Core Points - The company has completed the registration of the reserved stock options under the 2024 stock option incentive plan, granting a total of 3.98 million stock options to 29 eligible participants [1][2]. Stock Option Grant Details - The grant date for the reserved stock options is set for April 15, 2025, with the registration completion date on June 13, 2025 [1]. - The total number of reserved stock options granted is 3.98 million, with an exercise price of 7.46 yuan per share [1][2]. - The stock options represent 0.78% of the company's total share capital [2]. Exercise Conditions - The stock options have a maximum validity period of 60 months, with specific exercise periods defined [3]. - The first exercise period allows for 50% of the options to be exercised 12 months after the grant date, and the second exercise period allows for the remaining 50% to be exercised 24 months after the first period [4]. - If performance targets are not met, the options will be canceled [4]. Performance Targets - The performance targets for the first exercise period require a net profit of no less than 70 million yuan for 2025, and for the second period, a net profit of no less than 100 million yuan for 2026 [4]. - The exercise ratio is contingent on the achievement of these performance targets, with a scale from 0% to 100% based on performance completion [4]. Personal Performance Evaluation - Individual performance evaluations will determine the exercise ratio for each participant, categorized into four levels (A, B, C, D) with corresponding coefficients [5]. - The actual number of options that can be exercised by an individual cannot exceed their planned exercise amount for the year [5]. Financial Impact - The company will account for the stock options in accordance with relevant accounting standards, estimating the impact on financial results over the years 2025 to 2027 [6]. - The estimated cost of the stock options will be adjusted based on the number of eligible participants and performance metrics [6].

Core Viewpoint - The legal opinion issued by Hunan Qiyuan Law Firm confirms that Zheshang Zhongtuo Group Co., Ltd. has fulfilled the necessary approval procedures for the stock option incentive plan, and the conditions for the third exercise period have been met [1][5][9] Group 1: Approval and Authorization of the Exercise - The board of directors has approved the relevant proposals regarding the stock option incentive plan, with independent directors expressing their agreement [3][4] - The necessary approvals were obtained from the company's supervisory board and shareholders' meeting, allowing the board to determine the grant date and handle all necessary matters related to the stock option grants [3][4] Group 2: Conditions for the Third Exercise Period - The waiting period for the third exercise period of the reserved stock options is from February 26, 2021, to February 25, 2025, with a 30% exercise ratio of the total granted stock options [5][6] - The conditions for exercising the stock options include no negative audit opinions or inability to express opinions on the financial reports for the last accounting year [6][7] Group 3: Performance Assessment Targets - The performance assessment target for the third exercise period requires a net profit growth rate of no less than 70% compared to 2018, with a minimum net profit of 284.2583 million yuan for 2022 [7][8] - The assessment criteria for individual performance of the incentive objects are based on company-level performance and personal performance evaluations, with different coefficients applied based on the evaluation results [8][9]

之 法律意见书 二〇二五年六月 上海君澜律师事务所 关于 诺德新材料股份有限公司 调整 2025 年股票期权激励计划 及向激励对象首次授予股票期权 上 海 君 澜 律 师 事 务 所 法律意见书 上海君澜律师事务所 关于诺德新材料股份有限公司 调整 2025 年股票期权激励计划 及向激励对象首次授予股票期权之 法律意见书 致：诺德新材料股份有限公司 上海君澜律师事务所（以下简称"本所"）接受诺德新材料股份有限公司 （以下简称"公司"或"诺德股份"）的委托，根据《上市公司股权激励管理 办法》（以下简称"《管理办法》"）及《诺德新材料股份有限公司 2025 年股 票期权激励计划》（以下简称"《激励计划》"或"本次激励计划"）的规定， 就诺德股份调整本次激励计划及向激励对象首次授予股票期权相关事项（以下 简称"本次调整及授予"）出具本法律意见书。 对本法律意见书，本所律师声明如下： （一）本所律师依据《中华人民共和国证券法》《律师事务所从事证券法 律业务管理办法》和《律师事务所证券法律业务执业规则（试行）》等规定及 本法律意见书出具日以前已经发生或者存在的事实，严格履行了法定职责，遵 循了勤勉尽责和诚实信用原则，进 ...

Group 1 - The core point of the announcement is the approval of adjustments to the stock option incentive plan, including changes to the exercise price and conditions for granting options [1][2][3] - The supervisory board held its second temporary meeting in 2025, where all members confirmed the authenticity and completeness of the disclosed information [1] - The board approved the adjustment of the exercise price for the stock option incentive plan, ensuring compliance with relevant regulations and no harm to shareholder interests [1][2] Group 2 - The supervisory board confirmed that the conditions for granting the third exercise period of the stock option incentive plan have been met, allowing 32 incentive participants to exercise their options [2] - The board also approved the cancellation of certain stock options, stating that this action complies with regulations and does not harm shareholder interests [3]

Group 1 - The company announced the cancellation of 1,127,600 stock options held by 52 incentive recipients who did not meet the exercise conditions [1][2] - The cancellation of stock options was approved during the 27th meeting of the 6th Board of Directors and the 22nd meeting of the 6th Supervisory Board held on June 4, 2025 [1] - The cancellation process was completed on June 12, 2025, and complies with relevant regulations, ensuring no impact on the company's total share capital or structure [2]

Group 1 - The company held its third supervisory board meeting on June 13, 2025, with all three supervisors present, confirming the legality and validity of the meeting and its resolutions [1][2] - The supervisory board approved adjustments to the 2025 Stock Option Incentive Plan, stating that the adjustments comply with relevant laws and regulations, and do not harm the interests of the company and its shareholders [1][2] - The board agreed to set June 13, 2025, as the grant date for the stock options, with a grant price of RMB 18.86 per share, confirming that the conditions for the initial grant have been met [2]

Core Viewpoint - The company has adjusted the exercise price of stock options under its 2022 stock option and restricted stock incentive plan, following the approval of relevant meetings and compliance with legal regulations [9][10]. Summary by Sections Incentive Plan Approval Process - The company held multiple meetings to review and approve the 2022 stock option and restricted stock incentive plan, including the granting of stock options to 251 eligible participants, totaling 23.88 million stock options at an initial exercise price of 6.17 yuan per share [3][4][5]. Adjustments to Stock Options - Due to the departure of certain incentive participants, the company has canceled stock options and repurchased restricted stocks, including 10,000 restricted stocks and 200,000 stock options from three departing participants [4][7]. - The company has also completed the cancellation of 1,758,601 stock options that were not exercised by 29 participants by the end of the first exercise period [8]. Adjustment of Exercise Price - The exercise price of stock options was adjusted from 6.17 yuan to 5.924 yuan per share, accounting for a cash dividend of 0.1 yuan per share, in compliance with the incentive plan and relevant regulations [9][10]. Impact of Adjustments - The adjustments made to the exercise price of stock options are in line with the regulations and will not materially affect the company's financial status or operational results [10]. Legal Compliance - The adjustments have received necessary approvals and are deemed legally valid, as confirmed by the company's legal counsel [10].

Core Viewpoint - Midea Group has adjusted its eighth stock option incentive plan, including changes to the list of incentive recipients and the number of options granted, in response to various factors such as employee turnover and performance assessments [1][2][3]. Group 1: Adjustment of Incentive Plan - The eighth stock option incentive plan will grant 82.26 million stock options to 1,897 incentive recipients, with an exercise price adjusted from 82.98 RMB/share to 81.41 RMB/share [2][3]. - The number of incentive recipients has been reduced from 1,901 to 1,897 due to employee departures, resulting in a total stock option adjustment from 82.48 million to 82.26 million [2][3]. - The exercise price has been further adjusted to 79.74 RMB/share and then to 77.24 RMB/share based on annual profit distribution arrangements [4][5]. Group 2: Impact of Adjustments - The adjustments to the stock option incentive plan are in compliance with relevant regulations and will not materially affect the company's financial status or operational results [6]. - A total of 2,797,167 stock options will be canceled due to recipients not meeting exercise conditions, along with additional cancellations for underperforming individuals and those who have left the company [6][7]. - The final number of unexercised stock options granted to the adjusted incentive recipients is 39,939,684 [5][7].

Core Viewpoint - Midea Group has announced the cancellation of stock options from the fifth stock option incentive plan that were not exercised by the end of the fourth exercise period, affecting a total of 85,000 stock options held by 8 incentive targets [14][15]. Group 1: Stock Option Incentive Plan Details - The fifth stock option incentive plan initially granted 62.08 million stock options to 1,341 incentive targets, with an exercise price set at 57.54 yuan per share [1]. - Adjustments to the exercise price have been made over time, with the initial exercise price changing from 57.54 yuan to 56.34 yuan, and further adjustments occurring in subsequent years [2][4][10]. - The total number of stock options granted has been adjusted multiple times due to changes in the number of eligible incentive targets, resulting in a final count of 5,442 million options after various adjustments [2][5]. Group 2: Cancellation of Unexercised Options - The cancellation of unexercised stock options is in accordance with the relevant regulations and will not materially impact the company's financial status or operational results [14]. - The decision to cancel these options was supported by the board's remuneration and assessment committee, confirming compliance with the company's incentive plan regulations [14][15]. - The specific cancellation involved 85,000 stock options that were not exercised by 8 incentive targets by the deadline of the fourth exercise period [14].

Core Viewpoint - Midea Group's board of directors has approved several resolutions regarding the cancellation and adjustment of stock options and incentive plans, reflecting the company's ongoing efforts to manage its equity incentive programs effectively [1][2][3][4][5][6][7][8][9][10][11] Group 1: Cancellation of Stock Options - The board unanimously agreed to cancel a total of 85,000 stock options that were granted but not exercised by 8 incentive recipients from the fifth phase of the stock option plan, as the exercise period ended on March 10, 2025 [1] - A total of 807,077 stock options granted to 88 incentive recipients from the eighth phase were also canceled, as the exercise period ended on June 3, 2025 [2] - Additionally, 36,000 stock options granted to 3 incentive recipients from the ninth phase were canceled after the exercise period ended on June 7, 2025 [3] Group 2: Adjustment of Stock Option Prices - The exercise prices for the eighth and ninth phases of the stock option incentive plan were adjusted due to the company's profit distribution plan, with the eighth phase price changing from 74.26 yuan to 70.78 yuan per share, and the ninth phase price changing from 49.13 yuan to 45.65 yuan per share [4][5] Group 3: Adjustments to Incentive Object Lists - The board approved the cancellation of 2,797,167 stock options for 161 individuals deemed unsuitable as incentive recipients due to resignation, and 1,118,658 options for 292 individuals with average or poor performance evaluations [6] - For the ninth phase, 6,055,086 stock options were canceled for 226 individuals who left the company, and 395,962 options for 147 individuals with average or poor performance evaluations [7] Group 4: Unlocking Conditions for Restricted Stock - The unlocking conditions for the third release of the 2021 restricted stock incentive plan were met, allowing 87 individuals to unlock a total of 2,283,352 shares [8] - The second unlocking conditions for the 2022 restricted stock incentive plan were also met, enabling 138 individuals to unlock 2,518,700 shares [9] - The second unlocking conditions for the 2023 restricted stock incentive plan were achieved, allowing 368 individuals to unlock 4,817,839 shares [10] Group 5: H Share Incentive Plan - The company plans to grant 1,243,100 H shares to 77 employees under the 2025 H share incentive plan, with a 24-month lock-up period and a phased vesting schedule [11]