Core Viewpoint - The legal opinion letter confirms that the first vesting period of the 2023 restricted stock incentive plan of Cambricon Technologies Co., Ltd. has met the necessary conditions for vesting and that certain restricted stocks will be canceled due to non-compliance with vesting criteria [3][15][22]. Group 1: Approval and Authorization - The company held its second board meeting on November 17, 2023, where it approved the draft of the 2023 restricted stock incentive plan and related proposals [8]. - The supervisory board also convened on November 17, 2023, to verify the incentive plan and provide relevant opinions [10]. - The company disclosed the independent director's solicitation of proxy voting rights on November 25, 2023, and publicized the list of proposed incentive objects internally from November 18 to November 27, 2023 [10][12]. Group 2: Vesting Conditions and Achievements - The first vesting period is defined as from April 21, 2025, to April 20, 2026, following the grant date of December 21, 2023 [16]. - The vesting conditions include no adverse audit opinions for the company and the incentive objects meeting their respective tenure requirements [17][18]. - The company achieved a revenue of 1.174 billion yuan in 2024, surpassing the target of 1.1 billion yuan, thus qualifying for a 100% vesting ratio for the company-level performance [18]. Group 3: Cancellation of Restricted Stocks - A total of 293,807 shares of restricted stock will be canceled due to 54 incentive objects leaving the company and one becoming a supervisor, resulting in a reduction of the number of incentive objects from 706 to 651 [21]. - The total number of shares canceled due to individual performance not meeting the standards is 52,755 shares [22]. - The company has 456,917 shares of reserved restricted stock that will also be canceled as they were not assigned to any incentive objects within the stipulated time frame [22]. Group 4: Conclusion - The legal opinion concludes that the necessary approvals and authorizations for the vesting conditions and the cancellation of certain restricted stocks have been obtained, and the arrangements comply with relevant regulations [22][23].
寒武纪: 北京市中伦律师事务所关于中科寒武纪科技股份有限公司2023年限制性股票激励计划首次授予部分第一个归属期归属条件成就暨部分限制性股票作废事项的法律意见书