Share Incentive Plan Adoption - The board announced the adoption of the 2022 Share Incentive Plan on October 25, 2022[2]. - The plan was adopted on October 25, 2022, and is governed by the company's organizational bylaws[17]. Securities and Issuance - The total number of securities available for issuance under the plan is 98,776,000 shares, representing approximately 1.06% of the issued shares[2]. - The total number of shares that can be granted under the plan shall not exceed 3% of the company's issued share capital, approximately 250 million shares[7]. - The total number of securities available for issuance under the 2021 share option plan is 98,776,000 shares, accounting for approximately 1.06% of the issued shares[16]. Plan Duration and Termination - The plan will be effective for a period of ten years from the adoption date, unless terminated earlier by the board[4]. - The plan may be terminated by the board of directors, and unvested rewards will immediately become void under certain circumstances, such as regulatory penalties[15]. Granting and Vesting Conditions - Individual grants to participants in any 12-month period shall not exceed 1% of the company's issued share capital[7]. - The rewards under the plan will vest in three equal tranches of 33.33% each, with the first tranche vesting on the first vesting date[12]. - Unvested rewards will automatically expire and be forfeited if certain conditions are not met, including the performance targets set forth in the reward agreement[12]. - The management has the discretion to determine the vesting conditions and may adjust the vesting schedule based on applicable laws[12]. - The plan is subject to adjustments based on the company's performance targets and the performance targets of the participants[12]. Participants and Eligibility - Eligible participants include directors, senior and middle management, and other qualified personnel[6]. - Any rewards granted to directors or major shareholders must be approved by independent non-executive directors[11]. Share Issuance and Rights - The company will not issue new shares for the rewards under the plan, but will purchase existing shares on the stock exchange[9]. - Shareholders' rights, including voting rights and dividend rights, are not conferred upon participants until the rewards are vested and shares are actually transferred[14]. - The management can instruct the trustee to transfer vested shares to the participants or their legal representatives upon the participant's death[13]. Board Approval and Management Discretion - The board will regularly approve grant plans, including the range of shares to be granted and the criteria for selecting participants[10]. - The plan does not involve the issuance of new shares or the granting of options for new securities, thus it does not constitute a share option plan regulated under Chapter 17 of the Listing Rules[16].
四环医药(00460) - 2022 Q3 - 季度财报