股票期权与限制性股票激励计划

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鼎捷数智: 北京海润 关于鼎捷数智股份有限公司调整2021年股票期权与限制性股票激励计划限制性股票授予价格的法律意见书
Zheng Quan Zhi Xing· 2025-06-25 18:06
Core Viewpoint - The legal opinion letter from Beijing Hairun Tianrui Law Firm confirms that Dingjie Shuzhi Co., Ltd. has properly adjusted the stock option and restricted stock incentive plan for 2021, specifically regarding the grant price of restricted stocks, in compliance with relevant laws and regulations [2][12]. Group 1: Legal Compliance and Procedures - The law firm acted as a special legal advisor for Dingjie Shuzhi's 2021 stock option and restricted stock incentive plan [2]. - The adjustment of the grant price for restricted stocks has been conducted in accordance with the Company Law, Securities Law, and the Management Measures for Equity Incentives of Listed Companies [2][12]. - The necessary decision-making procedures for the incentive plan have been fulfilled, including approvals from the board of directors and the supervisory board [6][10]. Group 2: Adjustment Details - The adjustment of the grant price for restricted stocks is calculated as follows: P = P0 - V, where P0 is the original grant price, V is the dividend per share, and P is the adjusted grant price [12]. - The adjusted grant price for the reserved restricted stocks is set at 10.77 yuan per share after accounting for a dividend of 0.03 yuan per share [12]. - The adjustment falls within the authorization granted by the company's first extraordinary general meeting in 2021, thus does not require further shareholder approval [12]. Group 3: Conclusion - The law firm concludes that the adjustment has obtained the necessary approvals and is in compliance with the company's incentive plan and relevant legal regulations [12].
莲花控股: 北京市金杜律师事务所关于莲花控股股份有限公司2024年股票期权与限制性股票激励计划注销部分股票期权和回购注销部分限制性股票事项的法律意见书
Zheng Quan Zhi Xing· 2025-06-25 17:47
北京市金杜律师事务所 关于莲花控股股份有限公司 注销部分股票期权和回购注销部分限制性股票事项的 法律意见书 真实和有效的,且一切足以影响本法律意见书的事实和文件均已向金杜披露, 而无任何隐瞒或重大遗漏。 致:莲花控股股份有限公司 北京市金杜律师事务所(以下简称"金杜")受莲花控股股份有限公司(以 下简称"公司")委托,作为公司 2024 年股票期权与限制性股票激励计划(以下 简称"本激励计划")的专项法律顾问,根据《中华人民共和国公司法》(以下 简 称"《 公 司 法 》") 、 《 中 华 人 民 共 和 国 证 券 法 》 ( 以 下 简 称"《 证 券 法》")、《上市公司股权激励管理办法(2025 修正)》(以下简称"《管理办 法》")等法律、行政法规、部门规章及规范性文件(以下简称"法律法规")和 《莲花控股股份有限公司章程》(以下简称"《公司章程》")及《莲花控股股 份有限公司 2024 年股票期权与限制性股票激励计划》(以下简称"《激励计 划》") 1 的有关规定,按照律师行业公认的业务标准、道德规范和勤勉尽责精 神,就公司注销部分股票期权(以下简称"本次注销")、回购注销部分限制 性股票(以下 ...
瑞丰光电调整2024年激励计划行权与回购价格,派息致价格微调
Xin Lang Cai Jing· 2025-06-23 12:32
Core Viewpoint - Shenzhen Ruifeng Optoelectronics Co., Ltd. has adjusted the exercise price of stock options and the repurchase price of restricted stocks as part of its 2024 stock option and restricted stock incentive plan, following the distribution of cash dividends to shareholders [1][3]. Summary by Sections Incentive Plan Review - The incentive plan was initially approved on February 26, 2024, with the board and supervisory committee confirming the list of incentive recipients [2]. - The plan included a public announcement of the incentive recipient list from February 27 to March 7, 2024, with no objections raised [2]. - The first extraordinary general meeting of shareholders approved the relevant proposals on March 14, 2024 [2]. - On March 22, 2024, adjustments to the incentive plan and the granting of stock options and restricted stocks were approved [2]. - On January 13, 2025, the board and supervisory committee approved the repurchase and cancellation of some restricted stocks [2]. - A total of 1,000,000 stock options reserved under the plan became invalid due to not identifying recipients within 12 months [2]. - On April 23, 2025, further adjustments to stock options and conditions for the first exercise period were approved [2]. Reasons and Methods for Adjustment - The company announced a cash dividend of 0.2 yuan per 10 shares, totaling 13,728,047.06 yuan, based on a total share capital of 686,402,353 shares [3]. - The adjustment of the exercise price and repurchase price is required due to the dividend distribution [3]. - The adjusted exercise price for stock options is calculated as follows: P = P0 - V, where P0 is the original price and V is the dividend per share [3]. - The adjusted exercise price for the first grant of stock options is approximately 3.91 yuan per share, down from 3.93 yuan [3]. - The adjusted repurchase price for restricted stocks is approximately 1.95 yuan per share, down from 1.97 yuan [3]. Perspectives from Various Parties - The company stated that the adjustment is in line with regulations and will not materially affect its financial status or operating results [4]. - The supervisory committee agreed that the adjustment complies with relevant regulations and does not harm the interests of the company or shareholders [4]. - Legal opinions confirm that the necessary approvals for the adjustment have been obtained, but the company must fulfill its information disclosure obligations [4].
京东方A: 关于部分股票期权注销和部分限制性股票回购注销完成的公告
Zheng Quan Zhi Xing· 2025-06-16 12:27
证券代码:000725 证券简称:京东方 A 公告编号:2025-050 证券代码:200725 证券简称:京东方 B 公告编号:2025-050 京东方科技集团股份有限公司 关于部分股票期权注销和部分限制性股票 回购注销完成的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整, 没有虚假记载、误导性陈述或重大遗漏。 特别提示: 计 174,412,031 股,本次注销完成后,已授予但尚未行权的股票期权数量 调整为 176,689,913 股。 共 2,252,839 股,占总股本比例为 0.01%,回购资金总金额为 5,224,333.68 元。 分公司办理完成了本次激励计划的 174,412,031 股股票期权的注销工作; 理完成了本次激励计划的 2,252,839 股限制性股票的回购注销工作。 一、本次激励计划的实施情况 (一)本次激励计划已履行的相关审批程序 事会第六次会议审议通过了《关于 2020 年股票期权与限制性股票激励计 、《关于 2020 年股票期权与限制性股票管理 划(草案)及其摘要的议案》 办法的议案》 、《关于审议<2020 年股票期权与限制性股票授予方案>的议 案》等议案 ...
通宇通讯: 中国银河证券股份有限公司关于广东通宇通讯股份有限公司2025年股票期权与限制性股票激励计划(草案)之独立财务顾问报告
Zheng Quan Zhi Xing· 2025-06-12 14:09
Core Viewpoint - The report outlines the independent financial advisory opinion regarding the stock option and restricted stock incentive plan proposed by Guangdong Tongyu Communication Co., Ltd. for 2025, emphasizing the plan's structure, pricing, and conditions for granting and exercising options and stocks [1][3][5]. Summary by Sections Section 1: Definitions - The report defines key terms related to the incentive plan, including "stock options," "restricted stocks," "grant date," "exercise price," and "waiting period," ensuring clarity in the context of the plan [1][2]. Section 2: Declaration - China Galaxy Securities Co., Ltd. is appointed as the independent financial advisor for the incentive plan, ensuring compliance with relevant laws and regulations [2][3]. Section 4: Main Content of the Incentive Plan - The incentive plan consists of stock options and restricted stocks, with a total number of stock options to be granted being specified, and the plan is approved by the board of directors [5][6]. - The total number of stock options granted will not exceed 10% of the company's total share capital, and no individual recipient will receive more than 1% of the total share capital [6][27]. Section 5: Pricing and Conditions - The exercise price for stock options is set at 11.92 RMB per share, determined through a self-pricing method based on the average trading price of the company's shares prior to the announcement [14][16]. - The grant price for restricted stocks is set at 7.45 RMB per share, also based on the average trading price prior to the announcement [16][17]. Section 6: Grant and Exercise Conditions - The plan specifies conditions under which stock options and restricted stocks can be granted and exercised, including performance targets related to revenue and net profit growth for the years 2025 and 2026 [19][25]. - The performance targets require a minimum revenue growth rate of 15% for 2025 and 32.25% for 2026, based on the previous year's figures [19][25]. Section 7: Target Recipients - The plan targets a total of 242 individuals, including directors, senior management, and key personnel, excluding independent directors and major shareholders [26][27]. - The distribution of stock options and restricted stocks among recipients is detailed, ensuring no individual exceeds the specified limits [27][29].
海通发展: 福建海通发展股份有限公司关于2025年股票期权与限制性股票激励计划限制性股票首次授予结果公告
Zheng Quan Zhi Xing· 2025-06-12 10:28
证券代码:603162 证券简称:海通发展 公告编号:2025-059 福建海通发展股份有限公司 关于 2025 年股票期权与限制性股票激励计划 限制性股票首次授予结果公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示: ? 限制性股票首次授予登记日:2025 年 6 月 11 日 ? 限制性股票首次授予登记数量:879.50 万股 根据中国证券监督管理委员会《上市公司股权激励管理办法》、上海证券交 易所、中国证券登记结算有限责任公司上海分公司有关规则的规定,福建海通发 展股份有限公司(以下简称"公司")完成了《福建海通发展股份有限公司 2025 年股票期权与限制性股票激励计划(草案)》(以下简称"本次激励计划"、"本 激励计划")限制性股票首次授予权益的登记工作,有关具体情况如下: 一、首次授予情况 事会第十七次会议,审议通过《关于向 2025 年股票期权与限制性股票激励计划 激励对象首次授予股票期权与限制性股票的议案》,同意以 2025 年 5 月 20 日为 首次授予日,向符合条件的 108 名激励对象授 ...
丝路视觉: 关于第三期股票期权与限制性股票激励计划注销部分股票期权及作废部分已授予尚未归属的第二类限制性股票的公告
Zheng Quan Zhi Xing· 2025-06-11 08:23
Core Viewpoint - The company has decided to cancel part of the stock options and invalidate some unvested restricted stocks from its third stock option and restricted stock incentive plan due to unmet performance targets for the year 2024 [4][6][7] Group 1: Decision Process and Approval - On May 27, 2024, the company held a board meeting to approve the draft of the third stock option and restricted stock incentive plan, along with its management measures [1][2] - The plan was publicly announced and no objections were raised during the internal review period [2][3] - The plan was approved in a shareholders' meeting on June 12, 2024, and the stock options were granted on June 21, 2024 [3][4] Group 2: Cancellation and Invalidity Details - The company will cancel 1,364,000 stock options and invalidate 580,000 shares of restricted stock from the first vesting period due to failure to meet the performance target of a 15% net profit growth for 2024 [4][5] - The performance assessment period for the incentive plan spans from 2024 to 2026, with annual evaluations [5] Group 3: Impact on the Company - The cancellation of stock options and invalidation of restricted stocks will not have a substantial impact on the company's financial status or operational results [6][7] - The management team's stability and the continuation of the incentive plan will remain unaffected [6][7] Group 4: Committee and Supervisory Opinions - The board's nomination, compensation, and assessment committee confirmed that the cancellation and invalidation are compliant with relevant regulations and do not harm the interests of the company or its shareholders [6][7] - The supervisory board also agreed with the decision, affirming its legality and compliance with applicable laws [7]
丝路视觉: 第五届监事会第五次会议决议公告
Zheng Quan Zhi Xing· 2025-06-11 08:12
Core Viewpoint - The company has approved the cancellation of certain stock options and the invalidation of unvested restricted stocks as part of its third stock option and restricted stock incentive plan, ensuring compliance with relevant laws and regulations [1][2]. Group 1: Meeting Details - The fifth meeting of the fifth supervisory board of the company was convened with all three supervisors present, and the meeting was chaired by the supervisor chairwoman [1]. - The meeting's convening, conducting, and voting procedures complied with the Company Law and the company's articles of association [1]. Group 2: Proposal Approval - The supervisory board reviewed and approved the proposal regarding the cancellation of certain stock options and the invalidation of unvested restricted stocks, confirming that the decision process was legal and compliant [1]. - The proposal received unanimous support with 3 votes in favor, 0 against, and 0 abstentions [2].
科恒股份: 深圳市他山企业管理咨询有限公司关于江门市科恒实业股份有限公司2022年股票期权与限制性股票激励计划注销部分股票期权及回购注销部分限制性股票事项的独立财务顾问报告
Zheng Quan Zhi Xing· 2025-06-10 13:09
Core Viewpoint - The report discusses the cancellation of certain stock options and the repurchase of restricted stocks by Jiangmen Keheng Industrial Co., Ltd. as part of its 2022 stock option and restricted stock incentive plan [1][2][4]. Group 1: Incentive Plan Procedures - The company held multiple meetings in September 2022 to approve the stock option and restricted stock incentive plan, including a board meeting on September 2 and a shareholder meeting on September 19 [2][3]. - The first grant of stock options and restricted stocks was completed on November 15, 2022, with 1.4294 million shares granted to 157 individuals [4][5]. Group 2: Cancellation of Stock Options - A total of 178,340 stock options will be canceled due to 11 incentive participants leaving the company and performance targets not being met [6][7]. - The performance targets for the stock options included a cumulative revenue of at least 15.657 billion yuan from 2022 to 2024, with a target of 20.419 billion yuan [6][7]. Group 3: Repurchase of Restricted Stocks - The company plans to repurchase and cancel a total of 378,650 restricted stocks due to the departure of 7 incentive participants and unmet performance conditions [8][9]. - The repurchase price for the restricted stocks is set at approximately 7.683 yuan per share for the first grant and 7.478 yuan per share for the reserved grant [10][11]. Group 4: Financial Advisor's Opinion - The independent financial advisor concludes that the actions taken by the company regarding the cancellation of stock options and repurchase of restricted stocks comply with relevant laws and regulations, ensuring no harm to the interests of the company and its shareholders [11][12].
科恒股份: 关于注销部分股票期权的公告
Zheng Quan Zhi Xing· 2025-06-10 13:09
Core Viewpoint - The company has announced the cancellation of certain stock options and repurchase of restricted stock due to the departure of some incentive recipients and failure to meet performance targets outlined in the 2022 stock option and restricted stock incentive plan [7][8][9]. Summary by Sections Stock Option and Restricted Stock Incentive Plan - The company held multiple board and supervisory meetings to review and approve the 2022 stock option and restricted stock incentive plan, including the assessment management measures and the list of incentive recipients [2][4][5]. - The plan included a total of 158,200 stock options granted to 158 incentive recipients, which were not exercised [7]. Reasons for Cancellation - A total of 113,200 stock options were canceled due to 11 incentive recipients leaving the company, which disqualified them from the incentive plan [7]. - Additionally, 21,000 stock options were canceled for one reserved incentive recipient who also left the company [7]. - The company did not meet the performance targets set for the incentive plan, with cumulative revenue for 2022-2024 being 9.113 billion and for 2023-2024 being 5.151 billion, falling short of the required thresholds [7]. Impact of Cancellation - The cancellation of stock options will not have a significant impact on the company's financial status or operational results, and it will not affect the stability of the management team [8]. - The company plans to continue optimizing its compensation system and improving performance assessment methods to motivate employees [8]. Supervisory and Legal Opinions - The supervisory board agreed that the cancellation of stock options complies with relevant laws and regulations, and does not harm the interests of the company or its shareholders [8][10]. - Legal and independent financial advisors confirmed that the actions taken by the company are in accordance with applicable laws and regulations [9][10].