天舟文化: 关于2024年股票期权与限制性股票激励计划之限制性股票第一个归属期归属条件成就的公告

Core Viewpoint - The announcement details the completion of the first vesting period for the restricted stock under the 2024 stock option and restricted stock incentive plan of Tianzhou Culture Co., Ltd, confirming that the conditions for vesting have been met for 53 eligible participants [1][18]. Group 1: Overview of the Incentive Plan - The incentive plan was approved at the 2024 first extraordinary general meeting held on September 9, 2024, which included stock options and restricted stock [2][9]. - The total number of stock options to be granted is 15.84 million, accounting for approximately 3.89% of the company's total share capital as of the plan's announcement date [2][3]. - The second category of restricted stock to be granted amounts to 16.64 million shares, representing about 1.99% of the company's total share capital [2][3]. Group 2: Vesting Conditions and Performance Targets - The first vesting period for the restricted stock requires the company to meet specific performance targets, including a revenue growth rate of at least 5% in 2024 compared to 2023, or achieving a net profit [7][15]. - For the second vesting period, the targets include a revenue growth rate of at least 10% in 2025 compared to 2023, or a net profit of no less than 10 million yuan [7][15]. Group 3: Approval and Compliance - The board of directors and the supervisory board have approved the vesting conditions, confirming that the necessary approvals and authorizations have been obtained [18][21]. - The legal opinion from Hunan Qiyuan Law Firm states that the vesting matters comply with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [21][22]. - The independent financial advisor, Shanghai Miaodao Enterprise Management Consulting Co., Ltd, has also confirmed that the eligible participants meet the required conditions for vesting [21][22]. Group 4: Impact on Financials - The vesting of 8.22 million shares will not significantly impact the company's financial status or operational results, as the shares are sourced from the company's repurchased stock [17][21]. - The company will adjust the number of shares based on the latest information regarding eligible participants and performance metrics, in accordance with accounting standards [17][21].