the limit to a maximum of RMB 600 million, aiming to enhance the efficiency of fund usage and generate investment returns for shareholders [1][2]. Investment Overview - The company and its wholly-owned subsidiaries will use idle self-owned funds not exceeding RMB 400 million for cash management, with a total limit of RMB 600 million [1][2]. - The investment strategy focuses on low-risk financial products to ensure safety and liquidity while meeting operational funding needs [1]. Approval Process - The board of directors and the supervisory board approved the cash management proposal in meetings held on April 18, 2025, and July 17, 2025, respectively [2]. - The proposal will be submitted for review at the company's second extraordinary general meeting of shareholders in 2025 [2]. Risk Analysis and Control Measures - The company identifies several risks including market risk, liquidity risk, credit risk, operational risk, and force majeure risk [3][4]. - To mitigate these risks, the company will adhere to prudent investment principles, maintain a dedicated ledger for financial products, and allow board oversight of fund usage [4]. Impact on Operations - The cash management initiative will not affect the company's normal operations or cash flow, aiming to improve the efficiency of self-owned funds and generate investment returns for shareholders [4][5]. - The company will comply with accounting standards for financial reporting, with results subject to annual audits [4]. Supervisory Board Opinion - The supervisory board supports the cash management proposal, stating it will enhance fund usage efficiency and will not harm the interests of the company or its shareholders [5].

Group 1 - The company aims to conduct derivative hedging business to lock in costs, reduce or avoid exchange rate risks, and enhance financial stability [1][2] - The board of directors approved the hedging proposal on July 17, 2025, allowing the company and its subsidiaries to engage in this business for a period of 12 months [1][3] - The hedging strategy will utilize forward foreign exchange contracts, foreign exchange swaps, foreign exchange options, and interest rate swaps to mitigate risks associated with foreign currency transactions [2][3] Group 2 - The maximum limit for the hedging transactions is set at RMB 5 million, with a maximum contract value of RMB 200 million on any trading day [2][3] - The company will engage with reputable financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China for these transactions [2][3] - The necessity of this hedging business is underscored by the company's significant import and export activities, which are closely tied to foreign exchange fluctuations [3][4] Group 3 - The company has established risk control measures, including careful selection of trading partners and strict management of transaction scales [4] - The company will adhere to relevant accounting standards for financial instruments and hedge accounting to ensure proper financial reporting [4][5] - The overall conclusion is that the derivative hedging business is both necessary and feasible for the company to mitigate foreign exchange risks and enhance operational efficiency [5]