ESR Group Limited Annual Report 2022 Directors’ Report 95 (xi) Exercise price, grant date and vesting schedule Number of options (Note 1) Exercise price (USD) Grant date Vesting Period held at 1 January 2022 exercised during the Year (Note 2) cancelled during the Year held at 31 December 2022 Management and employees (other than Directors) (Note 3) 0.2520 February 2014 All vested – – – – 0.4722 December 2017 Varies from 3 to 4 years and all vested 100,020 – – 100,020 0.9445 December 2017 4 years 5,194,760 (1,022,292) – 4,172,468 0.9445 January 2018 4 years 10,285,138 (800,000) – 9,485,138 1.1453 August 2018 4 years 873,103 – – 873,103 0.4722 February 2019 3 years – – – – 0.9445 February 2019 3 years – – – – 1.3655 February 2019 4 years 948,494 – – 948,494 1.5172 February 2019 4 years 2,447,524 (512,592) (32,956) 1,901,976 0.9445 May 2019 Varies from 3 to 4 years and all vested 179,769 (71,250) – 108,519 1.5172 May 2019 4 years 626,146 (90,627) – 535,519 20,654,954 (2,496,761) (32,956) 18,125,237 Note: (1) No share options were granted or lapsed during the year ended 31 December 2022. (2) The weighted average closing price of the shares immediately before the dates on which the options were exercised was HK$24.36. (3) No share options under the KM ESOP were granted to the Directors or Co-CEOs. No further share options under the KM ESOP have been granted since the listing. Since all options holders opted for net share settlement method in lieu of paying in full the exercise price for the number of shares over which the option was exercised, only a net total of 1,545,384 ordinary shares were issued by the Company for the year ended 31 December 2022 in satisfaction of the 2,496,761 options so exercised. The shares issued at nominal value of US$0.001 were credited as fully paid. 2. Tier 1 ESOP Below is a summary of the principal terms of the Tier 1 ESOP of the Company. The terms of the Tier 1 ESOP are not subject to the provisions of Chapter 17 of the Listing Rules. (i) Purpose The Tier 1 ESOP is intended to provide our Company with a flexible means of retaining, incentivizing, rewarding, remunerating, compensating and/or providing benefits to selected participants. By aligning the interests of selected participants with those of the Shareholders, participants will be encouraged and motivated to continue their efforts towards enhancing the value of the Company. The options were granted based on the performance of the option holders who have made important contributions to and are important to the long term growth and profitability of the Group. (ii) Selected participants WP OCIM One LLC (“WP OCIM”), Laurels Capital Investments Limited (“Laurels”), and Redwood Consulting (Cayman) Limited (“Redwood Consulting”). STRATEGIC REPORT FINANCIAL STATEMENT CORPORATE GOVERNANCE
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