石化机械: 中信证券股份有限公司关于中石化石油机械股份有限公司2022年限制性股票激励计划第一个解除限售期解除限售条件成就并回购注销部分限制性股票相关事项之独立财务顾问报告
Zheng Quan Zhi Xing·2025-05-13 13:25

Core Viewpoint - The report discusses the implementation of the stock incentive plan by Sinopec Petroleum Machinery Co., Ltd., detailing the conditions for lifting restrictions on the first batch of restricted stocks and the subsequent buyback and cancellation of certain stocks due to non-compliance with performance criteria [1][10][21]. Summary by Sections Incentive Plan Overview - The incentive plan involves granting restricted stocks to eligible employees, which can only be sold upon meeting specific work tenure or performance targets [1][2]. - The first lifting of restrictions for the granted stocks is set to occur after 24 months from the grant date, with a maximum of 33% of the total granted stocks eligible for release [11][16]. Approval Process - The plan has undergone necessary approval procedures, including independent opinions from directors and legal reports from intermediary institutions [4][5][6]. - The State-owned Assets Supervision and Administration Commission has given preliminary approval for the implementation of the stock incentive plan [5]. Performance Conditions - The performance conditions for lifting restrictions include achieving specific financial metrics, such as an EVA (Economic Value Added) target, which must be met for the stocks to be released [12][16]. - The company has set a compound growth rate target of 34.78% for performance evaluation [12]. Stock Release and Buyback - A total of 4,794,207 shares are eligible for release from restrictions, representing 0.5015% of the company's total share capital [16]. - The company plans to buy back 8,613 shares from three individuals who did not meet the performance criteria, at a price of 4.08 yuan per share [18][19]. Changes in Incentive Recipients - The number of incentive recipients has been adjusted from 183 to 180 due to the retirement and voluntary withdrawal of certain individuals, resulting in a reduction of the total granted shares from 1,499.2 million to 1,466.4 million [20][21]. Independent Financial Advisor's Opinion - The independent financial advisor confirms that the conditions for lifting restrictions have been met and that the buyback of stocks aligns with relevant laws and regulations [21].