Group 1 - The core viewpoint of the news is the performance and characteristics of the convertible bond issued by Yanpai Co., which is currently trading at 149.535 yuan with a conversion premium of 2.11% [1] - Yanpai Co. has a credit rating of "A+" and the bond has a maturity of 6 years with varying interest rates from 0.20% in the first year to 2.50% in the sixth year [1] - The convertible bond can be converted into common stock at a price of 7.27 yuan starting from January 16, 2025, allowing bondholders to either convert or hold until maturity [1] Group 2 - Yanpai Co., established in 2014, is a leading multinational enterprise in the filter material industry, focusing on research, development, and production of filter products [2] - The company serves global markets with applications in solid-liquid and solid-gas separation, and has established itself as a leader in the industrial fabric sector in China [2] - For the first half of 2025, Yanpai Co. reported a revenue of 429.5 million yuan, a year-on-year increase of 19.77%, while net profit decreased by 25.95% to 21.52 million yuan [2] - As of August 2025, the company has a concentrated shareholder structure with 9,501 shareholders and an average holding of 22,720 shares per person [2]

Core Viewpoint - The company has adjusted the grant price of the 2022 restricted stock incentive plan due to the implementation of the 2024 annual equity distribution, which aligns with relevant regulations and does not materially affect the company's financial status or operating results [5][6][8]. Group 1: Decision Process and Disclosure - The company held the 20th meeting of the fourth board and the 17th meeting of the fourth supervisory board on August 25, 2025, to approve the adjustment of the grant price for the 2022 restricted stock incentive plan [1][5]. - Independent directors provided their consent regarding the related proposals, and the independent financial advisor issued corresponding reports [1][4]. Group 2: Adjustment Details - The initial grant price of the restricted stock was adjusted from 6.40 yuan per share to 5.08 yuan per share, and the number of shares granted was increased from 1.943 million shares to 2.332 million shares [4][6]. - The adjustment formula for the grant price is defined as P = P0 - V, where P0 is the original grant price, V is the dividend per share, and P is the adjusted grant price [5][6]. Group 3: Impact and Opinions - The adjustment of the grant price is a result of the 2024 annual equity distribution and complies with the relevant laws and regulations, ensuring it does not harm the interests of minority shareholders [6][8]. - The supervisory board confirmed that the adjustment aligns with the interests of the company and all shareholders, and does not violate any legal provisions [6][8].

1、2022 年 10 月 25 日，公司召开第三届董事会第十六次会议，会议审议通 过《关于<公司 2022 年限制性股票激励计划（草案）>及其摘要的议案》《关于 制定<公司 2022 年限制性股票激励计划实施考核管理办法>的议案》《关于提请 股东大会授权董事会办理 2022 年限制性股票激励计划有关事项的议案》《关于 召开公司 2022 年第四次临时股东大会的议案》。公司独立董事就 2022 年限制性 股票激励计划（以下简称"本激励计划"）相关议案发表了同意的独立意见，律 师、独立财务顾问出具相应报告。 同日，公司召开第三届监事会第十五次会议，审议通过《关于<公司 2022 年限制性股票激励计划（草案）>及其摘要的议案》《关于制定<公司 2022 年限 制性股票激励计划实施考核管理办法>的议案》《关于核实<公司 2022 年限制性 股票激励计划首次授予激励对象名单>的议案》。公司监事会对本激励计划的相 关事项进行核实并出具了核查意见。 2、2022 年 10 月 26 日，公司于中国证监会指定创业板信息披露网站巨潮资 讯网（http://www.cninfo.com.cn）披露了《浙江严牌过滤技术股份有限公 ...

Core Viewpoint - Yanpai Co., Ltd. (301081.SZ) reported a revenue of 429 million yuan for the first half of the year, reflecting a year-on-year growth of 19.77%, while the net profit attributable to shareholders decreased by 25.95% to 21.52 million yuan [1] Financial Performance - The company's operating revenue reached 429 million yuan, marking a year-on-year increase of 19.77% [1] - The net profit attributable to shareholders was 21.52 million yuan, which represents a decline of 25.95% compared to the previous year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 17.92 million yuan, showing a decrease of 35.07% year-on-year [1]

Meeting Overview - The 17th meeting of the fourth Supervisory Board of Zhejiang Yanpai Filter Technology Co., Ltd. was held on August 25, 2025, with all three supervisors present [1] - The meeting was chaired by Ms. Sun Xiaoyang and complied with relevant laws and regulations [1] Resolutions Passed - The Supervisory Board approved the company's 2025 semi-annual report and its summary, confirming that the report accurately reflects the company's situation without any false statements or omissions [2] - The board also approved the special report on the use of raised funds for the first half of 2025, affirming compliance with regulations and no misuse of funds [2] - An adjustment to the grant price of the 2022 restricted stock incentive plan was approved, aligning with legal requirements and not harming minority shareholders' interests [3] - The board agreed to void 903,468 shares of restricted stock that had been granted but not vested, in accordance with relevant regulations [4]

Core Viewpoint - The legal opinion letter from Merits & Tree Law Offices confirms the legality and validity of the adjustments and cancellations related to the restricted stock incentive plan of Zhejiang Yanpai Filtration Technology Co., Ltd, ensuring compliance with relevant laws and regulations [1][10][11]. Group 1: Approval and Authorization - The stock incentive plan has undergone necessary decision-making procedures, ensuring that it benefits the company's sustainable development and does not harm the interests of shareholders, especially minority shareholders [4][6]. - The independent directors have expressed agreement with the adjustments and cancellations related to the incentive plan [6][8]. Group 2: Adjustment Details - The adjustment of the grant price for the restricted stock is due to the company's capital distribution, which involved a cash dividend of 3.00 yuan per 10 shares, with no stock dividends or capital increases [9]. - The adjusted grant price for the restricted stock has been changed from 4.78 yuan per share to 4.48 yuan per share following the dividend distribution [9][10]. Group 3: Cancellation of Restricted Stocks - A total of 90,346.8 thousand shares of restricted stock that were granted but not vested have been canceled due to various reasons, including voluntary forfeiture by one participant and disqualification of others due to resignation [10][11]. - The cancellation aligns with the provisions of the incentive plan, ensuring compliance with legal requirements [11]. Group 4: Information Disclosure - The company is required to disclose relevant announcements regarding the adjustments and cancellations after the board and supervisory committee meetings [11]. - The company has fulfilled its current information disclosure obligations and must continue to comply with relevant laws and regulations as the incentive plan progresses [11].

Core Viewpoint - The report discusses the adjustments and cancellations related to the 2022 Restricted Stock Incentive Plan of Zhejiang Yanpai Filtration Technology Co., Ltd, indicating that necessary approvals and authorizations have been obtained, and the actions comply with relevant laws and regulations [9][12]. Group 1: Independent Financial Advisor's Opinion - The approval process for the incentive plan involved multiple resolutions and independent opinions from the board and financial advisors [4][5]. - The company’s supervisory board verified the relevant matters of the incentive plan and issued a verification opinion [6]. - The independent financial advisor conducted thorough investigations and reviewed relevant documents, ensuring the report's authenticity and completeness [3]. Group 2: Adjustments to the Incentive Plan - The company adjusted the grant price of the restricted stock from 6.40 RMB/share to 5.08 RMB/share due to changes in the incentive plan [7]. - The adjusted grant price (including reserved portions) was further modified to 4.48 RMB/share following the annual equity distribution [10]. Group 3: Cancellations of Restricted Stocks - A total of 90,346.8 thousand shares of restricted stock that were granted but not vested were canceled, including shares from individuals who left the company [11]. - The cancellation of these shares was within the authority granted to the board by the shareholders' meeting, thus not requiring further shareholder approval [11]. Group 4: Conclusion - The independent financial advisor concluded that the adjustments and cancellations related to the incentive plan have received necessary approvals and do not harm the interests of the company or its shareholders [12].

Core Points - The company announced the cancellation of 903,468 shares of unvested restricted stock from the 2022 incentive plan due to the departure of three employees and voluntary forfeiture by one employee [5][6][7] - The adjustments to the incentive plan included an increase in the total number of shares granted from 1,943,000 to 2,331,600 and a reduction in the grant price from 6.40 CNY to 5.08 CNY per share [4][5] - The board and supervisory committee approved the cancellation and adjustments, confirming compliance with relevant laws and regulations [6][7] Decision Process - The decision to cancel the unvested shares was made during the 20th meeting of the fourth board and the 17th meeting of the fourth supervisory committee held on August 25, 2025 [1][5] - The independent directors and supervisory committee provided their opinions and reports on the incentive plan and its adjustments [2][3] Impact on the Company - The cancellation of the unvested shares is not expected to have a material impact on the company's financial status or operational results [6] - The stability of the management team and the continuation of the equity incentive plan will not be affected by this cancellation [6]

浙江严牌过滤技术股份有限公司 2025 年半年度财务报告 2025 年 8 月 浙江严牌过滤技术股份有限公司 浙江严牌过滤技术股份有限公司 财务报告 一、审计报告 半年度报告是否经过审计 □是 否 公司半年度财务报告未经审计。 二、财务报表 财务附注中报表的单位为：元 1、合并资产负债表 编制单位：浙江严牌过滤技术股份有限公司 2025 年 06 月 30 日 单位：元 | 项目 | 期末余额 | 期初余额 | | --- | --- | --- | | 流动资产： | | | | 货币资金 | 303,952,107.82 | 335,665,340.33 | | 结算备付金 | | | | 拆出资金 | | | | 交易性金融资产 | 40,810,750.00 | 100,810,750.00 | | 衍生金融资产 | | | | 应收票据 | 2,476,176.39 | 819,602.61 | | 应收账款 | 328,982,592.41 | 312,407,764.80 | | 应收款项融资 | 32,206,287.06 | 25,396,585.52 | | 预付款项 | 7,272,58 ...

2025年半年度非经营性资金占用及其他关联资金往来情况汇总表 第 1页 共 1页 法定代表人： 主管会计工作负责人： 会计机构负责人： 非经营性资金占用 资金占用 方名称 占用方与上市公 司的关联关系 上市公司核算 的会计科目 2025 年期初占 用资金余额 2025 年半年度占用累计 发生金额(不含利息) 2025 年半年度占用 资金的利息(如有) 2025 年半年度偿 还累计发生金额 2025 年 6 月末 占用资金余额 占用形成 原因 占用性质 控股股东、实际控制人及 其附属企业 - - - - - - - - - 非经营性 - - - - - - - - - 非经营性 小 计 - - - - - - - - - - 前控股股东、实际控制人 及其附属企业 - - - - - - - - - 非经营性 - - - - - - - - - 非经营性 小 计 - - - - - - - - - - 其他关联方及其附属企业 - - - - - - - - - 非经营性 小 计 - - - - - - - - - - 总 计 - - - - - - - - - - 其它关联资金往来 资金往来 方名称 往来方与上市 ...