GOLDWIND SCIENCE&TECHNOLOGY CO., LTD. — Share Issue/Capital Change 2025

Sep 24, 2025

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

GOLDWIND SCIENCE&TECHNOLOGY CO., LTD.*

金風科技股份有限公司

(a joint stock limited liability company incorporated in the People's Republic of China)

(Stock Code: 02208)

ANNOUNCEMENT ON

ADJUSTMENT OF THE GRANT PRICE OF THE RESTRICTED SHARE INCENTIVE SCHEME AND

THE GRANT OF RESERVED RESTRICTED SHARES TO PARTICIPANTS UNDER THE RESTRICTED SHARE INCENTIVE SCHEME

ADJUSTMENT OF THE GRANT PRICE OF THE RESTRICTED SHARE INCENTIVE SCHEME

According to the relevant provisions of the Restricted Share Incentive Scheme, the grant price for the Restricted Shares under the Incentive Scheme of the Company (including the reserved grant portion) is RMB4.09 per share. In the event that, from the date of the announcement on the Incentive Scheme to the registration of the Restricted Shares by the Participants, any issue of shares by capitalisation issue, bonus issue, sub-division, rights issue, consolidation of shares or dividend distribution has been made by the Company, an adjustment to the grant price of Restricted Shares shall be made by the Company accordingly.

At present, the Company's 2024 annual equity distribution plan has been completed. In accordance with the Management Measures for Share Incentives of Listed Companies, the Restricted Share Incentive Scheme and other relevant regulations, the grant price of the Restricted Shares shall be adjusted.

THE GRANT OF RESERVED RESTRICTED SHARES TO PARTICIPANTS UNDER THE RESTRICTED SHARE INCENTIVE SCHEME

Given that the condition for the reserved grant of the Incentive Scheme has been fulfilled, the Board, in accordance with the authority of the EGM and the relevant provisions of the Restricted Share Incentive Scheme, has determined that the reserved grant date of the Incentive Scheme shall be 24 September 2025, and 2,828,173 Restricted Shares have been granted to 52 Participants at the Grant Price of RMB3.95 per share.

---

2

ADJUSTMENT OF GRANT PRICE OF THE RESTRICTED SHARE INCENTIVE SCHEME

References are made to the announcement dated 23 September 2024, the circular dated 31 October 2024 (the “Circular”), the poll results announcement of the fourth extraordinary general meeting dated 19 November 2024 (the “EGM”) and the announcement dated 13 December 2024 of GOLDWIND SCIENCE&TECHNOLOGY CO., LTD.* (the “Company”), in connection with, among other things, the adoption of the 2024 A Share Restricted Share Incentive Scheme by the Company. Capitalised terms used in this announcement shall have the same meanings as defined in the Circular unless otherwise defined.

I. Reason and Method for The Adjustment

According to the relevant provisions of the Restricted Share Incentive Scheme, the grant price of the Restricted Shares under the Incentive Scheme of the Company (including the reserved grant portion) is RMB4.09 per share. In the event that, from the date of the announcement on the Incentive Scheme to the registration of the Restricted Shares by the Participants, any issue of shares by capitalisation issue, bonus issue, sub-division, rights issue, consolidation of shares or dividend distribution has been made by the Company, an adjustment to the grant price of Restricted Shares shall be made by the Company accordingly.

The Company’s 2024 annual equity distribution plan is as follows: based on the total share capital of 4,222,239,474 shares of the Company, namely total share capital of 4,225,067,647 shares, deducting 2,828,173 shares in the special securities account for repurchase of the Company, a cash dividend of RMB1.40 (tax inclusive) per every 10 shares will be distributed to all shareholders. At present, the Company’s 2024 annual equity distribution plan has been implemented.

Based on the above and in accordance with the Management Measures for Share Incentives of Listed Companies, the Restricted Share Incentive Scheme and other relevant regulations, the grant price of the Restricted Shares shall be adjusted as follows:

Basis for Adjustment

$$
P = P_0 - V
$$

Where: $P_0$ is the grant price before adjustment; $V$ is the dividend amount per share; $P$ is the grant price after adjustment. After the dividend adjustment, $P$ must still be greater than 1.

According to the above adjustment method, the adjusted grant price under the Incentive Scheme is:

$$
P = 4.09 - 0.14 = \text{RMB3.95} \text{ per share}.
$$

According to the authorisation of the EGM, the adjustment falls within the scope of authorised matters and can be approved by the Board without the need to be submitted to the general meeting of shareholders for consideration.

---

3

II. Impact of the Adjustment on the Company

The Company’s adjustment to the grant price is due to the implementation of the 2024 annual equity distribution plan and will not materially affect the Company’s financial position and results of operations.

THE GRANT OF RESERVED RESTRICTED SHARES TO PARTICIPANTS UNDER THE RESTRICTED SHARE INCENTIVE SCHEME

I. The Description of Satisfaction of the Grant Conditions of the Restricted Share Incentive Scheme

Under the Restricted Share Incentive Scheme, Restricted Shares may be granted to the Participants by the Company upon satisfaction of all of the following conditions. In other words, Restricted Shares cannot be granted to the Participants if any of the following conditions of grant is not satisfied.

(I) There is no occurrence of any of the following events on the part of the Company:

1. issue of an auditors’ report with adverse opinions or which indicates an inability to give opinions by a certified public accountant with respect to the financial report of the Company for its most recent accounting year;
2. issue of an auditors’ report with adverse opinions or which indicates an inability to give opinions by a certified public accountant with respect to the internal control of the financial report of the Company for its most recent accounting year;
3. failure to conduct profit distribution in accordance with laws and regulations, the Articles of Association and public undertakings during the last 36 months after listing;
4. prohibition from implementation of a share incentive scheme by laws and regulations;
5. other circumstances determined by the CSRC.

(II) There is no occurrence of any of the following events on the part of the Participants:

1. within the last 12 months, the stock exchange has determined to be inappropriate candidates;
2. within the last 12 months, the CSRC and its local offices have determined to be inappropriate candidates;
3. in the last 12 months due to serious violations of law and regulations by the CSRC and its local agencies, administrative punishment or the adoption of market ban measures;
4. the circumstances under which he or she is prohibited from acting as a director or senior officer of the Company as provided for in the Company Law;
5. the laws and regulations provide not to participate in the Listing Company

---

equity incentive;

1. Other circumstances as determined by the CSRC.

Neither the Company nor the Participants under the grant has any of the above circumstances, nor any other circumstances in which the Participants cannot be granted or may not be granted, and the conditions of the reserved grant under the Incentive Scheme have been fulfilled.

II. Reserved Grant of Restricted Shares

1. Reserved Grant Date: 24 September 2025
2. Reserved Granted Numbers: 2,828,173 shares
3. Reserved Grant Price: RMB3.95 per share
4. Source of Shares: the source of the underlying Shares of the Incentive Scheme shall be ordinary A Shares repurchased from the secondary market by the Company
5. Participants: the total number of the Participants under the reserved grant of the Incentive Scheme is 52, including middle management and core backbone staff of the Company (including branches and subsidiaries)
6. The allocation of the Restricted Shares granted among the Participants is set out in the table below:

No.	Name	Position	Number of the Restricted Shares to be granted (0’000 Shares)	Percentage to the total number of the Restricted Shares to be granted under the Incentive Scheme	Percentage to the total share capital of the Company as at the date of announcement of the Incentive Scheme
Middle management personnel and core backbone staff (52 people)			282.8173	100%	0.07%
Total of the reserved grant (52 people)			282.8173	100%	0.07%

Notes:
1. The Participants of the Incentive Scheme exclude external Directors (including Independent Directors), the Shareholders individually or in aggregate holding 5% or more of the Shares of the Company and their spouses, parents or children;
2. The aggregate number of the Shares of the Company granted to any of the Participants of the Incentive Scheme through the Company’s share incentive schemes in validity period shall not exceed 1% of the Company’s total share capital as at the date of announcement of the draft of the Incentive Scheme.

1. The shareholding structure of the Company will remain in compliance with the listing requirements after the implementation of the Incentive Shares.

III. Impact of the Grant of Restricted Shares on the Company’s Operating Capacity and Financial Conditions

In accordance with the requirements of the Accounting Standards for Business Enterprises No.11 – Share-Based Payments, at each balance sheet date within the

---

Lock-up Period, the Company shall revise the number of the Restricted Shares which are expected to be unlocked according to the change in the latest available number of persons eligible to unlock the Restricted Shares, completion of the performance targets and other subsequent information, and recognize the services acquired during such period in relevant costs or expenses and capital reserve at the fair value of the Restricted Shares on the Grant Date.

The number of Restricted Shares reserved by the Company to be granted to the Participants is 2,828,173, and the reserved grant date is 24 September 2025. The impact of the Restricted Shares reserved to be granted under the Incentive Scheme on the accounting costs for each period is set out in the table below:

Amount of costs to be amortised (RMB 0’000)	2025 (RMB 0’000)	2026 (RMB 0’000)	2027 (RMB 0’000)
2,675.45	501.65	1,672.16	501.65

IV. Explanation on Trading of the Company’s Shares by the Directors and Senior Management who are Participates within Six Months before the Reserved Grant Date

Upon the self-inspection of the Company, there are no Directors or senior management personnel among the Participants for the reserved grant.

V. Explanation of the Funding Arrangements for the Acquisition of Benefits and Payment of Personal Income Tax by Participants

The source of funds for the subscription of Restricted Shares by Participants and the payment of personal income tax shall be the Participant’s self-raised funds. The Company undertakes not to provide loans and financial support in any other forms, including providing guarantee for loans, to the Participants for acquiring underlying shares under the Incentive Scheme.

5

---

VI. Usage of the Funds Raised by The Grant

The funds raised by the Company as a result of the grant of Restricted Shares will be used to supplement the Company’s liquidity.

By order of the Board
GOLDWIND SCIENCE&TECHNOLOGY CO., LTD.*
Ma Jinru
Company Secretary

Beijing, 24 September 2025

As at the date of this announcement, the executive Directors of the Company are Mr. Wu Gang and Mr. Cao Zhigang; the non-executive Directors of the Company are Mr. Gao Jianjun, Ms. Yang Liying and Mr. Zhang Xudong; and the independent non-executive Directors of the Company are Mr. Tsang Hin Fun Anthony, Mr. Liu Dengqing and Mr. Miao Zhaoguang; and the employee representative Director of the Company is Ms. Yu Ning.

• For identification purpose only