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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/09/24 NIO Inc. 20-F 12/31/23 160:23M Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 20-F Annual or Annual-Transition Report by a Foreign HTML 5.27M Non-Canadian Issuer 2: EX-4.44 Instrument Defining the Rights of Security Holders HTML 178K 3: EX-4.45 Instrument Defining the Rights of Security Holders HTML 168K 4: EX-4.46 Instrument Defining the Rights of Security Holders HTML 193K 5: EX-4.47 Instrument Defining the Rights of Security Holders HTML 119K 6: EX-4.48 Instrument Defining the Rights of Security Holders HTML 289K 7: EX-4.49 Instrument Defining the Rights of Security Holders HTML 548K 8: EX-8.1 Opinion of Counsel re: Tax Matters HTML 45K 12: EX-13.1 Annual or Quarterly Report to Security Holders HTML 43K 13: EX-13.2 Annual or Quarterly Report to Security Holders HTML 42K 16: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 65K Awarded Compensation 9: EX-11.1 Statement re: the Computation of Earnings Per HTML 141K Share 10: EX-12.1 Statement re: the Computation of Ratios HTML 47K 11: EX-12.2 Statement re: the Computation of Ratios HTML 47K 14: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 41K 15: EX-15.2 Letter re: Unaudited Interim Financial Info HTML 43K 22: R1 Document and Entity Information HTML 117K 23: R2 Consolidated Balance Sheets HTML 215K 24: R3 Consolidated Balance Sheets (Parenthetical) HTML 64K 25: R4 Consolidated Statements of Comprehensive Loss HTML 183K 26: R5 Consolidated Statements of Comprehensive Loss HTML 44K (Parenthetical) 27: R6 Consolidated Statements of Shareholders' Equity HTML 156K 28: R7 Consolidated Statements of Cash Flows HTML 210K 29: R8 Organization and Nature of Operations HTML 118K 30: R9 Summary of Significant Accounting Policies HTML 198K 31: R10 Recent Accounting Pronouncements HTML 63K 32: R11 Concentration and Risks HTML 82K 33: R12 Inventory HTML 55K 34: R13 Prepayments and Other Current Assets HTML 59K 35: R14 Property, Plant and Equipment, Net HTML 67K 36: R15 Land Use Rights, Net HTML 51K 37: R16 Long-term investments HTML 90K 38: R17 Other Non-current Assets HTML 57K 39: R18 Trade and Notes Payable HTML 52K 40: R19 Accruals and Other Liabilities HTML 62K 41: R20 Borrowings HTML 158K 42: R21 Other Non-Current Liabilities HTML 54K 43: R22 Leases HTML 131K 44: R23 Revenue HTML 59K 45: R24 Deferred Revenue/Income HTML 58K 46: R25 Manufacturing in collaboration with JAC HTML 47K 47: R26 Research and Development Expenses HTML 61K 48: R27 Selling, General and Administrative Expenses HTML 65K 49: R28 Redeemable non-controlling interests HTML 47K 50: R29 Ordinary Shares HTML 52K 51: R30 Non-controlling interest HTML 45K 52: R31 Share-based Compensation HTML 226K 53: R32 Taxation HTML 181K 54: R33 Loss Per Share HTML 73K 55: R34 Related Party Balances and Transactions HTML 200K 56: R35 Commitment and Contingencies HTML 56K 57: R36 Subsequent Events HTML 46K 58: R37 Parent Company (the "Company") Only Financial HTML 183K Information 59: R38 Summary of Significant Accounting Policies HTML 280K (Policies) 60: R39 Organization and Nature of Operations (Tables) HTML 109K 61: R40 Summary of Significant Accounting Policies HTML 124K (Tables) 62: R41 Concentration and Risks (Tables) HTML 83K 63: R42 Inventory (Tables) HTML 54K 64: R43 Prepayments and Other Current Assets (Tables) HTML 59K 65: R44 Property, Plant and Equipment, Net (Tables) HTML 65K 66: R45 Land Use Rights, Net (Tables) HTML 50K 67: R46 Long-term investments (Tables) HTML 84K 68: R47 Other Non-current Assets (Tables) HTML 57K 69: R48 Trade and Notes Payable (Tables) HTML 51K 70: R49 Accruals and Other Liabilities (Tables) HTML 61K 71: R50 Borrowings (Tables) HTML 140K 72: R51 Other Non-Current Liabilities (Tables) HTML 53K 73: R52 Leases (Tables) HTML 132K 74: R53 Revenue (Tables) HTML 56K 75: R54 Deferred Revenue/Income (Tables) HTML 56K 76: R55 Research and Development Expenses (Tables) HTML 59K 77: R56 Selling, General and Administrative Expenses HTML 64K (Tables) 78: R57 Share-based Compensation (Tables) HTML 238K 79: R58 Taxation (Tables) HTML 179K 80: R59 Loss Per Share (Tables) HTML 74K 81: R60 Related Party Balance and Transactions (Tables) HTML 186K 82: R61 Commitment and Contingencies (Tables) HTML 50K 83: R62 Parent Company (the "Company") Only Financial HTML 183K Information (Tables) 84: R63 Organization and Nature of Operations - 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Exhibit 97.1
NIO INC.
CLAWBACK POLICY
(Adopted by the Board of Directors of NIO Inc. and effective on November 3, 2023)
The board of directors (the “Board”) of NIO Inc. (the “Company”) believes that it is appropriate for the Company to adopt this Clawback Policy (the “Policy”) to be applied to the Executive Officers (as defined below) of the Company and implemented by the Compensation Committee of the Board (the “Committee”), and adopts this Policy to be effective as of the Effective Date.
1. | Definitions |
For purposes of this Policy, the following definitions shall apply:
(a) | “Company Group” means the Company and each of its subsidiaries or consolidated variable interest entities, as applicable. |
(b) | “Covered Compensation” means any Incentive-Based Compensation granted, vested or paid to a person who served as an Executive Officer at any time during the performance period for the Incentive-Based Compensation and that was Received (i) on or after October 2, 2023 (i.e., the effective date of the NYSE listing standards), (ii) after the person became an Executive Officer, and (iii) at a time that the Company had a class of securities listed on a national securities exchange or a national securities association such as the NYSE. |
(c) | “Effective Date” means November 3, 2023. |
(d) | “Erroneously Awarded Compensation” means the amount of Covered Compensation granted, vested or paid to a person during the fiscal period when the applicable Financial Reporting Measure relating to such Covered Compensation was attained that exceeds the amount of Covered Compensation that otherwise would have been granted, vested or paid to the person had such amount been determined based on the applicable Restatement, computed without regard to any taxes paid (i.e., on a pre-tax basis). For Covered Compensation based on stock price or total shareholder return, where the amount of Erroneously Awarded Compensation is not subject to mathematical recalculation directly from the information in a Restatement, the Committee will determine the amount of such Covered Compensation that constitutes Erroneously Awarded Compensation, if any, based on a reasonable estimate of the effect of the Restatement on the stock price or total shareholder return upon which the Covered Compensation was granted, vested or paid and the Committee shall maintain documentation of such determination and provide such documentation to the NYSE. |
(e) | “Exchange Act” means the U.S. Securities Exchange Act of 1934. |
(f) | “Executive Officer” means the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person (whether or not an officer or employee of the Company) who performs |
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similar policy-making functions for the Company. “Policy-making function” does not include policy-making functions that are not significant. Both current and former Executive Officers are subject to the Policy in accordance with its terms.
(g) | “Financial Reporting Measure” means (i) any measure that is determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures derived wholly or in part from such measures and may consist of IFRS/U.S. GAAP or non-IFRS/non-U.S. GAAP financial measures (as defined under Regulation G of the Exchange Act and Item 10 of Regulation S-K under the Exchange Act),(ii) stock price or (iii) total shareholder return. Financial Reporting Measures need not be presented within the Company’s financial statements or included in a filing with the SEC. |
(h) | “Home Country” means the Company’s jurisdiction of incorporation, i.e., the Cayman Islands. |
(i) | “Incentive-Based Compensation” means any compensation that is granted, earned or vested based wholly or in part upon the attainment of a Financial Reporting Measure. |
(j) | “Lookback Period” means the three completed fiscal years (plus any transition period of less than nine months that is within or immediately following the three completed fiscal years and that results from a change in the Company’s fiscal year) immediately preceding the date on which the Company is required to prepare a Restatement for a given reporting period, with such date being the earlier of: (i) the date the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare a Restatement, or (ii) the date a court, regulator or other legally authorized body directs the Company to prepare a Restatement. Recovery of any Erroneously Awarded Compensation under the Policy is not dependent on whether or when the Restatement is actually filed. |
(k) | “NYSE” means the New York Stock Exchange. |
(l) | “Received”: Incentive-Based Compensation is deemed “Received” in the Company’s fiscal period during which the Financial Reporting Measure specified in or otherwise relating to the Incentive-Based Compensation award is attained, even if the grant, vesting or payment of the Incentive-Based Compensation occurs after the end of that period. |
(m)“Restatement” means a required accounting restatement of any Company financial statement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including (i) to correct an error in previously issued financial statements that is material to the previously issued financial statements (commonly referred to as a “Big R” restatement) or (ii) to correct an error in previously issued financial statements that is not material to the previously issued financial statements but that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (commonly referred to as a “little r” restatement). Changes to the Company’s financial statements that do not represent error corrections under the then-current relevant accounting standards will not constitute Restatements. Recovery of any
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Erroneously Awarded Compensation under the Policy is not dependent on fraud or misconduct by any person in connection with the Restatement.
(n) “SEC” means the U.S. Securities and Exchange Commission.
2. | Recovery of Erroneously Awarded Compensation |
2.1. | In the event of a Restatement, any Erroneously Awarded Compensation Received during the Lookback Period prior to the Restatement (a) that is then-outstanding but has not yet been paid shall be automatically and immediately forfeited and (b) that has been paid to any person shall be subject to reasonably prompt repayment to the Company Group in accordance with Section 3 of this Policy. The Committee must pursue (and shall not have the discretion to waive) the forfeiture and/or repayment of such Erroneously Awarded Compensation in accordance with Section 3 of this Policy, except as provided below. |
2.2. | Notwithstanding the foregoing, the Committee (or, if the Committee is not a committee of the Board responsible for the Company’s executive compensation decisions and composed entirely of independent directors, a majority of the independent directors serving on the Board) may determine not to pursue the forfeiture and/or recovery of Erroneously Awarded Compensation from any person if the Committee determines that such forfeiture and/or recovery would be impracticable due to any of the following circumstances: (i) the direct expense paid to a third party (for example, reasonable legal expenses and consulting fees) to assist in enforcing the Policy would exceed the amount to be recovered, including the costs that could be incurred if pursuing such recovery would violate local laws other than the Company’s Home Country laws (following reasonable attempts by the Company Group to recover such Erroneously Awarded Compensation, the documentation of such attempts, and the provision of such documentation to the NYSE), (ii) pursuing such recovery would violate the Company’s Home Country laws adopted prior to November 28, 2022 (provided that the Company obtains an opinion of Home Country counsel acceptable to the NYSE that recovery would result in such a violation and provides such opinion to the NYSE), or (iii) recovery would likely cause any otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company Group, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder. |
3. | Means of Repayment |
In the event that the Committee determines that any person shall repay any Erroneously Awarded Compensation, the Committee shall provide written notice to such person by email or certified mail to the physical address on file with the Company Group for such person, and the person shall satisfy such repayment in a manner and on such terms as required by the Committee, and the Company Group shall be entitled to set off the repayment amount against any amount owed to the person by the Company Group, to require the forfeiture of any award granted by the Company Group to the person, or to take any and all necessary actions to reasonably promptly recover the repayment amount from the person, in each case, to the fullest extent permitted under applicable law, including without limitation, Section 409A of the U.S. Internal Revenue Code and the regulations and guidance thereunder. If the Committee does not specify a repayment timing in the written notice described above, the applicable person shall be required to repay the
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Erroneously Awarded Compensation to the Company Group by wire, cash, cashier’s check or other means as agreed by the Committee no later than thirty (30) days after receipt of such notice.
4. | No Indemnification |
No person shall be indemnified, insured or reimbursed by the Company Group in respect of any loss of compensation by such person in accordance with this Policy, nor shall any person receive any advancement of expenses for disputes related to any loss of compensation by such person in accordance with this Policy, and no person shall be paid or reimbursed by the Company Group for any premiums paid by such person for any third-party insurance policy covering potential recovery obligations under this Policy. For this purpose, “indemnification” includes any modification to current compensation arrangements or other means that would amount to de facto indemnification (for example, providing the person a new cash award which would be cancelled to effect the recovery of any Erroneously Awarded Compensation). In no event shall the Company Group be required to award any person an additional payment if any Restatement would result in a higher incentive compensation payment.
5. | Miscellaneous |
5.1. | This Policy generally will be administered and interpreted by the Committee, provided that the Board may, from time to time, exercise discretion to administer and interpret this Policy, in which case, all references herein to “Committee” shall be deemed to refer to the Board. Any determination by the Committee with respect to this Policy shall be final, conclusive and binding on all interested parties. Any discretionary determinations of the Committee under this Policy, if any, need not be uniform with respect to all persons, and may be made selectively among persons, whether or not such persons are similarly situated. |
5.2. | This Policy is intended to satisfy the requirements of Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act, as it may be amended from time to time, and any related rules or regulations promulgated by the SEC or the NYSE, including any additional or new requirements that become effective after the Effective Date which upon effectiveness shall be deemed to automatically amend this Policy to the extent necessary to comply with such additional or new requirements. |
5.3. | The provisions in this Policy are intended to be applied to the fullest extent of the law. To the extent that any provision of this Policy is found to be unenforceable or invalid under any applicable law, such provision will be applied to the maximum extent permitted and shall automatically be deemed amended in a manner consistent with its objectives to the extent necessary to conform to applicable law. The invalidity or unenforceability of any provision of this Policy shall not affect the validity or enforceability of any other provision of this Policy. Recovery of Erroneously Awarded Compensation under this Policy is not dependent upon the Company Group satisfying any conditions in this Policy, including any requirements to provide applicable documentation to the NYSE. |
5.4. | The rights of the Company Group under this Policy to seek forfeiture or reimbursement are in addition to, and not in lieu of, any rights of recovery, or remedies or rights other than recovery, that may be available to the Company Group pursuant to the terms of any law, |
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government regulation or stock exchange listing requirement or any other policy, code of conduct, employee handbook, employment agreement, equity award agreement, or other plan or agreement of the Company Group.
6. | Amendment and Termination |
To the extent permitted by, and in a manner consistent with applicable law, including SEC and NYSE rules, the Committee may terminate, suspend or amend this Policy at any time in its discretion.
7. | Successors |
This Policy shall be binding and enforceable against all persons and their respective beneficiaries, heirs, executors, administrators or other legal representatives with respect to any Covered Compensation granted, vested or paid to or administered by such persons or entities.
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NIO INC.
CLAWBACK POLICY
ACKNOWLEDGMENT, CONSENT AND AGREEMENT
I acknowledge that I have received and reviewed a copy of the NIO Inc. Clawback Policy (as may be amended from time to time, the “Policy”) and I have been given an opportunity to ask questions about the Policy and review it with my counsel. I knowingly, voluntarily and irrevocably consent to and agree to be bound by and subject to the Policy’s terms and conditions, including that I will return any Erroneously Awarded Compensation that is required to be repaid in accordance with the Policy. I further acknowledge, understand and agree that (i) the compensation that I receive, have received or may become entitled to receive from the Company Group is subject to the Policy, and the Policy may affect such compensation and (ii) I have no right to indemnification, insurance payments or other reimbursement by or from the Company Group for any compensation that is subject to recovery and / or forfeiture under the Policy. Capitalized terms used but not defined herein have the meanings set forth in the Policy.
Signed: | | |
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Date: | | |
This ‘20-F’ Filing | Date | Other Filings | ||
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Filed on: | 4/9/24 | |||
For Period end: | 12/31/23 | |||
11/3/23 | ||||
10/2/23 | 6-K | |||
11/28/22 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/07/24 NIO Inc. 6-K 2/07/24 2:151K Toppan Merrill/FA 4/28/23 NIO Inc. 20-F 12/31/22 165:24M Toppan Merrill/FA 8/25/22 NIO Inc. 6-K 8/25/22 3:326K Toppan Merrill/FA 4/29/22 NIO Inc. 20-F 12/31/21 159:22M Toppan Merrill/FA 4/06/21 NIO Inc. 20-F 12/31/20 165:23M Toppan Merrill/FA 6/30/20 NIO Inc. 6-K 6/30/20 3:366K Toppan Merrill/FA 6/09/20 NIO Inc. 6-K 6/09/20 3:315K Toppan Merrill/FA 5/14/20 NIO Inc. 20-F 12/31/19 166:26M Toppan Merrill/FA 4/02/19 NIO Inc. 20-F 12/31/18 164:16M Toppan Merrill/FA 2/28/19 NIO Inc. S-8 2/28/19 4:469K Toppan Merrill/FA 8/28/18 NIO Inc. F-1/A 7:7.4M Donnelley … Solutions/FA 8/13/18 NIO Inc. F-1 30:12M Donnelley … Solutions/FA |