Securities code: 600353 Securities abbreviation: Xuguang Electronics Announcement No.: 2026-009
Indicative announcement from Chengdu Xuguang Electronics Co., Ltd. regarding the imminent expiration of the duration of the first phase of the employee stock ownership plan
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.
The duration of the first phase of the employee stock ownership plan (hereinafter referred to as: "the employee stock ownership plan", the "employee stock ownership plan") of Chengdu Xuguang Electronics Co., Ltd. (hereinafter referred to as the "Company" or "Xuguang Electronics") will expire on August 20, 2026. According to the China Securities Regulatory Commission's "Guiding Opinions on the Pilot Implementation of Employee Stock Ownership Plans by Listed Companies" and "Shanghai Stock Exchange Self-Discipline Supervision Guidelines for Listed Companies No. 1 – Standardized Operations" and other regulations. The relevant information is now announced as follows:
1. Basic information on the current employee stock ownership plan
The Tenth Meeting of the Ninth Board of Directors held on June 14, 2019 and the Second Extraordinary General Meeting of Shareholders of 2019 held on July 2, 2019 reviewed and approved the "Proposal on the Company's First Employee Stock Ownership Plan (Draft) and its Summary" and related proposals. On August 19, 2019, the employee stock ownership plan obtained 15,281,000 company shares held by the company's special securities account for repurchase through non-trading transfer. The company's 21st meeting of the ninth board of directors held on December 24, 2020 and the first extraordinary shareholders' meeting of 2021 held on January 12, 2021 reviewed and approved the "Proposal on Adjusting the Duration, Locking Period and Performance Assessment Indicators of the Company's First Employee Stock Ownership Plan", that is, extending the duration to August 20, 2024. For details, see Relevant announcements were disclosed in the company's designated information disclosure media "Shanghai Securities News", "Securities Daily" and the website of the Shanghai Stock Exchange (http://www.sse.com.cn) on June 15, 2019, July 3, 2019, August 20, 2019, December 25, 2020, and January 13, 2021. The duration of this employee stock ownership plan is 60 months, starting from the date when the company announces the transfer of the last underlying stock to the name of the employee stock ownership plan, that is, from August 20, 2019 to August 20, 2024. It will terminate automatically after the expiration of the duration, or may be terminated or extended in advance with the approval of the holders' meeting. This employee stock ownership plan will be unlocked in three phases 12 months from the date when the company announces the transfer of the last underlying stock to the name of the employee stock ownership plan.
After deliberation and approval at the first holders' meeting of the company's first phase of the employee stock ownership plan in 2024 and the 25th meeting of the tenth board of directors, based on the confidence in the company's continued and stable development in the future and the judgment of the company's stock value, it was agreed to extend the duration of the employee stock ownership plan by 12 months, that is, the duration was extended to August 20, 2025. For details, please refer to the "Announcement on Extending the Duration of the First Employee Stock Ownership Plan" disclosed by the company on April 27, 2024 in the company's designated information disclosure media "Shanghai Securities News", "Securities Daily" and the Shanghai Stock Exchange website (http://www.sse.com.cn).
After deliberation and approval at the first holders' meeting of the company's first phase of the employee stock ownership plan in 2025 and the eighth meeting of the 11th board of directors, it was agreed to extend the duration of the employee stock ownership plan for another 12 months, that is, the duration was extended to August 20, 2026. For details, please refer to the "Announcement on Extending the Duration of the First Employee Stock Ownership Plan" disclosed by the company on April 29, 2025 in the company's designated information disclosure media "Shanghai Securities News", "Securities Daily" and the Shanghai Stock Exchange website (http://www.sse.com.cn).
2. Shareholding status of the employee stock ownership plan as of the date of this announcement
As of the disclosure date of this announcement, all shares in the third phase of the employee stock ownership plan have been unlocked, and the duration will expire on August 20, 2026. Currently, the company's first employee stock ownership plan holds 6,718,880 shares, accounting for 0.81% of the total share capital.
3. Duration and termination of employee stock ownership plan
(1) Duration of the employee stock ownership plan
1. The duration of this employee stock ownership plan is 84 months, starting from the date when the company announces the transfer of the last underlying stock to the name of this employee stock ownership plan.
2. The employee stock ownership plan will terminate automatically upon expiration.
All company stocks held by the employee stock ownership plan are sold, and this stock ownership plan can be terminated early.
(2) Disposal of shares after the expiration of the employee stock ownership plan
1. Before the expiration of the duration of the employee stock ownership plan, the duration of the employee stock ownership plan can be extended with the consent of more than 2/3 of the shares held by the holders attending the holder meeting of the employee stock ownership plan and submission to the company's board of directors for review and approval.
2. If the company's stocks held by the employee stock ownership plan cannot be fully liquidated before the expiration of the upper limit of the duration due to suspension of trading of the company's stocks or a short window period, etc., the duration of the employee stock ownership plan can be extended with the consent of more than 2/3 of the shares held by the holders attending the holders' meeting and submission to the board of directors for review and approval.
3. The management committee shall complete the liquidation within 20 working days after the termination of the employee stock ownership plan and distribute the property in proportion to the shares held by the holders.
4. During the existence of the employee stock ownership plan, the management committee may allocate cash in the capital account of the employee stock ownership plan to the holders based on the authorization of the holders’ meeting.
5. After the lock-in period of the employee stock ownership plan expires, when the underlying stocks held by the employee stock ownership plan are sold to obtain cash or other distributable income, the employee stock ownership plan can be distributed in each fiscal year. The management committee will distribute the shares according to the proportion of the holder's shares to the total shares of the stock ownership plan after deducting relevant taxes and plan payables in accordance with the law.
4. Other instructions
The company will continue to pay attention to the progress of the implementation of the employee stock ownership plan and timely fulfill its information disclosure obligations in accordance with relevant laws and regulations. Investors are kindly requested to pay attention to relevant announcements and pay attention to investment risks.
Announcement is hereby made.
Board of Directors of Chengdu Xuguang Electronics Co., Ltd.
February 13, 2026
