Today's Information |
Provided by: Innodisk Corporation | |||||
SEQ_NO | 2 | Date of announcement | 2022/08/05 | Time of announcement | 18:56:25 |
Subject | The board of directors ratified the amendments to the "2022 the first time Employee stock option issuance and stock subscription methods " | ||||
Date of events | 2022/08/05 | To which item it meets | paragraph 11 | ||
Statement | 1.Date of occurrence of the event:2022/08/05 2.Date of the original announcement and reporting:2022/07/06 3.Summary of the content originally announced and reported: The board of directors ratified the amendments to the "2022 the first time Employee stock option issuance and stock subscription methods " 4.Reason for change and its main content: (1)To meet the requirements of the Financial Supervisory Commission, the amendments to the "2022 the first time Employee stock option issuance and stock subscription methods " (2)Content before modification: III、Eligibility criteria for optionees: (II) The actual number of shares recognized by an employee will be determined by the Chairman after approval by the Chairman and with the consent of the Board of Directors, taking into account the individual work performance, overall contribution, special merit or other conditions for reference in management, etc., except that the identity of the director or manager on the list of recognized shareholders shall be approved by the Remuneration Committee; If the list of shareholders is not a manager, it is necessary to obtain the consent of the Audit Committee before submitting the board resolution. VII、Adjustment of subscription price: (I)After the stock warrants are issued, except for the issuance of common shares upon conversion of all securities with conversion rights or subscription rights for common shares, or new shares issued as employee bonuses, if there is any change to the Company's no. of common shares (including cash capital increase, capital increase by earnings, capital increase by capital surplus, merger or transfer of new shares issued by other companies, stock divide, participation in overseas depositary receipts through cash capital increase, etc.), the subscription price shall be adjusted in accordance with the following formula (rounded up to the nearest tenth of one New Taiwan Dollar): Adjusted subscription price = Subscription price prior to adjustment * [no. of issued shares + (paid purchase price per share * no. of newly issued shares) ÷ current price per share] / (no. of issued shares + no. of newly issued shares) (1)No. of issued shares refers to total no. of issued common shares minus the no. of treasury shares repurchased by the Company but not transferred or canceled. (2)In the event of gratuitous distribution of shares or stock divide , the paid purchase price per share shall be zero. (3)If the adjusted subscription price is higher than the subscription price prior to adjustment, the subscription price shall not be adjusted. (4)In the event of merger or issuance of new shares for transfer of shares from other company, the paid purchase price per share shall be the average closing price of the common shares of the Company 30 business days prior to the record date of merger or transfer of shares from other company. (5)The hourly price per share shall be determined by the simple arithmetic average of the closing price of common stock calculated one by one of the division basis date, the order basis date or the one,300 or five trading days before the stock split benchmark date. (II)In the event of a decrease in the number of issued common share After the stock warrants are issued, the subscription price shall be subject to adjustment in accordance with the following formula in case that the reduction in no. of common shares is not caused by capital reduction through cancellation of treasury shares (the adjusted subscription shall be rounded down to the nearest tenth of one New Taiwan Dollar): Capital reduction to offset losses: Adjusted subscription price = Subscription price prior to adjustment × (no. of issued shares before capital reduction ÷ no. of issued shares after capital reduction) Capital reduction with cash payment: Adjusted subscription price = (Subscription price prior to adjustment - cash refund per share) × (no. of issued shares before capital reduction ÷ no. of issued Shares after capital reduction) (1) The number of issued shares refers to the total number of issued shares (including private ) of common stock, and the number of treasury shares bought by the Company but not yet sold or transferred shall be deducted. (3)Modified content: III、Eligibility criteria for optionees: (II) The actual number of shares recognized by an employee will be determined by the Chairman after approval by the Chairman and with the consent of the Board of Directors, taking into account the taking into account length of service, grade, work performance, overall contribution, special merit or other conditions for reference in management, etc., except that the identity of the director or manager on the list of recognized shareholders shall be approved by the Remuneration Committee; If the list of shareholders is not a manager, it is necessary to obtain the consent of the Audit Committee before submitting the board resolution. The nomination and grant of the number of the Options shall be subject to the satisfaction of the following performance criteria that such employee: a.scores above the average during annual performance review. b.has outstanding job performance in assigned projects or makes significant contribution to the Company. c.has been recommended by the heads of his/her department for contributing to the operation and future development of the ompany. d.possesses specialized working skills, know-how and knowledge equires by the Company. @VII、Adjustment of subscription price: (I)After the stock warrants are issued, except for the issuance of common shares upon conversion of all securities with conversion rights or subscription rights for common shares, or new shares issued as employee bonuses, if there is any change to the Company's no. of common shares (including cash capital increase, capital increase by earnings, capital increase by capital surplus, merger or transfer of new shares issued by other companies, stock divide, participation in overseas depositary receipts through cash capital increase, etc.), the subscription price shall be adjusted in accordance with the following formula (rounded up to the nearest tenth of one New Taiwan Dollar): Adjusted subscription price = Subscription price prior to adjustment * [no. of issued shares + (paid purchase price per share * no. of newly issued shares) ÷ current price per share] / (no. of issued shares + no. of newly issued shares) Change of the par value of shares: Adjusted exercise price = Exercise price prior to adjustment * (total number of outstanding shares before change of the par value of shares ÷total number of outstanding shares after change of the par value of shares) (1)No. of issued shares refers to total no. of issued common shares minus the no. of treasury shares repurchased by the Company but not transferred or canceled. (2)In the event of gratuitous distribution of shares or stock divide , the paid purchase price per share shall be zero. (3)If the adjusted subscription price is higher than the subscription price prior to adjustment, the subscription price shall not be adjusted. (4)In the event of merger or issuance of new shares for transfer of shares from other company, the paid purchase price per share shall be the average closing price of the common shares of the Company 30 business days prior to the record date of merger or transfer of shares from other company. (5)The hourly price per share shall be determined by the simple arithmetic average of the closing price of common stock calculated one by one of the division basis date, the order basis date or the one,300 or five trading days before the stock split benchmark date. (II)In the event of a decrease in the number of issued common share After the stock warrants are issued, the subscription price shall be subject to adjustment in accordance with the following formula in case that the reduction in no. of common shares is not caused by capital reduction through cancellation of treasury shares (the adjusted subscription shall be rounded down to the nearest tenth of one New Taiwan Dollar): Capital reduction to offset losses: Adjusted subscription price = Subscription price prior to adjustment × (no. of issued shares before capital reduction ÷ no. of issued shares after capital reduction) Capital reduction with cash payment: Adjusted subscription price = (Subscription price prior to adjustment - cash refund per share) × (no. of issued shares before capital reduction ÷ no. of issued Shares after capital reduction) Change of the par value of shares: Adjusted exercise price = Exercise price prior to adjustment * (total number of outstanding shares before change of the par value of shares ÷total number of outstanding shares after change of the par value of shares) (1) The number of issued shares refers to the total number of issued shares (including private ) of common stock, and the number of treasury shares bought by the Company but not yet sold or transferred shall be deducted. 5.Impact on the Company's finance and business after the change:None. 6.Any other matters that need to be specified:None. |
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Innodisk Corporation published this content on 05 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 August 2022 11:05:09 UTC.