Securities code: 688072 Securities abbreviation: Tuojing Technology Announcement No.: 2024-043

Tuojing Technology Co., Ltd.

Announcement of the plan for shareholders and directors and supervisors to reduce their shares through centralized bidding.

the company's board of directors, all directors and relevant shareholders to ensure that the contents of this announcement does not exist any false records, misleading statements or major omissions, and the authenticity, accuracy and completeness of the contents of the legal responsibility.

Important Content Tips:

Basic information on the shareholdings of shareholders and directors and supervisors

As of the disclosure date of this announcement, tuojing Technology Co., Ltd. (hereinafter referred to as "the Company" or "Tuojing Technology") holds more than 5% of the shareholders Jiang Qian and its concerted actors (including CHIANGCHIEN (Jiang Qian), Lu Guangquan, LIUYIJUN (Liu Yijun), LINGFUHUA (Ling Fuhua), WUBIAO (Wu Biao), ZHOUREN (Zhou Ren), SIANCHECYNTHIACHANG (Zhang Xianzhi) and CHANGHSIAO-YUNG (Zhang Xiaoyong) natural persons holding shares in the company, as well as Gongqingchengxin and investment partnership (limited partnership), Gongqingchengxin full investment partnership (limited partnership), Gongqingchengxin Xinlong investment partnership (limited partnership), Gongqingchengxin Xincheng investment partnership (limited partnership), Gongqingchengxin Xinwang investment partnership (limited partnership), Gongqingchengxin Xinsheng investment partnership (limited partnership), Gongqingchengxin Xinyang investment partnership (limited partnership), Shenyang Shengteng investment Management Center (Limited Partnership), Shenyang Shengwang Investment Management Center (Limited Partnership), Shenyang Shengquan Investment Management Center (Limited Partnership), Shenyang Shenglong Investment Management Center (Limited Partnership) 11 corporate employee shareholding platforms, hereinafter collectively referred to as "Jiang Qian and his concerted actors") Total

Holding 31,626,068 shares of the company, accounting for 11.3632 of the total share capital of the company, of which 31,565,832 shares are

The company's pre-IPO shares have not been lifted, and the remaining 60,236 shares are unrestricted tradable shares; Mr. CHANGHSIAO-YUNG (Zhang Xiaoyong), as Jiang Qian and his concerted action person, directly holds 328,560 shares of the company before the initial public offering. The restriction has not been lifted, because the company's 2022 restricted stock incentive plan obtained 60,236 shares, which are unrestricted tradable shares.

Mr. Chen Xinyi, deputy general manager of the company, directly holds 21,904 shares of the company, accounting for 0.0079 of the company's total share capital; Ms. Ning Jianping, deputy general manager of the company, directly holds 21,904 shares of the company, accounting for 0.0079 of the company's total share capital; Ms. Zhao Xi, deputy general manager and secretary of the board of directors, directly holds 35,594 shares of the company,

0.0128 per cent of the company's total share capital; Mr. Yang Xiaoqiang, head of finance, directly holds 6,571 of the company's shares.

shares, accounting for 0.0024 of the total share capital of the company; the sources of shares held by the above-mentioned senior managers are the company's equity incentive.

incentive plan.

The main contents of the centralized bidding reduction plan.

The company recently received CHANGHSIAO-YUNG (Zhang Xiaoyong), Mr. Chen Xinyi, Mr. Ning Jian.

Ms. Ping, Ms. Zhao Xi and Mr. Yang Xiaoqiang respectively issued the "Letter of Intent to Reduce Shareholding", due to personal financial needs,

The above-mentioned reduction of the main plan within 3 months after 15 trading days from the date of disclosure of this announcement, in compliance with the law

Under the premise of the reduction of shares stipulated in the regulations, the total number of shares of the company shall not exceed by means of centralized bidding.

81,728 shares (inclusive), accounting for not more than 1% of the total share capital of the company. The details are as follows:

The basic situation of the main body of the 1.'s centralized bidding.

Name of shareholder Identity of shareholder Number of shares held Percentage of shares currently held Source of shares

(Unit)

CHANG HSIAO-YUNG 5% + Non-IPO Pre-IPO: 328,560 Shares

(Zhang Xiaoyong) A major shareholder 388,796 0.1397 other ways to obtain: 60,236

Unit

Chen Xinyi Directors, Supervisors, Gao 21,904 0.0079% Other ways to obtain: 21,904

Level Management Unit

Ning Jianping Directors, Supervisors, Gao 21,904 0.0079% Other ways to obtain: 21,904

Level Management Unit

Zhao Xi Directors, Supervisors, Gao 35,594 0.0128% Other ways to obtain: 35,594

Level Management Unit

Yang Xiaoqiang Directors, Supervisors, Gao 6,571 0.0024% Other ways to obtain: 6,571

Level Management Unit

Note: All of the above holdings are direct holdings.

There are concerted actors in the above-mentioned reduction subjects:

Name of shareholder Number of shareholdings Percentage of shareholdings Reasons for the formation of a concerted action relationship

(Unit)

Group I Jiang Qian and his concert parties 31,626,068 11.3632 per cent to sign the agreement on concerted action

Total 31,626,068 11.3632-

The above-mentioned shareholders and directors and supervisors have not reduced their shares since the listing of the company.

The main contents of the 2. centralized bidding reduction plan.

Plan to reduce reduction reduction proposed reduction

Name of shareholder Number of plan to reduce shareholding Reduction method Bidding transaction Reduction price Shareholding holding original

(Share) Percentage Holding Period Interval Cause

Source

CHANG

HSIAO-no more than: no more than: auction transaction reduction, 2024/7/15 by market equity individual

YUNG 60,236 shares 0.0216 not exceeding: 60,236 ~ price incentive funds

(Zhang Xiaogu 2024/10/14 Demand

Yong)

No more than: no more than: reduced by auction, 2024/7/15 by market equity individual

Chen Xinyi 5,476 shares 0.0020 not exceeding: 5,476 ~ price incentive funds

Unit 2024/10/14 Demand

No more than: no more than: no less than 2024/7/15 reduction in bidding transactions according to market equity individuals

Ning Jianping 5,476 shares 0.0020% over: 5,476 shares ~ price incentive funds

2024/10/14 Requirements

No more than: no more than: reduced by auction, 2024/7/15 by market equity individual

Zhao Xi 8,898 shares 0.0032% not more than: 8,898 ~ price incentive funds

Unit 2024/10/14 Demand

No more than: no more than: reduced by auction, 2024/7/15 by market equity individual

Yang Xiaoqiang 1,642 shares 0.0006 no more than: 1,642 ~ price incentive funds

Unit 2024/10/14 Demand

During the pre-disclosure period, if the Company's shares are suspended from trading, the actual start of the reduction will be postponed according to the suspension time.

(I) whether the relevant shareholder has other arrangements □ Yes √ No

The majority shareholders of the (II) and the directors and supervisors have previously expressed their views on the proportion of shares held, the number of shares held, the duration of the shares held, the manner in which the shares are reduced, and the manner in which the shares are held,

Whether a commitment has been made on the number of reductions, price of reductions, etc. √ Yes □ No

1. Mr. CHANG HSIAO-YUNG (Zhang Xiaoyong) on his pre-IPO shares

Commitments are as follows:

"(1) I will not transfer or delegate to others for a period of 36 months from the date of listing of the shares of Tuojing Technology.

Management of the shares issued by Tuojing Technology directly or indirectly held by me prior to the issuance and listing (referred to as "First

Pre-issuance shares "), nor is it proposed that Tuojing Technology buy back this portion of the shares.

(2) Three full fiscal years from the date of listing of Tuojing's shares before Tuojing Technology achieves profitability.

Within the time limit, we will not transfer or entrust others to manage the pre-IPO shares held by us, nor will we propose that Tuojing Technology

Repurchase this portion of the shares; within the aforementioned three full fiscal years, after Tuojing Technology has achieved profitability, I may

From the day after the disclosure of Tuojing Technology's annual report for the year and the date of listing of Tuojing Technology's shares.Reduce my holdings of pre-IPO shares from the later of the 36-month expiration date.

(3) Within 6 months after the listing of Tuojing Technology, if the closing price of its shares is low for 20 consecutive trading days.

The issue price of Tuojing Technology's shares at the time of this issuance and listing (referred to as the "issue price", if Tuojing Technology has ex-rights and ex-dividend events such as dividend, share gift, capital reserve conversion and share capital increase after this issuance and listing, the issue price shall be ex-rights and ex-dividend, the same below), or the closing price at the end of the 6 months after listing (if that day is not a trading day, then the first trading day) is the first trading day) is lower than the issue price, the lock-up period of the pre-initial shares held by me will be automatically extended by 6 months.

(4) Within two years after the expiration of the above-mentioned lock-up period, if I reduce my pre-IPO shares, the reduction price shall not be lower than the issue price.

(5) After the expiration of the above lock-up period, during my tenure as a director, supervisor or senior manager of Tuojing Technology, the shares of Tuojing Technology transferred each year shall not exceed 25% of the total number of shares of Tuojing Technology held by me; within half a year after leaving office, I will not transfer the shares of Tuojing Technology held by me.

(6) Within 4 years from the date of expiration of the above lock-up period, the pre-IPO shares transferred by me each year shall not exceed 25% of the total number of pre-IPO shares held by Tuojing Technology when it is listed, and the reduction ratio may be used cumulatively.

(7) If I violate the above commitment or the mandatory provisions of the law to reduce the shares of Tuojing Technology, I promise that the proceeds from the illegal reduction of the shares of Tuojing Technology (hereinafter referred to as the "illegal reduction of the proceeds") will be owned by Tuojing Technology. If I do not turn over the proceeds of the illegal reduction to Tuojing Technology, Tuojing Technology shall have the right to return the amount of cash dividends payable to me equal to the proceeds of the illegal reduction to Tuojing Technology. The above-mentioned share lock-up and reduction price commitment shall not be terminated due to my change of position or resignation.

(8) I will comply with the relevant provisions of the China Securities Regulatory Commission's "Certain Provisions on the Reduction of Shares by Shareholders, Directors, Supervisors and Senior Executers of Listed Companies", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", and "Shanghai Stock Exchange Listed Companies Shareholders, Directors, Supervisors, and Senior Management Implementation Rules for the Reduction of Shares."

2. The commitments of Jiang Qian and his concert parties regarding the intention to hold shares and the intention to reduce their holdings are as follows:

"(1) Conditions for reduction of shares

I/the Company will strictly follow the prospectus for the initial public offering of shares and the undertakings issued by the Company.

The company shall not reduce its holdings of shares in Tuojing Technology during the lock-up period in accordance with the requirements of the lock-up period, and strictly abide by the provisions of relevant laws, regulations, normative documents and regulatory requirements.

(2) The manner in which the shares are reduced.

After the expiration of the lock-up period, if I/the company intends to reduce the shares of Tuojing Technology, I/the company shall reduce the holdings in accordance with relevant laws and regulations and the rules of the Shanghai Stock Exchange, and do not violate the commitments made by me/the company. Including but not limited to centralized bidding transactions in the secondary market, block transactions, agreement transfers, etc.

(3) Price of reduced shares

The price of the shares held by me/the enterprise shall be determined according to the secondary market price at that time, and shall comply with the relevant laws and regulations and the rules of Shanghai Stock Exchange.

(4) Term of share reduction

After the expiration of the lock-up period (including the extended lock-up period) of the shares of Tuojing Technology held by me/the Company, when the number of shares of Tuojing Technology held by me/the Company and Jiang Qian and their concerted actors accounts for not less than 5% of the total shares of Tuojing Technology, and when I/the Company reduces the shares of Tuojing Technology held by me/the Company, tuojing Technology shall be notified in writing of the intention to reduce its holdings and the number of shares to be reduced in advance, and Tuojing Technology shall announce it in a timely manner. After 3 trading days from the date of the announcement of Tuojing Technology, I/the company can reduce The shares of Tuojing Technology shall be completed within 6 months from the date of announcement, and the information disclosure obligations shall be performed in a timely and accurate manner in accordance with the rules of the stock exchange.

(5) Comply with relevant provisions of relevant laws, regulations, rules and regulations at that time

In the event of my/the Company's/the Company's reduction, I/the Company will also comply with the relevant laws, regulations and rules that I/the Company shall comply with at that time, as well as the relevant provisions of the CSRC or the exchange on which Tuojing Technology is listed on the Company's stock exchange regarding the reduction of shareholders' shares.

(6) Strict implementation of the above commitments

I/the Company will strictly fulfill the above commitments and, if I fail to do so, will be liable in accordance with the regulations of the CSRC and the stock exchange."

Whether the proposed reduction is consistent with previously disclosed commitments √ Yes □ No

Whether the (III) is a company that was not profitable at the time of listing, its controlling shareholder, de facto controller, director, supervisor

matter, senior management's proposed reduction of pre-IPO shares □ Yes √ No

Other matters required by the (IV)

The above-mentioned reduction subjects do not have the circumstances stipulated in Articles 5 to 9 of the "Shanghai Stock Exchange's Self-Regulatory Guidelines for Listed Companies No. 15-Shareholding Reduction by Shareholders, Directors, Supervisors, and Senior Management.

3. controlling shareholder or de facto controller reduces pre-IPO shares

Whether the controlling shareholder or the actual controller intends to reduce the pre-IPO shares □ Yes √ No

Risk tips related to the 4. centralized bidding reduction plan.

The risk of uncertainty in the implementation of the (I) reduction plan, such as the prerequisites for the implementation of the plan, the restrictive conditions and the specific circumstances under which the relevant conditions are achieved or eliminated.

This reduction plan is the reduction of the above-mentioned shareholders due to personal capital needs. During the reduction period, shareholders will choose whether and how to implement the reduction plan based on market conditions, the company's stock price and other factors. The number and price of the reduction are uncertain. Investors are requested to pay attention to investment risks.

Whether the implementation of the (II) reduction plan may lead to the risk of a change in control of the listed company.

(III) other risk tips

This reduction does not violate the "the People's Republic of China Securities Law", "Administrative Measures for the Acquisition of Listed Companies", "Interim Measures for the Administration of Shareholding Reduction by Shareholders of Listed Companies", "Management Rules for the Company's Shares Held by Directors, Supervisors and Senior Management of Listed Companies and Their Changes", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Self-Regulatory Guidelines No. 15-Shareholding Reduction by Shareholders, Directors, Supervisors, Senior Management" regulations and normative documents.

The company will continue to pay attention to the implementation of the shareholder reduction plan, in accordance with laws and regulations to fulfill the obligation of information disclosure in a timely manner. Please the majority of investors rational investment, pay attention to investment risk.

It is hereby announced.

Board of Directors of Tuojing Technology Co., Ltd.

22 June 2024