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上海三友医疗器械股份有限公司 关于向2025年限制性股票激励计划 激励对象授予限制性股票的公告

Core Viewpoint - The company has announced the grant of restricted stock under its 2025 Restricted Stock Incentive Plan, with a total of 4.782 million shares to be awarded at a price of 11.12 yuan per share to 55 eligible participants on September 26, 2025 [2][10][25]. Summary by Sections Restricted Stock Grant Details - Grant Date: September 26, 2025 [10] - Total Shares Granted: 4.782 million shares, representing approximately 1.43% of the company's total share capital of 333.462 million shares as of the announcement date [2][10]. - Grant Price: 11.12 yuan per share [10]. Decision-Making Process - The decision to grant the restricted stock was approved during the fourth board meeting on September 26, 2025, following prior approvals from the board's remuneration and assessment committee and the shareholders' meeting [3][4][25]. - The company conducted an internal review and public notice of the eligible participants from August 25 to September 3, 2025, with no objections received [3][4]. Compliance with Regulations - The board confirmed that the grant conditions were met according to the relevant regulations, including the absence of any disqualifying events for both the company and the participants [7][8][15]. - The company has ensured that the grant complies with the "Management Measures for Equity Incentives of Listed Companies" and other applicable laws [19][20]. Accounting and Financial Impact - The fair value of the restricted stock will be calculated using the Black-Scholes model, with the stock price at the grant date set at 19.84 yuan per share [16][17]. - The estimated impact on the company's net profit due to the stock incentive plan will be recognized as an expense over the vesting period, which is up to 36 months [18]. Legal and Independent Financial Advisor Opinions - Legal opinions confirm that the grant has received necessary approvals and complies with relevant regulations [19]. - The independent financial advisor has also affirmed that the grant conditions have been satisfied and that the process adheres to legal requirements [20].