老百姓大药房连锁股份有限公司关于股权激励限制性股票回购注销的实施公告

Core Viewpoint - The company has decided to repurchase and cancel a total of 1,205,377 shares of restricted stock due to the departure of 32 employees and the failure to meet performance targets for the second vesting period of the stock incentive plan [2][10]. Summary by Sections Repurchase and Cancellation Reasons - The repurchase and cancellation of restricted stock is based on the company's 2022 stock incentive plan, which stipulates conditions for lifting restrictions and handling changes in the status of incentive recipients [10]. - A total of 1,205,377 shares will be repurchased, amounting to 14,889,399.25 yuan, funded entirely from the company's own resources [2][10]. Details of the Repurchase - The decision to repurchase was approved in multiple board and supervisory meetings throughout 2022 and 2023, with independent opinions provided by the company's independent directors [3][4][5][6]. - The repurchase involves 286 employees, representing 0.16% of the company's total shares prior to the repurchase [11]. Repurchase Arrangement - The company has established a dedicated securities account for the repurchase and submitted the necessary applications to the China Securities Depository and Clearing Corporation [12]. - The cancellation of the restricted stock is expected to be completed by October 23, 2025, with subsequent legal procedures for capital change registration to follow [12]. Changes in Share Structure - The repurchase will result in changes to the company's share structure, although specific details on the changes were not provided in the announcement [13]. Compliance and Commitments - The company assures that the decision-making process and information disclosure comply with relevant laws and regulations, and that the rights of the incentive recipients and creditors are not harmed [14]. - The company has confirmed the accuracy and completeness of the information regarding the repurchase and has informed the relevant incentive recipients without any objections raised [14]. Legal Opinion - The legal opinion confirms that the repurchase has received necessary approvals and complies with applicable regulations, and that the company will fulfill its obligations regarding capital changes and information disclosure [15].