美格智能技术股份有限公司（以下简称"公司"）于2025年7月10日召开了 第四届董事会第九次会议，审议通过了《关于2024年度股票期权与限制性股票激 励计划首次授予股票期权第一个行权期行权条件成就的议案》。截至本公告日， 本次自主行权事项已获深圳证券交易所审核通过，公司已在中国证券登记结算有 限责任公司深圳分公司完成自主行权相关登记申报工作。 证券代码：002881 证券简称：美格智能 公告编号：2025-064 美格智能技术股份有限公司 关于2024年度股票期权与限制性股票激励计划 首次授予股票期权第一个行权期自主行权的提示性公告 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： 权期符合行权条件的激励对象共计152人，可行权的期权数量为63.12万份，行权 价格为20.97元/份。 日及行权手续办理情况，本次实际可行权期限为2025年7月22日之日起至2026年6 月30日止。 一、本次股票期权行权安排 万份。若在行权前公司有派息、资本公积金转增股本、派送股票红利、股票拆细、 配股或缩股等事项，股权期权数量和行权价格将进行相应调整。 获授的股票期 ...

Core Viewpoint - Beijing Haoliang Data Technology Co., Ltd. has approved a stock option incentive plan for 2025, aimed at motivating key personnel and aligning their interests with shareholders [1][5][13]. Group 1: Incentive Plan Overview - The stock option incentive plan allows designated individuals to purchase a certain number of company shares at a predetermined price within a specified period [1][5]. - The plan includes a total of 17,659,962 stock options, representing 6.00% of the company's total share capital at the time of the announcement [6][9]. - The plan's effective period lasts until all granted stock options are exercised or canceled, with a maximum duration of 117 months [6][7]. Group 2: Approval and Authorization - The plan was approved during the fourth board meeting on July 1, 2025, and subsequently ratified by the second extraordinary general meeting of shareholders on July 21, 2025 [4][5]. - The independent financial advisor has confirmed that all necessary approvals and authorizations for the stock option grant have been obtained, complying with relevant regulations [5][13]. Group 3: Performance Conditions - The exercise of stock options is contingent upon meeting specific performance targets, including revenue milestones for the "database autonomous products and services" business [9][10]. - For the first exercise period, the target revenue is set at no less than 600 million yuan by 2028, with a cumulative revenue requirement of no less than 500 million yuan from 2025 to 2028 [9][10]. - The performance assessment will be conducted annually, with individual performance evaluations determining the actual number of options that can be exercised [11][12]. Group 4: Financial Implications - The financial advisor recommends that the company accurately reflect the impact of the stock option incentive plan on its financial statements, in accordance with relevant accounting standards [12]. - Shareholders are advised to consider the potential dilution effects resulting from the implementation of the incentive plan [12].

Core Viewpoint - Beijing Haoliang Data Technology Co., Ltd. has conducted a self-examination regarding insider trading related to its 2025 stock option incentive plan, confirming that no insider trading occurred among the identified insiders during the specified period [1][2][3] Group 1: Insider Information Management - The company has implemented necessary confidentiality measures and registered insiders related to the 2025 stock option incentive plan [2] - A self-examination was conducted on the trading activities of insiders within six months prior to the public disclosure of the incentive plan [2] Group 2: Trading Activities of Insiders - Three identified insiders engaged in trading the company's stock during the self-examination period, but all transactions occurred before they were aware of any insider information [3] - The trading activities of these insiders were based solely on publicly disclosed information and independent judgment, with no evidence of insider information being used for trading [3] Group 3: Compliance and Conclusion - The company has established relevant systems for information disclosure and insider information management in accordance with legal regulations [3] - No instances of insider trading or leakage of insider information related to the incentive plan were found among the identified insiders during the self-examination [3]

Core Viewpoint - The company has completed the cancellation of stock options and restricted stock from its 2019 incentive plan due to unmet performance conditions and the departure of some incentive recipients [2][3]. Group 1: Stock Option Cancellation - The company held its fourth board meeting and supervisory board meeting on April 27, 2023, where it approved the cancellation and repurchase of stock options and restricted stocks from the 2019 incentive plan [2]. - A total of 10.845 million stock options were canceled, along with 0.7951 million reserved stock options, resulting in a total cancellation of 11.6401 million stock options [2]. - The cancellation was completed as of April 28, 2023, and all stock options granted under the 2019 incentive plan have been disposed of [2]. Group 2: Compliance and Impact - The cancellation of stock options complies with the relevant regulations, including the "Management Measures for Equity Incentives of Listed Companies" and the 2019 incentive plan [3]. - This cancellation will not affect the company's capital structure or have a significant impact on its financial status and operating performance [3]. - There are no circumstances that would harm the interests of the company and its shareholders as a result of this cancellation [3].

Core Viewpoint - The company has approved an adjustment to the exercise price of its 2024 stock option incentive plan, reducing it from 19.03 yuan per share to 18.93 yuan per share due to a dividend distribution, which will not materially affect the company's financial status or operating results [3][4][5]. Group 1: Stock Option Incentive Plan - The company held its sixth board meeting on July 18, 2025, where it approved the adjustment of the exercise price for the 2024 stock option incentive plan [1]. - The stock option incentive plan has undergone necessary decision-making procedures and information disclosure, including the approval of the incentive object list by the supervisory board [2]. - A total of 2,499.90 million stock options were granted to 291 incentive objects, with the first exercise period conditions met for 278 of them, allowing them to exercise 977.52 million stock options [3][4]. Group 2: Adjustment Methodology - The adjustment of the exercise price is based on the company's regulations, which state that any dividend distribution or similar actions prior to the exercise must lead to a corresponding adjustment in the exercise price [4]. - The formula used for the adjustment is P = P0 - V, where P0 is the original exercise price and V is the dividend per share [4]. Group 3: Legal and Compliance - The legal opinion from Hunan Qiyuan Law Firm confirms that the company has fulfilled the necessary approvals and authorizations for the adjustment, complying with relevant regulations [5]. - The audit committee of the board has reviewed and agreed that the adjustment aligns with the management regulations and does not harm the interests of the company or its shareholders [4][5].

Core Viewpoint - The legal opinion letter from Hunan Qiyuan Law Firm confirms that Hubei Dinglong Holdings Co., Ltd. has complied with necessary legal procedures for the adjustment of the stock option exercise price as part of its 2024 stock option incentive plan [2][6][9]. Group 1: Legal Compliance and Procedures - Hunan Qiyuan Law Firm has been appointed as the special legal advisor for Hubei Dinglong's 2024 stock option incentive plan [2]. - The firm has conducted thorough verification to ensure the legality and compliance of the exercise and cancellation of stock options, confirming no false records or misleading statements exist [3]. - The company has provided all necessary and truthful documentation to the law firm, ensuring no significant omissions [3]. Group 2: Approval and Authorization - The board of directors and the supervisory board of Hubei Dinglong approved the relevant proposals regarding the stock option incentive plan on April 25, 2024 [6][7]. - The company publicly announced the list of incentive recipients from May 26 to May 5, 2024, and disclosed relevant reports on May 9, 2024 [7]. - The annual shareholders' meeting on May 14, 2024, approved the stock option incentive plan and related proposals [7]. Group 3: Adjustment Details - The adjustment of the exercise price was approved by the board on July 18, 2025, based on the company's profit distribution plan [9]. - The exercise price was adjusted from 19.03 yuan to 18.93 yuan per share, following the company's cash dividend distribution of 1.00 yuan per 10 shares [9][11]. - The adjustment method for the exercise price is defined in the incentive plan, ensuring compliance with relevant regulations [10][11].

Group 1 - The company held its fourth board meeting on July 18, 2025, with all nine directors participating in the vote [1] - The board approved the proposal to cancel 3,621,570 stock options from the 2022 stock option incentive plan due to various reasons, leaving 887,905 stock options remaining [2] - The board also approved the adjustment of the exercise price for the stock options from 16.76 yuan to 16.47 yuan due to the company's 2024 equity distribution [3] Group 2 - The board confirmed that the conditions for the third exercise period of the stock option incentive plan had been met, allowing 265 eligible participants to exercise a total of 887,905 stock options [5] - The board approved the establishment of a special account for managing raised funds, aimed at temporarily supplementing working capital with idle raised funds [6]

Core Viewpoint - The legal opinion from Deheng Shanghai Law Firm outlines the adjustments to the stock option incentive plan of Qingdao Senqilin Tire Co., Ltd, including changes in exercise price, the granting of the third exercise period, and the cancellation of certain stock options due to unmet performance conditions [1][2][5]. Summary by Sections Approval and Authorization - The company has completed necessary approvals and authorizations for the stock option incentive plan as of the date of the legal opinion, including board meetings and shareholder approvals [6][8][12]. Cancellation of Stock Options - A total of 3,621,570 stock options are to be canceled due to various reasons, including unmet performance targets and the departure of certain incentive targets [15][16][24]. Adjustment of Exercise Price - The exercise price has been adjusted from 16.97 CNY to 16.76 CNY due to the company's profit distribution plan, with the final adjusted exercise price set at 16.47 CNY per share [10][17][25]. Conditions for Exercise - The conditions for exercising the stock options have been partially met, with 265 eligible participants able to exercise a total of 887,905 options at the adjusted price of 16.47 CNY [24][21][25]. Performance Metrics - The performance metrics for the stock options include a requirement for the company's revenue growth rate to be at least 100% compared to 2021, and a net profit margin of at least 15% for the year 2024 [21][14][19].

Core Viewpoint - The company has reviewed and approved several key aspects of its 2022 stock option incentive plan, including the cancellation of certain stock options, adjustment of exercise prices, and the achievement of performance conditions for the third exercise period [1][2]. Group 1: Cancellation of Stock Options - The company has decided to cancel certain stock options under the 2022 stock option incentive plan, ensuring that the process is legal and does not harm the interests of shareholders, particularly minority shareholders [1]. - The review process for the cancellation of stock options was conducted thoroughly, and the committee has no objections to the cancellation [1]. Group 2: Adjustment of Exercise Price - The company has adjusted the exercise price of the stock options in accordance with the relevant regulations due to the equity distribution for the year 2024, ensuring that the adjustment process is compliant and does not negatively impact shareholders [2]. - The adjustment of the exercise price has been approved by the committee [2]. Group 3: Achievement of Performance Conditions - The company has confirmed that certain performance conditions for the third exercise period of the stock option incentive plan have been met, allowing eligible participants to exercise their options [2]. - The arrangements for the exercise of options are in compliance with legal regulations and will not have a significant impact on the company's operations [2].

Summary of Key Points Core Viewpoint - The company has approved the 2024 stock option incentive plan and has publicly disclosed the list of reserved grant recipients, which has been verified by the supervisory board [1][2]. Group 1: Incentive Plan Details - The company held meetings on July 7, 2025, where the board and supervisory board approved the resolution regarding the reserved stock options for the 2024 incentive plan [1]. - The company has complied with the "Management Measures for Equity Incentives of Listed Companies" and has publicly disclosed the names and positions of the reserved grant recipients internally [1]. Group 2: Verification Process - The supervisory board has verified the qualifications of the reserved grant recipients, including their identification documents and employment contracts with the company and its subsidiaries [1][2]. - The supervisory board concluded that the reserved grant recipients meet the necessary qualifications as per relevant laws and regulations, and they do not include any disqualified individuals such as supervisors, independent directors, or major shareholders [2].