Shenzhen Tongye Technology Co., Ltd. 2025 Annual Report Summary

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一、Important Notice

This annual report summary is derived from the full annual report. To fully understand the company’s operating results, financial status, and future development plans, investors should read the full annual report carefully in the media designated by the China Securities Regulatory Commission.

All directors attended the board meeting to discuss this report.

The audit opinion of the accounting firm (special general partnership) on this year’s company financial report is: standard unqualified opinion.

Non-standard audit opinion prompt

□ Applicable √ Not applicable

The company was not profitable at the time of listing and has not achieved profitability currently.

□ Applicable √ Not applicable

The profit distribution plan or capital reserve transfer to capital stock plan reviewed by the board of directors during the reporting period

√ Applicable □ Not applicable

The company’s board of directors has comprehensively considered the relevant terms of the company’s major asset restructuring and its impact on cash flow. After careful study, the company does not intend to distribute cash dividends, issue bonus shares, or transfer capital reserves to capital stock in 2025. The remaining undistributed profits will be carried forward for distribution in future years.

The board resolution approved the preferred stock profit distribution plan for this reporting period.

□ Applicable √ Not applicable

二、Company Overview

1. Company Profile

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2. Overview of Main Business or Products During the Reporting Period

(1) Overview of Main Business

The company was established in December 2000 and is a national high-tech enterprise specializing in the research and development, design, manufacturing, sales, and after-sales maintenance and service of electrical equipment products for rail transit locomotives. After over twenty years of operation, the company has formed three major product types including power supply products, intelligent control products, and motor and fan products, establishing an ecological chain of electrical products for rail transit locomotives covering power supply, control monitoring, and electrical terminal execution components. Its business spans markets including locomotives, subways, high-speed trains, and new energy.

Rooted in the local market and radiating globally, the company has built a marketing and service system covering more than 40 cities across the country. Its products are widely used in trunk railways and urban transit lines, with some products exported to more than ten countries and regions in Asia, Europe, and South America. The company consistently adheres to technological innovation as its driving force, service innovation as its support, and user demand as its guide. By creating high-reliability, information-driven, intelligent, and energy-efficient products with independent intellectual property rights and industry-leading standards, the company meets user demands for safe, green, and intelligent products. At the same time, through service innovation, it builds a maintenance service network that is close to users and widely covers regions, aiming to achieve rapid response and efficient, stable industry service requirements, and is committed to becoming an excellent auxiliary system supplier in the rail transit industry.

Focusing on the core business of electrical equipment for rail transit, the company strengthens market competitive barriers while using technological collaborative innovation and industrial chain extension as levers. By leveraging capital market platforms, it promotes the expansion of new fields, new markets, and new businesses, accelerating the incubation of new industrial growth poles and shaping new momentum for sustainable development.

(2) Main Products and Services

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The company conducts research and development and production based on customer needs. Its products are characterized by customization, a variety of types, small batches, and high-quality requirements. The products are ultimately applied in railway locomotives, urban rail transit vehicles, high-speed trains, and other rail transit locomotives, as well as in urban rail transit ground charging systems. The main product layout is shown below:

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(3) Main Operating Model

Since its establishment, the company has established a complete research and development, production, sales, and service system, consistently adhering to the foundation of having independent intellectual property rights, independent manufacturing capabilities, and an independent marketing service system. Based on the current status and development trends of the rail transit industry, it is expected that the company’s operating model will not undergo significant changes in the future.

1. Research and Development Model

The company has built a dual-driven research and development system of “independent innovation + open collaboration.” On one hand, relying on a strong technical team and R&D capabilities, it continuously deepens its core areas and conducts leading technological breakthroughs. On the other hand, it places great emphasis on the deep integration of industry, academia, and research, actively collaborating with well-known domestic universities and research institutions to jointly promote fundamental theoretical research and key technological breakthroughs, continuously expanding technological boundaries and significantly enhancing knowledge reserves and innovation efficiency, injecting strong momentum into the continuous improvement of core competitiveness.

The company has established a product development center and a research institute based on the original pre-research department.

The research institute aims to explore and research the most cutting-edge products and technologies, incubating new products. It focuses on rail transit while also stepping outside of it to conduct research on new product forms, key application technologies, components, and prototypes. It actively expands university collaborations, seeking new topics and directions while learning from the new energy sector’s technology to innovate and integrate applications within rail transit, creating a competitive product technology platform.

The product development center is primarily responsible for implementing independent R&D for core technologies, involving hardware, software, structure, system, and process product development design work. The product development center has two main functions:

(1) Technical Breakthroughs: Mainly addressing core technologies for breakthroughs and verification, exploring and determining maintenance technologies and processes, establishing technical platform standards, researching and pre-studying cutting-edge technologies to provide necessary support for the next generation of products and technology routes.

(2) Product Engineering: Utilizing mature technical platform standards, engineering is implemented for mass-produced products based on customer personalized needs through platform expansion and extension, aiming to push products to the market as efficiently, high-quality, and low-cost as possible.

The company’s design and development refer to the relevant standards in ISO/TS22163 railway quality system certification for “design and development of products and services,” combining project management systems to carry out related work according to the processes of design and development planning, design and development input, design and development control, design review, design verification, design confirmation, design and development output, and design and development changes.

2. Procurement Model

The procurement department conducts procurement based on the monthly production plan established by the PMC. For first-time purchased materials’ suppliers, the procurement department organizes quality and product development center evaluations. Suppliers that meet the company’s requirements are included in the qualified supplier list. For materials that are not first-time purchases, the company prioritizes determining the final supplier through price comparison within the qualified supplier list. For regular materials that are continuously procured, the procurement department manages supplier purchasing prices by regularly checking the market prices of similar products. If the corresponding market prices decline, the company will negotiate prices again with suppliers to maintain reasonable procurement prices.

3. Production and Manufacturing Model

In addition to the production and sales of new products, the company also engages in maintenance and service for existing products.

For the production of new products, the company’s production department maintains a certain amount of safety stock for long-cycle and commonly used raw materials. The PMC calculates the MRP based on orders, forecast orders, and internal demands for spare parts and samples in the ERP system. Based on the calculation results and stock and material arrival analysis, monthly production and procurement plans are formulated, and the procurement department purchases raw materials according to this plan. Once the inventory of raw materials or newly purchased raw materials is in place, production instructions are issued to the manufacturing department to start production. The produced products are inspected by the quality department and, once qualified, are stored in the warehouse and delivered to customers according to the delivery schedule.

The company conducts maintenance and service for existing products. The process for maintenance and service is as follows: customers send products that meet repair standards or other items needing repair to the headquarters in Shenzhen or maintenance bases for repair. Company personnel perform dust removal, disassembly, and inspection, and maintenance personnel replace necessary parts according to repair procedures, while also conducting appearance checks and replacement of other components. After the operations are completed, testing is conducted. Once tests are qualified, the items are stored and delivered to customers as per contract agreements.

4. Sales Model

The company adopts a sales model that primarily focuses on direct sales with supplementary distribution.

(1) Direct Sales Model

The company’s direct sales customers mainly include rail transit operating units such as railway bureaus under China Railway Corporation, subway companies, various rail transit locomotive manufacturers under China National Railway Group, and supporting manufacturers of rail transit locomotives. Most of the company’s direct sales customers determine suppliers through bidding and competitive negotiation.

(2) Distribution Model

The company has several long-term cooperating distributors in China, mainly serving downstream customers such as railway bureaus (including stations) and major repair plants, providing beneficial supplements to the company’s not fully covered sales network. The general mode of business with distributors is that after distributors sign contracts with their end customers, they then sign contracts with the company. After the contracts are signed, the company delivers products or provides maintenance services according to the delivery locations specified in the contracts.

5. Profit Model

The company creates products with independent intellectual property rights and industry product advancements through technological innovation to meet end users’ demands for high reliability, green, and intelligent industry products. Through service innovation, it builds a maintenance service network that is close to user needs and covers a wide area, meeting end users’ demands for rapid response and efficient, stable industry service. The company mainly achieves profitability through R&D, production, and sales of electrical products for rail transit locomotives, and obtains continuous income by providing maintenance, repair, and upgrade services for rail transit locomotive electrical products.

3. Key Accounting Data and Financial Indicators

(1) Key Accounting Data and Financial Indicators for the Past Three Years

Does the company need to make retrospective adjustments or restate previous years’ accounting data?

□ Yes √ No

Yuan

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(2) Quarterly Key Accounting Data

Unit: Yuan

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Do the above financial indicators or their totals significantly differ from the financial indicators in the company’s disclosed quarterly reports and semi-annual reports?

□ Yes √ No

4. Share Capital and Shareholder Information

(1) Number of common stock shareholders and preferred stock shareholders with restored voting rights, and the top 10 shareholders’ shareholding information.

Unit: Shares

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Shareholders holding more than 5%, the top 10 shareholders, and the top 10 unlimited circulating shareholders’ participation in the margin trading business lending shares situation.

□ Applicable √ Not applicable

Changes in the top 10 shareholders and top 10 unlimited circulating shareholders due to margin trading lending/return reasons compared to the previous period.

□ Applicable √ Not applicable

Does the company have differential voting rights arrangements?

□ Applicable √ Not applicable

(2) Total number of preferred stock shareholders and the top 10 preferred stock shareholders’ shareholding information

There are no preferred stock shareholders’ shareholding situations during the reporting period.

(3) Disclosure of the company’s ownership and control relationship with actual controllers in a box diagram.

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5. Status of Bonds in Existence on the Date of Annual Report Approval

□ Applicable √ Not applicable

三、Important Matters

The company intends to purchase 91.69% of the equity of Beijing Silingke Semiconductor Technology Co., Ltd. (hereinafter referred to as “this transaction”) in cash, with funds sourced from self-owned and self-raised funds. If this transaction can be successfully implemented, the company will hold 91.69% of Silingke’s equity, making Silingke a subsidiary controlled by the company.

This transaction constitutes a major asset restructuring as defined by the “Measures for the Administration of Major Asset Restructuring of Listed Companies.” This transaction does not involve the issuance of shares by the company and will not result in a change of the company’s controlling shareholder or actual controller.

According to relevant regulations, this transaction constitutes a related party transaction. Details are available in the company’s announcement titled “Announcement on Signing the Equity Acquisition Intent Agreement and Related Party Transactions” (Announcement No.: 2025-043) and “Announcement on the Progress of Acquiring 91.69% of the Equity of Beijing Silingke Semiconductor Technology Co., Ltd. and Signing the ‘Equity Acquisition Agreement’ and ‘Performance Commitment and Compensation Agreement’” (Announcement No.: 2025-061) disclosed on the Giant Tide Information Network (www.cninfo.cn).

On March 4, 2026, the company responded to the Shenzhen Stock Exchange’s inquiry letter regarding related matters of this transaction, and disclosed the response report to the inquiry letter regarding the application for major asset acquisition and related party transactions, the draft of the major asset acquisition and related party transaction report, the independent financial advisor’s report, legal opinions, and verification opinions from intermediary agencies on the Giant Tide Information Network (www.cninfo.cn).

As of the disclosure date of this report, the related proposals for this transaction still require approval from the company’s shareholders’ meeting and other possible approvals or approvals required by relevant laws and regulations. There is uncertainty regarding whether and when such approvals will ultimately be obtained. The company will continue to promote related matters and strictly fulfill its information disclosure obligations in accordance with relevant laws and regulations. The company has fully elaborated on the risk factors of this transaction; please refer to the chapter “Major Risk Warning” in the “Draft Report of Major Asset Acquisition and Related Party Transactions of Shenzhen Tongye Technology Co., Ltd.” for specific content. Investors are urged to read carefully, pay attention to subsequent announcements, and be aware of investment risks.

Shenzhen Tongye Technology Co., Ltd. Board of Directors

March 27, 2026

Stock Code: 300960 Stock Abbreviation: Tongye Technology Announcement No.: 2026-011

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