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Rockchip Electronics Co., Ltd. Announcement on the Results of the First Quarter 2026 Self-Exercise of Equity Incentive Plan and Share Changes
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Stock code: 603893 Stock abbreviation: 瑞芯微 Announcement No.: 2026-012
Recore Microelectronics Co., Ltd.
Announcement on the Results of Independent Exercise of the Equity Incentive Plan in the First Quarter of 2026 and Changes in Share Holdings
The board of directors of the Company and all directors warrant that the contents of this announcement do not contain any false records, misleading statements, or material omissions, and they assume legal responsibility for the truthfulness, accuracy, and completeness of the contents.
Key Points:
● The number of shares exercised this time: The total number of shares exercised by and for which share transfer registration has been completed by incentive participants in the first quarter of 2026 under (i) Recore Microelectronics Co., Ltd.’s 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan and (ii) the 2024 Stock Option and Restricted Stock Incentive Plan, is 45,600 shares. Of these:
1、2022 Second Tranche Stock Option and Restricted Stock Incentive Plan
The number of stock options that may be exercised in the second exercise period for the first grant under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan is 568,500 option units. The actual exercise period is from May 26, 2025 to May 25, 2026. The exercise method is independent exercise. In the first quarter of 2026, the number of shares for which the incentive participants exercised and completed share transfer registration is 22,600 shares, accounting for 3.98% of the total stock options available for exercise in that period. As of March 31, 2026, the cumulative number of stock options exercised in the second exercise period for the first grant and for which share transfer registration has been completed is 565,800 option units, accounting for 99.53% of the total stock options available for exercise in that period.
2、2024 Stock Option and Restricted Stock Incentive Plan
The number of stock options that may be exercised in the first exercise period for the first grant under the 2024 Stock Option and Restricted Stock Incentive Plan is 1,428,600 option units. The actual exercise period is from May 15, 2025 to March 14, 2026. The exercise method is independent exercise. In the first quarter of 2026, the number of shares for which the incentive participants exercised and completed share transfer registration is 23,000 shares, accounting for 1.61% of the total stock options available for exercise in that period. As of March 31, 2026, the cumulative number of stock options exercised in the first exercise period for the first grant and for which share transfer registration has been completed is 1,428,600 option units, accounting for 100.00% of the total stock options available for exercise in that period.
● The listing and trading circulation time for the shares exercised this time: Both the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan and the 2024 Stock Option and Restricted Stock Incentive Plan adopt the independent exercise method. Shares obtained by incentive participants upon exercise may be listed and traded on the second trading day (T+2) after the exercise date (T).
I. Decision-making procedures for the exercise of stock options this time and relevant information disclosure
(I) 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan
1、On November 24, 2022, the Company held the 17th meeting of the Third Session of the Board of Directors and the 17th meeting of the Third Session of the Board of Supervisors, respectively, and considered and approved the proposal on the “Recore Microelectronics Co., Ltd. 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan (Draft)” and its summary, as well as related matters. The independent directors of the Company issued independent opinions on matters related to this equity incentive plan. The board of supervisors verified matters related to this equity incentive plan and issued corresponding verification opinions.
2、On December 13, 2022, the Company convened the third extraordinary general meeting of shareholders in 2022 and considered and approved the proposal on the “Recore Microelectronics Co., Ltd. 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan (Draft)” and its summary, as well as related matters.
3、On April 21, 2025, the Company held the 4th meeting of the Fourth Session of the Board of Directors and the 4th meeting of the Fourth Session of the Board of Supervisors, respectively, and considered and approved the proposal on whether the exercise conditions for the second exercise period of the first grant under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan are met. The board of supervisors issued verification opinions on the relevant matters. The Company agreed to handle, for 117 incentive participants who meet the exercise conditions, the relevant matters for exercising stock options in the second exercise period; the number of options exercisable is 568,500 option units, and the exercise method is independent exercise.
(II) 2024 Stock Option and Restricted Stock Incentive Plan
1、On February 28, 2024, the Company held the 27th meeting of the Third Session of the Board of Directors and the 25th meeting of the Third Session of the Board of Supervisors, respectively, and considered and approved the proposal on the “Recore Microelectronics Co., Ltd. 2024 Stock Option and Restricted Stock Incentive Plan (Draft)” and its summary, as well as related matters. The independent directors of the Company issued independent opinions on matters related to this equity incentive plan. The board of supervisors verified matters related to this equity incentive plan and issued corresponding verification opinions.
2、On March 15, 2024, the Company convened its first extraordinary general meeting of shareholders in 2024 and considered and approved the proposal on the “Recore Microelectronics Co., Ltd. 2024 Stock Option and Restricted Stock Incentive Plan (Draft)” and its summary, as well as related matters.
3、On April 21, 2025, the Company held the 4th meeting of the Fourth Session of the Board of Directors and the 4th meeting of the Fourth Session of the Board of Supervisors, respectively, and considered and approved the proposal on whether the exercise conditions for the first exercise period and the解除限售 conditions for the first lock-up period under the 2024 Stock Option and Restricted Stock Incentive Plan for the first grant are met. The board of supervisors issued verification opinions on the relevant matters. The Company agreed to handle, for 281 incentive participants who meet the exercise conditions, the relevant matters for exercising stock options in the first exercise period; the number of options exercisable is 1,428,600 option units, and the exercise method is independent exercise.
II. Basic information regarding the exercise under this equity incentive plan
(I) Number of shares exercised by incentive participants
1、Number of shares to be exercised in the second exercise period for the second tranche granted to incentive participants under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan
■
2、Number of shares to be exercised in the first exercise period for the first grant to incentive participants under the 2024 Stock Option and Restricted Stock Incentive Plan
■
(II) Sources of shares for this exercise
All shares to be exercised this time are shares issued by the Company to incentive participants via targeted issuance.
(III) Number of exercise participants
Under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan, the number of participants eligible to exercise in the second tranche is 117. In the first quarter of 2026, 8 participants participated in the exercise and completed the registration.
Under the 2024 Stock Option and Restricted Stock Incentive Plan, the number of participants eligible to exercise in the first tranche is 281. In the first quarter of 2026, 9 participants participated in the exercise and completed the registration.
III. Arrangements for listing and trading of the shares exercised under this equity incentive plan and changes in the share capital structure
(I) The listing and trading date for the shares exercised this time
Both the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan and the 2024 Stock Option and Restricted Stock Incentive Plan adopt the independent exercise method. Shares obtained by incentive participants upon exercise may be listed and traded on the second trading day (T+2) after the exercise date (T).
(II) Number of shares to be listed and traded for this exercise
In the first quarter of 2026, the total number of shares to be listed and traded for the stock options exercised under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan and the 2024 Stock Option and Restricted Stock Incentive Plan is 45,600 shares.
(III) Lock-up and transfer restrictions on shares exercised by directors and senior management
If the incentive participant is a director or senior management personnel of the Company, the transfer of the Company’s shares held by such participant shall comply with relevant provisions of laws and regulations including the Company Law, the Securities Law, and the management rules on the shares held by directors and senior management personnel of listed companies and their changes.
(IV) Changes in the share capital structure
Unit: shares
■
After this change in shares, the Company’s actual controller has not changed.
IV. Share registration details and use plan for raised funds
In the first quarter of 2026, under the 2022 Second Tranche Stock Option and Restricted Stock Incentive Plan and the 2024 Stock Option and Restricted Stock Incentive Plan, shares resulting from independent exercise have, at the China Securities Depository and Clearing Co., Ltd. Shanghai Branch, been cumulatively transferred and registered in a total number of 45,600 shares. A total of RMB 2,585,770.00 has been raised. Such raised funds will be used to supplement the Company’s working capital.
V. Impact of the newly added shares after this exercise on the most recent financial reports
This exercise does not constitute a material impact on the Company’s financial position or operating results.
This announcement is hereby given.
Board of Directors of Recore Microelectronics Co., Ltd.
April 2, 2026
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