Stock code: 688521 Stock abbreviation: VeriSilicon Announcement No.: 2024-045

VeriSilicon Microelectronics (Shanghai) Co., Ltd

About the 2020 Restricted Stock Incentive Plan

Announcement of the vesting results of some restricted shares and the listing of shares

The board of directors and all directors of the company guarantee that there is no false record, misleading statement or material omission in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.

Important Content Notes:

The type of stock listing is equity incentive shares; The stock subscription method is offline, and the number of listed shares is

443,850 shares.

The total number of shares outstanding in this listing is 443,850.

The listing date of this stock is November 27, 2024.

According to the relevant business rules of the China Securities Regulatory Commission, the Shanghai Stock Exchange and the Shanghai Branch of China Securities Depository and Clearing Co., Ltd., part of the restricted shares of the company's 2020 restricted stock incentive plan are vested

The vesting registration procedures were completed on November 20, 2024, and the registration has been received from the China Securities Depository and Clearing Corporation Limited

Certificate of Securities Change Registration issued by Hai Branch. The relevant situation is hereby announced as follows:

1. The decision-making procedures and related information disclosure of the vesting of restricted shares

1. On December 2, 2020, the company held the 14th meeting of the first board of directors and deliberated and approved the "Guan

During the deliberation of the < > and summary of the 2020 Restricted Stock Incentive Plan (Draft) of VeriSilicon Microelectronics (Shanghai) Co., Ltd.", "Proposal on Reviewing < > of the Measures for the Implementation of the Assessment and Management Measures of the 2020 Restricted Stock Incentive Plan of VeriSilicon Microelectronics (Shanghai) Co., Ltd.", "Proposal on Requesting the General Meeting of Shareholders to Authorize the Board of Directors to Handle Matters Related to the 2020 Restricted Stock Incentive Plan" and other proposals related to the incentive plan. The independent directors of the company expressed their independent opinions on the proposals related to the incentive plan.

On the same day, the company held the ninth meeting of the first board of supervisors, which deliberated and approved the "Proposal on Reviewing < > and Summary of VeriSilicon Microelectronics (Shanghai) Co., Ltd. 2020 Restricted Stock Incentive Plan (Draft)", "Proposal on Reviewing < > of the Implementation Assessment and Management Measures for VeriSilicon Microelectronics (Shanghai) Co., Ltd. 2020 Restricted Stock Incentive Plan", and "Proposal on Reviewing the List of Incentive Recipients Granted for the First Time < VeriSilicon Microelectronics (Shanghai) Co., Ltd. 2020 Restricted Stock Incentive Plan>and other proposals related to this incentive plan. The Board of Supervisors of the Company verified the relevant matters of this incentive plan and issued relevant verification opinions.

2. On December 3, 2020, the company disclosed on the website of the Shanghai Stock Exchange (www.sse.com.cn).

According to the "Announcement on the Public Solicitation of Proxy Voting Rights by Independent Directors" (Announcement No.: 2020-018), according to the entrustment of other independent directors of the company, Mr. Li Chen, an independent director, as the solicitor, solicited voting rights from all shareholders of the company on the proposals related to the incentive plan deliberated at the second extraordinary general meeting of shareholders in 2020.

3. From December 3, 2020 to December 12, 2020, the company intends to incentivize the objects of this incentive plan

Names and positions are publicly announced within the company. During the publicity period, the board of supervisors of the company did not receive the incentive plan

of the incentive object. On December 15, 2020, the company was listed on the website of the Shanghai Stock Exchange

(www.sse.com.cn) Disclosed the "Explanation and Verification Opinions of the Board of Supervisors on the Announcement and Verification Opinions of the Board of Supervisors on the List of Incentive Recipients Granted for the First Time in the Company's 2020 Restricted Stock Incentive Plan" (Announcement No.: 2020-020).

4. On December 22, 2020, the company held the second extraordinary general meeting of shareholders in 2020 to review and approve

The "Proposal on the Review of the >< VeriSilicon Microelectronics (Shanghai) Co., Ltd. 2020 Restricted Stock Incentive Plan (Draft) and its Summary" and the "Proposal on the Review and Management Measures for the Implementation of the 2020 Restricted Stock Incentive Plan of VeriSilicon Microelectronics (Shanghai) Co., Ltd. < >"Proposal on Authorizing the Board of Directors to Handle Matters Related to the 2020 Restricted Stock Incentive Plan".

5. On December 23, 2020, the company disclosed on the website of the Shanghai Stock Exchange (www.sse.com.cn).

"Self-inspection Report on the Trading of Company Shares by Insiders and Incentive Recipients of the 2020 Restricted Stock Incentive Plan" (Announcement No.: 2020-022).

6. On December 25, 2020, the company held the fifteenth meeting of the first board of directors and the first board of supervisors

At the 10th meeting, the "Proposal on Adjusting Matters Related to the 2020 Restricted Stock Incentive Plan" and "Proposal on Granting Restricted Shares to Incentive Recipients for the First Time" were deliberated and approved. The independent directors of the company expressed their independent opinions on the aforesaid matters, and the board of supervisors verified the aforesaid matters and issued verification opinions.

7. On August 3, 2021, the company held the 21st meeting of the first board of directors and the first board of supervisors

At the 13th meeting, the "Proposal on Granting Reserved Restricted Shares to Incentive Recipients" was deliberated and approved. The independent directors of the company expressed their independent opinions on the aforesaid matters, and the board of supervisors verified the aforesaid matters and issued verification opinions.

8. On December 20, 2021, the company held the 27th meeting of the first board of directors and the first supervisors

At the 17th meeting, the "Proposal on Granting Reserved Part of Restricted Shares to Incentive Recipients" was deliberated and approved. The independent directors of the company expressed their independent opinions on the aforesaid matters, and the board of supervisors verified the aforesaid matters and issued verification opinions.

9. On February 10, 2023, the company held the fifth meeting of the second board of directors and the second board of supervisors

At the fourth meeting, the "Proposal on the Achievement of the Vesting Conditions of the First Vesting Period of the Company's 2020 Restricted Stock Incentive Plan for the First Time" and "Proposal on the Cancellation of Part of the Restricted Shares Granted but Not Vested under the 2020 Restricted Stock Incentive Plan" and other related proposals were deliberated and passed. The independent directors of the company expressed their independent opinions on the above-mentioned proposals, and the board of supervisors verified the above-mentioned matters and issued verification opinions.

10. On August 2, 2023, the company held the ninth meeting of the second board of directors and the second board of supervisors

At the eighth meeting, the "Proposal on the Cancellation of Part of the Restricted Shares Granted but Not Vested under the 2020 Restricted Stock Incentive Plan" and "The Proposal on the Achievement of the Vesting Conditions for the First Batch of the First Vesting Period of the Company's 2020 Restricted Stock Incentive Plan" were deliberated and approved. The independent directors of the company expressed their independent opinions on the above-mentioned proposals, and the board of supervisors verified the above-mentioned matters and issued verification opinions.

11. On December 25, 2023, the company held the twelfth meeting of the second board of directors and the second supervisor

At the 11th meeting of the board of directors, the "Proposal on the Cancellation of Part of the Restricted Shares Granted but Not Vested under the 2020 Restricted Stock Incentive Plan", "Proposal on the Achievement of the Vesting Conditions of the Second Vesting Period of the First Grant of the Company's 2020 Restricted Stock Incentive Plan", "Proposal on the Achievement of the Vesting Conditions of the Second Batch of the First Vesting Period Reserved for the Grant of the Company's 2020 Restricted Stock Incentive Plan" and other related proposals. The independent directors of the company expressed their independent opinions on the above-mentioned proposals, and the board of supervisors verified the above-mentioned matters and issued verification opinions.

12. On August 8, 2024, the company held the 16th meeting of the second board of directors and the second board of supervisors

At the 14th meeting, the "Proposal on the Achievement of the Vesting Conditions for the First Batch of the Second Vesting Period Reserved for the Grant of the Company's 2020 Restricted Stock Incentive Plan" and "On the Cancellation of the 2020 Restricted Stock Incentive Plan" were deliberated and approved

plan, the proposal of some restricted shares that have been granted but not yet vested under the 2022 restricted stock incentive plan" and other related proposals. The independent directors of the company expressed their independent opinions on the above-mentioned proposals, and the board of supervisors verified the above-mentioned matters and issued verification opinions.

2. The basic situation of the vesting of restricted shares

(1) The number of shares vested this time

1. The second vesting period of the restricted stock incentive plan in 2020 will be granted for the first time

The amount of vesting that has been granted This vesting The number of vestings has accounted for the number of vestments

Serial Number Name Position Number of Restricted Shares Number (10,000 Restricted Shares Granted

(10,000 shares) shares) The proportion of the total number of votes

1. Senior management personnel and core technical personnel

1. Senior management and core technical personnel 41.0000 - 0.00%

2. Other incentive recipients

Technical backbone personnel (239 people) 118.3000 20.3600 17.21%

Key personnel (20 people) 68.1000 10.6250 15.60%

Total (259 people) 227.4000 30.9850 13.63%

2. The 2020 restricted stock incentive plan is reserved for granting the second vesting period of the first batch

The amount of vesting that has been granted This vesting The number of vestings has accounted for the number of vestments

Serial Number Name Position Number of Restricted Shares Number (10,000 Restricted Shares Granted

(10,000 shares) shares) The proportion of the total number of votes

Technical backbone personnel (30 people) 19.7000 3.7750 19.16%

Key personnel (8 people) 10.2000 1.2250 12.01%

Total (38 people) 29.9000 5.0000 16.72%

3. The 2020 restricted stock incentive plan is reserved for granting the first vesting period of the second batch

The number of vestings that have been granted is accounted for

Serial Number Name Position Number of Institutional Shares Number of Vesting Restrictions Granted

(10,000 shares) Volume (10,000 shares) The ratio of the total number of shares

example

1. Senior management personnel and core technical personnel

1. Senior management and core technical personnel 5.0000 - 0.00%

2. Other incentive recipients

Technical backbone personnel (15 people) 18.6000 7.4000 39.78%

Business backbone personnel (1 person) 8.0000 1.0000 12.50%

Total (16 people) 31.6000 8.4000 26.58%

(2) The source of the vested shares

The source of the vested shares is the company's directional issuance of A-share ordinary shares to the incentive recipients.

(3) The number of people who belong to it

The number of incentive recipients is 307.

3. The listing and circulation arrangements and changes in the share capital of the restricted shares

(1) The listing and circulation date of the vested shares: November 27, 2024

(2) The number of shares listed and circulated this time: 443,850 shares

(3) Restrictions on the sale and transfer of shares vested by directors and senior managers

The company's directors and senior managers are not involved in the incentive objects of the vesting of restricted shares.

(4) Changes in share capital

Unit: shares

Before This change After the change

Total share capital 499,911,232 443,850 500,355,082

Since the total share capital of the Company has increased from 499,911,232 shares to 500,355,082 shares after the vesting of restricted shares, the Company has no actual controller, and this vesting will not have an impact on the control of the Company. 4. Capital verification and share registration

Zhonghui Certified Public Accountants (Special General Partnership) issued the Capital Verification Report of VeriSilicon Microelectronics (Shanghai) Co., Ltd. (Zhonghui Hui Yan [2024] No. 10555) to verify the capital contribution of some restricted shares of the company's 2020 restricted stock incentive plan that meet the vesting conditions. Validated, as of 2024

As of November 6, the company actually had a total of 307 incentive recipients participating in the attribution, and received a total of 17,100,138.91 funds

RMB, of which the investment amount was RMB17,100,138.91, the share capital increased by RMB443,850.00, and the capital reserve was increased

RMB16,657,690.50 and an exchange loss of RMB1,401.59.

On November 20, 2024, part of the restricted shares vested in the company's 2020 restricted stock incentive plan

The share registration procedures have been completed, and the Shanghai Branch of China Securities Depository and Clearing Corporation Limited has issued the "Securities Change Registration Certificate".

5. The impact of the new shares after the vesting on the latest financial report

According to the company's third quarter report of 2024, the company realized the realization of attributable to shareholders of listed companies from January to September 2024

The net profit was -395,858,494.37 yuan, and the company's basic earnings per share from January to September 2024 was -0.79 yuan/share; This time

After vesting, based on the total share capital of 500,355,082 shares after vesting, the company's basic earnings per share from January to September 2024 will be diluted accordingly under the condition that the net profit attributable to shareholders of the listed company remains unchanged.

The number of restricted shares vested this time is 443,850 shares, accounting for about 0.09% of the company's total share capital before vesting, which will not have a significant impact on the company's latest financial position and operating results.

The announcement is hereby made.

Board of Directors of VeriSilicon Microelectronics (Shanghai) Co., Ltd

November 23, 2024