In this paper, equity incentive, R D innovation and enterprise value are incorporated into an integrated analytical framework, and a mediating effect model of equity incentive on enterprise value through R D innovation is constructed to analyze the mediating effect of R D innovation in the operation process of "equity incentive -- enterprise value".Based on the empirical analysis of the data of chinext listed companies that have issued and implemented the equity incentive plan in China from 2011 to 2014, it is found that part of the positive influence of equity incentive on enterprise value is realized through the intermediary effect of R D and innovation, and this effect has a time lag, the best lag period is 2 years.State-owned enterprises need to further clarify the property rights of state-owned enterprises, reduce the proportion of state-owned enterprises, clarify the property rights of capital, optimize the corporate governance structure, improve the efficiency of corporate governance, and promote the long-term development of enterprises.