宝丽迪: 江苏新苏律师事务所关于苏州宝丽迪材料科技股份有限公司2023年限制性股票激励计划调整、作废部分已授予尚未归属的限制性股票及归属条件成就事项的法律意见书

Core Viewpoint - The legal opinion letter from Jiangsu Xinsu Law Firm confirms that Suzhou Baolidi Material Technology Co., Ltd. has fulfilled the necessary approvals and authorizations for the adjustment of the stock incentive plan, the cancellation of unvested restricted stocks, and the achievement of vesting conditions for the incentive plan [1][19]. Group 1: Approval and Authorization - The company has completed the necessary approval and authorization procedures for the adjustment, cancellation, and vesting of the stock incentive plan [4][19]. - Independent directors have expressed agreement with the stock incentive plan and its related matters [4][7]. - The company’s supervisory board has verified and approved the relevant proposals regarding the stock incentive plan [5][19]. Group 2: Adjustment Details - The grant price for the stock incentive plan has been adjusted from 8.44 yuan per share to 8.14 yuan per share due to dividend distribution [10][19]. - The adjustment method for the grant price is based on the formula P = (P0 - V), where P0 is the original grant price and V is the dividend per share [10]. Group 3: Cancellation of Restricted Stocks - A total of 476,160 shares of restricted stocks have been canceled due to reasons such as employee resignation and performance evaluation results [11][19]. - The number of incentive objects has been adjusted from 152 to 146, and the total number of unvested restricted stocks has decreased from 4,319,600 shares to 3,869,240 shares [11][19]. Group 4: Vesting Conditions - The vesting period for the first grant and the first batch of reserved grants is set to begin 24 months after the grant date [12]. - The company has established performance assessment targets for the incentive plan, which must be met for the vesting of restricted stocks [15][19]. - The performance targets for the years 2023 to 2025 include specific net profit growth rates that must be achieved for vesting to occur [16][19]. Group 5: Information Disclosure - The company is committed to timely announcements regarding the decisions made by the board of directors related to the adjustments, cancellations, and vesting of the stock incentive plan [18][19]. - Continuous compliance with information disclosure obligations is required as the incentive plan progresses [19].