Announcement on the Expiration of the First Lock-up Period of the 2025 Employee Stock Ownership Plan and the Fulfillment of the Unlocking Conditions
Securities code: 688687 Securities abbreviation: Kain Technology Announcement number: 2026-027
Beijing Kain Technology Co., Ltd.
The first lock-in period of the employee stock ownership plan expires in 2025
Announcement of unlocking conditional achievements
The company's board of directors and all directors guarantee that the contents of this announcement do not contain any false records, misleading statements or major omissions, and assume legal responsibility for the authenticity, accuracy and completeness of its contents.
Important content reminder:
Time: April 29, 2025
Disclosure time and announcement name of this draft employee stock ownership plan Announcement name: "Beijing Kain Technology Co., Ltd.
2025 Employee Stock Ownership Plan (Draft)》
Lock-in period expiration date 2026-07-16
Number of shares that can be unlocked: 1,754,513 shares, accounting for the number of shares that can be unlocked and the proportion of the total share capital
This ratio: 1.03%
1. Basic situation of this employee stock ownership plan
Beijing Kain Technology Co., Ltd. (hereinafter referred to as the "Company") held the sixth meeting of the sixth board of directors, the fifth meeting of the sixth board of supervisors and the 2024 Annual General Meeting of Shareholders on April 28, 2025 and May 20, 2025 respectively, and reviewed and approved the "Proposal on the Company's 2025 Employee Stock Ownership Plan (Draft)" and its Summary, and agreed to the company's implementation of the 2025 Annual Employee Stock Ownership Plan (hereinafter referred to as the “Employee Stock Ownership Plan”). For details, please refer to the relevant announcements disclosed by the company on the website of the Shanghai Stock Exchange (www.sse.com.cn) on April 29, 2025, and May 21, 2025.
On July 15, 2025, the company received the "Securities Transfer Registration Confirmation" issued by China Securities Depository and Clearing Co., Ltd., and the 3,509,027 shares of the company held in the company's special securities account for repurchase were transferred to the "Beijing Kain Technology Co., Ltd. - 2025 Employee Stock Ownership Plan" securities account on July 14, 2025, at a transfer price of 12.84 yuan/share. The number of company shares held by this employee stock ownership plan is 3,509,027 shares, accounting for 2.05% of the company's current total share capital.
On July 16, 2026, the company held the sixth meeting of the Remuneration and Assessment Committee of the sixth board of directors and the twelfth meeting of the sixth board of directors, and reviewed and approved the "Proposal on the Expiration of the First Lock-up Period and Achievement of Unlocking Conditions of the Company's 2025 Employee Stock Ownership Plan".
This is the first time the company’s 2025 employee stock ownership plan has been unlocked. After this unlocking, there are 1,754,514 remaining unlocked shares under the employee stock ownership plan, accounting for 1.03% of the company's total share capital.
2. Lock-up period arrangement for this employee stock ownership plan
The underlying stocks of this employee stock ownership plan will be unlocked in two phases. The unlocking time points are 12 months and 24 months from the date when the company announces the transfer of the last underlying stock to the name of this employee stock ownership plan. The proportion of the underlying stocks unlocked in each phase is 50% and 50% respectively, as follows:
The first batch of unlocking time points: 12 months from the date when the company announced the transfer of the last underlying stock to the name of this employee stock ownership plan, and the number of unlocked shares is 50% of the total number of underlying stocks held by this employee stock ownership plan.
The second batch of unlocking time points: 24 months from the date when the company announced the transfer of the last underlying stock to the name of this employee stock ownership plan, and the number of unlocked shares is 50% of the total number of underlying stocks held by this employee stock ownership plan.
According to the above lock-up period arrangement, the first lock-in period of this employee stock ownership plan expires on July 16, 2026, and the unlockable proportion is 50% of the total number of company shares held by this employee stock ownership plan.
3. Completion of performance assessment indicators in the first lock-up period of this employee stock ownership plan
According to the relevant provisions of the company's "2025 Employee Stock Ownership Plan (Draft)" and "2025 Employee Stock Ownership Plan Management Measures", the assessment requirements for this employee stock ownership plan include company-level performance assessment and individual-level performance assessment. The assessment completion status of the first unlocking period of this employee stock ownership plan is as follows:
- Company-level performance appraisal
The assessment year for the first unlocking period of this employee stock ownership plan is 2025, and the performance assessment targets are as shown in the following table:
Unlock period performance evaluation indicators (choose one of A or B)
A: Taking 2024 as the base, the operating income growth rate in 2025 will be no less than 5% (inclusive), and 100% will be unlocked; the operating income growth rate in 2025 will be no less than 4% (inclusive), and 90% will be unlocked;
Issue 1
B: Based on 2024, the net profit growth rate in 2025 will be no less than 10% (inclusive) and 100% will be unlocked; the net profit growth rate in 2025 will be no less than 8% (inclusive) and 90% will be unlocked;
Note 1: The above “operating income” is calculated based on the data contained in the consolidated statement audited by an accounting firm with securities and futures qualifications hired by the company (hereinafter referred to as the “audited”);
Note 2: The above-mentioned "net profit" refers to the audited net profit attributable to shareholders of listed companies, excluding the impact of current year's equity incentives, employee stock ownership plan costs, and the impact of R&D expenses exceeding the amount of R&D expenses in 2024 as the basis for calculation. Note 3: The above performance assessment targets do not constitute the company’s performance forecast and substantive commitment to investors.
If during the unlocking period, the company's current performance level reaches the performance assessment target conditions, the corresponding underlying stocks in the current period can be unlocked on a proportional basis. If the company's performance assessment indicators are not achieved or not fully achieved in the first assessment period, the un-unlocked shares in that period will be deferred to the second assessment period for combined assessment, and can be unlocked on a proportional basis when the company's performance assessment is achieved in the second assessment period. If the company's performance assessment targets have not been achieved when it is deferred to the second assessment period, the corresponding underlying stocks will not be unlocked. After the two periods of assessment are completed, the accumulated unlocked stocks will be taken back by the management committee and sold at an opportunity after the lock-up period. The self-owned capital contribution will be returned to the holder as the sum of the original capital contribution plus bank deposit interest for the same period. The remaining funds (if any) will belong to the company; or the corresponding underlying stocks will be disposed of through other methods permitted by laws and regulations.
According to the company's "2025 Annual Audit Report" (Zhonghui Huishen [2026] No. 7712) issued by Zhonghui Accounting Firm (Special General Partnership), the company's operating income in 2025 will grow at a growth rate of 7.35% compared with 2024, not less than 5%. Therefore, the company's performance assessment target for the 2025 assessment of this employee stock ownership plan has been achieved, and the unlocking ratio is 100%.
- Individual-level performance appraisal requirements
During the lock-in period of this employee stock ownership plan, and on the premise that the company's performance appraisal conditions are met, the company will conduct annual performance appraisals of the company's employee stock ownership plan holders in accordance with relevant regulations. This appraisal year is 2025. The holders' personal performance appraisal results are divided into four levels: excellent, good, qualified and unqualified. The actual unlocking number of the holder is determined based on the corresponding individual-level unlocking ratio in the following appraisal rating table. The details are shown in the following table:
Assessment Rating Excellent Good Qualified Unqualified
Assessment results A B C D
Personal unlocking ratio 100% 100% 90% 0
The number of underlying stock interests actually unlocked by the holder in the current period = the number of underlying stock interests planned to be unlocked by the holder in the current period × company-level unlocking ratio × individual-level unlocking ratio
The shares of the employee stock ownership plan that cannot be unlocked in the year of the holder's assessment will be taken back by the management committee. The repurchase price is the sum of the original capital contribution of the corresponding shares plus bank deposit interest for the same period. The remaining funds (if any) belong to the company. After recovering the shares, the Management Committee has the right to transfer part or all of them to other holders or new participants or other holders who meet the conditions specified in this employee stock ownership plan, or sell them after the expiration of the lock-up period of the corresponding batch of underlying stocks, and the funds obtained belong to the company.
During the lock-in period, three holders resigned due to personal reasons. According to the relevant provisions of the "2025 Employee Stock Ownership Plan Management Measures", the Management Committee disqualified the holder from participating in this employee stock ownership plan. Their un-unlocked shares were recovered by the Management Committee and transferred to other qualified holders for transfer. There are currently 80 holders of this employee stock ownership plan.
The 2025 personal performance evaluation results of the above 80 holders are all "excellent" or "good", and the unlocking ratio of each holder is 100%.
In summary, the unlocking conditions of this employee stock ownership plan have been met, and the number of unlockable stock rights is 1,754,513 shares, accounting for 1.03% of the company's total share capital. The company will handle matters such as unlocking the shares that meet the unlocking conditions in accordance with the relevant provisions of the "2025 Employee Stock Ownership Plan (Draft)" and the "2025 Employee Stock Ownership Plan Management Measures".
4. Subsequent arrangements and transaction restrictions after the expiration of the first lock-up period of this employee stock ownership plan
According to the company's "2025 Employee Stock Ownership Plan (Draft)" and "2025 According to the relevant provisions of the "Measures for the Administration of Employee Stock Ownership Plans in 2017", after the lock-in period of this employee stock ownership plan expires, the management committee will choose an opportunity to sell the underlying stocks corresponding to the corresponding unlocked shares during the duration of the employee stock ownership plan, and distribute them according to the proportion of the holders' shares in the plan; or the management committee will apply to the securities registration and clearing agency, and in accordance with the requirements of relevant laws and regulations, transfer the underlying stocks corresponding to the holder's unlocked shares to the holder's personal account, and the individual will dispose of them by himself. If there are remaining undistributed underlying stocks and their corresponding dividends, the management committee will determine the disposal method before the expiration of the duration of the employee stock ownership plan.
This employee stock ownership plan will strictly abide by market trading rules and comply with the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange on stock trading. No trading of company stocks is allowed during the following periods:
(1) Within fifteen days before the announcement of the company's annual report or semi-annual report, if the announcement date of the annual report or semi-annual report is postponed due to special reasons, the calculation will start from the fifteen days before the original scheduled announcement date to the day before the announcement; (2) Within five days before the announcement of the company's quarterly report, performance forecast, or performance bulletin;
(3) From the date of the occurrence of a major event that may have a greater impact on the trading prices of the company's securities and its derivatives, or during the decision-making process, to the date of disclosure in accordance with the law;
(4) Other periods specified by the China Securities Regulatory Commission and the Shanghai Stock Exchange.
The above-mentioned "major events" are transactions or other major matters that the company should disclose in accordance with the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules".
If the relevant laws, administrative regulations, departmental rules or normative documents regarding the above-mentioned period during which company stocks are not allowed to be traded change in the future, the latest regulations will apply.
5. Relevant review opinions
The Remuneration and Appraisal Committee of the Board of Directors believes that: based on the company-level performance assessment and individual-level performance assessment of the first unlocking period of the company's 2025 Employee Stock Ownership Plan, the unlocking conditions for the first unlocking period of the company's 2025 Employee Stock Ownership Plan have been met. This unlocking complies with the company's "2025 Employee Stock Ownership Plan (Draft)" and other relevant regulations, and there is no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders.
6. Other instructions
The company will perform its information disclosure obligations in a timely manner based on the progress of the implementation of this employee stock ownership plan and in accordance with relevant laws and regulations. Investors are kindly requested to pay attention to investment risks.
Announcement is hereby made.
Board of Directors of Beijing Kain Technology Co., Ltd.
July 17, 2026