Group 1 - The board of directors of Dongguan Yutong Optical Technology Co., Ltd. held its sixth meeting of the fourth session, with all nine directors present, confirming the legality and validity of the meeting [1] - The board approved the 2025 semi-annual report and its summary, affirming that the report accurately reflects the company's situation without any false records or omissions [2][3] - The board also approved the profit distribution plan for the first half of 2025, which will be submitted to the second extraordinary general meeting of shareholders for review [2][3] Group 2 - The board approved a special report on the use of raised funds for the first half of 2025, with all votes in favor [2][3] - A proposal to establish a wholly-owned subsidiary in Japan was also approved unanimously [2][3] - The board approved amendments to the company's articles of association, which will be submitted to the second extraordinary general meeting of shareholders for review [3] Group 3 - The board passed a series of governance system amendments, all receiving unanimous support [3][4] - The board approved the draft and summary of the 2025 restricted stock incentive plan, which will be disclosed on the company's information platform [4][5] - The board also approved the management measures for the implementation of the 2025 restricted stock incentive plan, which will require shareholder approval [5][6] Group 4 - The board proposed to authorize the board to handle matters related to the 2025 restricted stock incentive plan, including determining eligibility and adjusting stock quantities as necessary [6][7] - The board approved the draft and summary of the 2025 employee stock ownership plan, which will also be submitted for shareholder approval [7][8] - A proposal for the board to manage the employee stock ownership plan was approved, with all votes in favor [8][9] Group 5 - The board approved a proposal for external investment and related party transactions, with independent directors providing clear consent [9] - The board decided to hold the second extraordinary general meeting of shareholders on September 15, 2025, combining on-site and online voting [9][10]

Meeting Overview - The fourth meeting of the fourth Supervisory Board of Dongguan Yutong Optical Technology Co., Ltd. was held via WeChat and email, presided over by Chairman Li Zan, and was legally valid as per relevant regulations [1]. Financial Reports - The Supervisory Board approved the company's 2025 semi-annual report and its summary, confirming that the content accurately reflects the company's actual situation and complies with legal requirements. The voting result was 3 votes in favor, 0 against, and 0 abstentions [1]. Profit Distribution - The Supervisory Board approved the 2025 semi-annual profit distribution plan, stating it aligns with the company's actual situation and supports sustainable development. This plan will be submitted for review at the second extraordinary general meeting of shareholders in 2025. The voting result was 3 votes in favor, 0 against, and 0 abstentions [2]. Fund Utilization - The Supervisory Board approved the special report on the use of raised funds for the first half of 2025, confirming compliance with relevant regulations. The voting result was 3 votes in favor, 0 against, and 0 abstentions [2]. Investment Plans - The Supervisory Board approved the proposal to establish a wholly-owned subsidiary in Japan, with details available in the company's announcement [2]. Stock Incentive Plan - The Supervisory Board approved the draft of the 2025 restricted stock incentive plan, affirming that it complies with relevant laws and regulations and is beneficial for the company's sustainable development. The voting result was 3 votes in favor, 0 against, and 0 abstentions [3]. Incentive Management - The Supervisory Board approved the management measures for the implementation of the 2025 restricted stock incentive plan, ensuring the plan's smooth execution and alignment with the company's strategic goals. The voting result was 3 votes in favor, 0 against, and 0 abstentions [5]. Employee Stock Ownership Plan - The Supervisory Board approved the draft of the 2025 employee stock ownership plan, emphasizing that participation is voluntary and will not harm the interests of the company or its shareholders. This plan will also be submitted for review at the second extraordinary general meeting of shareholders in 2025 [6]. Employee Stock Ownership Management - The Supervisory Board approved the management measures for the employee stock ownership plan, ensuring fairness and transparency in its implementation, which is expected to enhance the company's governance and competitiveness. The voting result was 3 votes in favor, 0 against, and 0 abstentions [7]. Related Transactions - The Supervisory Board approved the proposal for external investment and related party transactions, with details available in the company's announcement [8].

东兴证券股份有限公司关于东莞市宇瞳光学科技股份有限 公司对外投资暨与关联方共同投资的关联交易之核查意见 东兴证券股份有限公司（以下简称"东兴证券"、"保荐人"）作为东莞市宇 瞳光学科技股份有限公司（以下简称"宇瞳光学"、"公司"）向不特定对象发行 可转换公司债券的保荐人，根据《证券发行上市保荐业务管理办法》《深圳证券 交易所创业板股票上市规则》《深圳证券交易所上市公司自律监管指引第 2 号— —创业板上市公司规范运作》 《可转换公司债券管理办法》 《深圳证券交易所上市 公司自律监管指引第 15 号——可转换公司债券》等法律法规的规定，对宇瞳光 学与关联方共同投资暨关联交易所涉及的事项进行了审慎核查，相关具体情况如 下： 一、对外投资暨关联交易概述 (三）本次增资前标的公司股权结构： 东莞市宇瞳光学科技股份有限公司（以下简称"公司"、 "宇瞳光学"）于 2025 年 8 月 28 日召开第四届董事会第六次会议和第四届监事会第五次会议，审议通 过了《关于对外投资暨与关联方共同投资的关联交易的议案》，同意公司与 7 名 关联方及其他 10 名非关联方共同与成都赛林斯科技实业有限公司（以下简称"成 都赛林斯"或"标的 ...

Group 1 - The company, Dongguan Yutong Optical Technology Co., Ltd., is implementing an employee stock ownership plan (ESOP) for 2025, which aims to enhance employee engagement and align their interests with the company's performance [2][9][18] - The ESOP has undergone necessary legal procedures and is compliant with relevant laws and regulations, including the Company Law and Securities Law [9][13][18] - The plan allows employees to voluntarily participate, ensuring that there is no forced allocation of shares, which aligns with the principles of voluntary participation and risk-bearing [10][12][18] Group 2 - The ESOP will involve a lock-up period for the shares acquired, with different durations of 12, 24, and 36 months, starting from the date of stock transfer to the plan [11][12] - The total shares held under the ESOP will not exceed 10% of the company's total equity, and individual holdings will be capped at 1% of the total equity [11][12] - The management of the ESOP will be overseen by a committee elected by participating employees, ensuring that the management is representative and accountable [12][18] Group 3 - The company has committed to timely information disclosure regarding the ESOP, including board resolutions and relevant documents, in accordance with regulatory requirements [16][18] - The ESOP will allow participation in future financing activities, such as share placements or convertible bonds, subject to approval from the management committee and the holders' meeting [17][18] - There is no agreement or arrangement that constitutes a concerted action between the ESOP and the company's major shareholders or executives, ensuring independence in decision-making [17][18]

Group 1 - The report is a tracking report for Dongguan Yutong Optical Technology Co., Ltd. by Dongxing Securities Co., Ltd. [1] - The report indicates that the company has established and effectively executed relevant regulations and systems, including those for fundraising management and internal controls [1] - There were no instances of late review of company information disclosure documents [1] Group 2 - The report states that there are no significant issues found by the sponsor regarding the company [1] - There are no unfulfilled commitments by the company or its shareholders [1] - The report mentions a change in the designated sponsor representatives from Ding Hui and Wang Hua to Ding Hui and Lin Suqin [2]

Core Viewpoint - The company has established a management approach for the implementation of the 2025 Restricted Stock Incentive Plan to enhance governance, attract talent, and align the interests of shareholders, the company, and employees [1][2]. Group 1: Assessment Objectives and Principles - The purpose of the assessment is to create a long-term incentive mechanism to attract and retain talent while aligning the interests of shareholders, the company, and employees for long-term development [2]. - The assessment must adhere to principles of fairness, transparency, and objectivity, combining quantitative and qualitative evaluations to enhance management performance and maximize shareholder value [2][3]. Group 2: Assessment Targets and Institutions - The assessment applies to designated incentive objects, including directors, senior management, core technical and business personnel, excluding independent directors and major shareholders [2][3]. - The Compensation and Assessment Committee of the Board is responsible for organizing and implementing the incentive plan, while the Human Resources Department oversees the specific assessment work [3][4]. Group 3: Assessment Indicators and Standards - The performance assessment for the incentive plan spans from 2025 to 2027, with specific performance targets set for each year, including revenue and net profit thresholds [3][4]. - The assessment results will determine the vesting of restricted stocks, with a 100% vesting ratio if performance targets are met, and a 0% ratio if not [4][5]. Group 4: Assessment Period and Procedures - The assessment period is defined as the fiscal year prior to the application for vesting of restricted stocks, with annual assessments conducted [5][6]. - The Human Resources Department is responsible for maintaining assessment results and submitting performance reports to the Compensation and Assessment Committee for review [5][6]. Group 5: Assessment Results Management - Assessment results must be communicated to the assessed individuals within five working days, with a process for appeals if there are disputes regarding the results [5][6]. - The results must be archived, requiring signatures from the involved parties [6][7]. Group 6: Additional Provisions - The Board of Directors is responsible for formulating, interpreting, and revising the management approach, which will take precedence over any conflicting future regulations [7].

Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has proposed a 2025 Restricted Stock Incentive Plan aimed at attracting and retaining talent, aligning the interests of shareholders, the company, and employees for long-term development [1][2]. Summary by Sections Incentive Plan Overview - The plan is based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The incentive tool used is restricted stock, specifically the second type of restricted stock, issued to selected incentive objects [1][2]. Granting Conditions and Participants - A total of 3,869,000 shares are proposed for grant, representing approximately 1.0342% of the company's total share capital of 374,118,981 shares [2][3]. - The plan targets up to 364 participants, including directors, senior management, and core technical and business personnel, excluding independent directors and major shareholders [2][11]. Stock Price and Vesting Period - The grant price for the restricted stock is set at 13.66 yuan per share [3][18]. - The plan's validity lasts from the grant date until all shares are vested or become void, with a maximum duration of 60 months [3][15]. Performance and Vesting Conditions - Vesting is contingent upon meeting specific performance targets over three years, with annual assessments based on revenue and net profit growth rates [19][21]. - The performance targets for the first year require a minimum revenue growth of 20%, increasing to 30% and 40% in subsequent years [20][21]. Management and Approval Process - The plan requires approval from the company's shareholders and must be managed by the board of directors, with a dedicated compensation and assessment committee overseeing its implementation [9][30]. - The plan must be publicly disclosed and the list of incentive objects must be announced prior to the shareholder meeting [12][30]. Adjustments and Accounting Treatment - Adjustments to the number of shares and grant price may occur due to corporate actions such as stock splits or dividends [24][25]. - The accounting treatment for the incentive plan will follow relevant accounting standards, with costs recognized over the vesting period [26][28].

Summary of Key Points Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has implemented a restricted stock incentive plan aimed at motivating core technical and business personnel, with a total of 3,869,000 shares allocated, representing 1.034% of the company's total equity [1]. Group 1: Incentive Plan Details - The plan includes a total of 3,869,000 shares granted to 358 individuals, with the largest allocation of 752,000 shares going to Xu Yujie, a core technical and business personnel, accounting for 19.44% of the total incentive shares [1]. - The total number of shares involved in the incentive plan does not exceed 20% of the company's total equity at the time of the plan's submission for shareholder approval [1]. - None of the recipients of the incentive plan, including Xu Yujie, hold more than 1% of the company's total equity through this plan [1]. Group 2: Exclusions from the Plan - The incentive plan does not include independent directors, shareholders holding 5% or more of the company's shares, the actual controller of the company, and their immediate family members [1]. - The list of core technical and business personnel eligible for the incentive plan is provided, but specific names and positions are not detailed in the document [1].

Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. is implementing a restricted stock incentive plan for 2025 to attract and retain talent, aligning the interests of shareholders, the company, and employees for long-term development [7][28]. Group 1: Company Overview - Dongguan Yutong Optical Technology Co., Ltd. was established as a joint-stock company in December 2015 and is listed on the Shenzhen Stock Exchange with the stock code "300790" [6]. - The company specializes in the research, production, processing, and sales of optical lenses, instruments, and components [6]. Group 2: Incentive Plan Details - The incentive plan aims to establish a long-term incentive mechanism, motivating employees and ensuring their contributions align with company goals [7][28]. - The plan includes a total of 15 chapters covering objectives, management, stock sources, grant conditions, and dispute resolution mechanisms [7][28]. Group 3: Eligibility and Scope - The incentive plan targets up to 364 individuals, including directors, senior management, core technical and business personnel, excluding independent directors and major shareholders [9][10]. - The plan specifies that the incentive objects must not have been deemed inappropriate by regulatory bodies in the past 12 months [10][19]. Group 4: Stock Details - The plan involves granting a total of 3,869,000 restricted stocks, representing 1.034% of the company's total share capital, with no individual receiving more than 1% [11][13]. - The grant price for the restricted stocks is set at 13.66 yuan per share, which is compliant with regulatory pricing requirements [17][18]. Group 5: Performance Conditions - The performance assessment for stock vesting is based on revenue growth targets, with specific annual growth rates set for 2025, 2026, and 2027 [20][21]. - The company must meet certain financial conditions to grant stocks, including no negative audit opinions in the previous fiscal year [18][19]. Group 6: Legal Compliance and Procedures - The company has followed necessary legal procedures for the implementation of the incentive plan, including board approvals and compliance with relevant regulations [24][25]. - The plan requires further shareholder approval to be fully implemented, ensuring transparency and adherence to governance standards [28].

东莞市宇瞳光学科技股份有限公司 关于召开 2025 年第二次临时股东大会的通知 证券代码：300790 证券简称：宇瞳光学 公告编号：2025-057 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记载、 误导性陈述或重大遗漏。 根据《中华人民共和国公司法》和《东莞市宇瞳光学科技股份有限公司章程》（以 下简称"《公司章程》"）有关规定，经东莞市宇瞳光学科技股份有限公司（以下简称 "公司"）第四届董事会第六次会议审议通过，决定于 2025 年 9 月 15 日（星期一）召 开 2025 年第二次临时股东大会，现将会议相关事项通知如下： 一、召开会议的基本情况 部门规章、规范性文件和公司章程的规定。 （1）现场会议召开时间：2025 年 9 月 15 日（星期一）14:30 （2）网络投票时间：通过深圳证券交易所交易系统进行网络投票的时间为 2025 年 系统投票的具体时间为 2025 年 9 月 15 日 9:15-15:00 期间的任意时间。 本次股东大会将通过深圳证券交易所交易系统和互联网投票系统向全体股东提供 网络形式的投票平台，公司股东可以在上述网络投票时间内通过上述系统行使表决权。 ...