Core Points - The employee stock ownership plan aims to enhance employee motivation, attract and retain talent, and align the interests of employees, shareholders, and the company for sustainable development [1][6] - The plan is based on voluntary participation, with strict adherence to legal regulations and transparency in information disclosure [2][3] - The total funding for the plan is capped at 10 million yuan, with individual shares priced at 1 yuan, allowing for a maximum of 10 million shares to be issued [4][5] - Key participants include 9 executives holding 2.96 million shares (29.6%) and up to 66 other employees holding 7.04 million shares (70.4%) [5] - The plan will utilize shares repurchased by the company, with a maximum of 551,300 shares, representing 0.23% of the total share capital [7][8] - The stock purchase price is set at 18.14 yuan per share, ensuring it is above the par value and in line with market conditions [8][9] Group 1: Objectives and Principles - The plan aims to establish a long-term incentive mechanism to boost employee engagement and company performance [1] - It seeks to improve corporate governance and align the interests of all stakeholders [1] - Participation is voluntary, and employees bear their own investment risks [2] Group 2: Participation and Funding - Eligible participants include company directors, supervisors, senior management, and other key employees [2][4] - The total funding for the plan is sourced entirely from employees' own funds, amounting to 10 million yuan [6][7] - The plan allows for adjustments in participant numbers and share allocations based on actual contributions [4][5] Group 3: Management and Governance - The plan will be managed by a committee elected by the participants, ensuring representation and oversight [19][20] - The management committee is responsible for daily operations and safeguarding the interests of participants [20][21] - Regular meetings will be held to discuss and vote on key decisions related to the plan [15][16] Group 4: Performance Metrics and Unlocking Conditions - Performance metrics for unlocking shares are based on company revenue growth, particularly in AI products and services, with specific targets set for 2025, 2026, and 2027 [11][12] - Individual performance assessments will also influence the unlocking of shares, ensuring alignment with company goals [13] Group 5: Termination and Changes - The plan can be modified or terminated with the approval of a two-thirds majority of participants [30][31] - In cases of significant corporate events or regulatory changes, the plan's terms may be adjusted accordingly [30]
能科科技: 2025年员工持股计划管理办法(修订稿)