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Yuejun Jiang

Independent Director at BTC Digital
Board

About Yuejun Jiang

Independent Director at BTC Digital Ltd. since May 2023. Age 45 (as of 2025 proxy). Founder and Chairman of Enotek Technology (Group) Co., Ltd. (industrial logistics solutions) since 2008. Education: Bachelor’s degree in law (Open University of China, 2014), EMBA (Cheung Kong Graduate School of Business, 2017), and pursuing Doctor of Business Administration at Singapore Management University (expected 2025) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Enotek Technology (Group) Co., Ltd.Founder, Chairman of the Board2008–presentOversees overall operations and major corporate decisions

External Roles

OrganizationTypeRolePublic/PrivateNotes
Enotek Technology (Group) Co., Ltd.Industrial logistics solutionsChairmanPrivate (PRC)Founder; operational oversight and strategic decisions
Other public company directorshipsNone disclosed in 2024 and 2025 proxies

Board Governance

  • Board composition: 5 directors; three are designated independent directors (Ye Ren, Zhiyi Xie, and Yuejun Jiang), providing a majority independent board .
  • Committee memberships and chairs:
    • Audit Committee: Member; committee is fully independent; chair is Ye Ren; Jiang is financially literate (Board determined all members are financially literate) .
    • Compensation Committee: Member; chair is Zhiyi Xie; committee deemed independent .
    • Nominating & Corporate Governance Committee: Member; committee deemed independent; chair not specified in proxy .
  • Attendance: All incumbent directors attended at least 75% of Board and committee meetings in 2024 .
  • Independence: Board affirmed independence of Audit and Compensation/Nominating committee members; Jiang is an independent director .

Committee Assignments (detail)

CommitteeRoleChairIndependence/Notes
AuditMemberYe RenCommittee members independent; all financially literate
CompensationMemberZhiyi XieCommittee members independent
Nominating & Corporate GovernanceMemberNot specifiedCommittee members independent

Fixed Compensation

Item (Independent Director)FY2024Notes
Annual cash retainerNot disclosed at director level; company disclosed only aggregate cash to directors and executive officers as a group: ~$116k in FY2024 .
Committee membership feesNot disclosed .
Committee chair feesNot disclosed .
Meeting feesNot disclosed .
Pension/retirement benefitsNone“We do not pay or set aside any amounts for pensions, retirement or other benefits for officers and directors.”

The 2024 proxy includes a single 2023 non-employee director fee example (for a different director, not Jiang), but no director-by-director detail for 2024 .

Performance Compensation

ItemTermsNotes
Stock/RSU/Option awards (director-specific)No director-specific equity grant details disclosed for Jiang in 2024/2025 proxies .
Plan framework2020 Share Incentive Plan permits options, RSUs, SARs, other share-based awards; administrator sets vesting/exercise termsHigh-level plan terms only; no award detail attributable to Jiang .
Clawback provisionsNot disclosed in proxies for directors .
Change-in-control/severance (director)Not disclosed .

Other Directorships & Interlocks

CompanyRoleCommittee RolesRelationship/Interlock Risk
Enotek Technology (Group) Co., Ltd.ChairmanNot applicableNo disclosed interlocks with BTC Digital suppliers/customers/competitors; no other public boards disclosed .

Expertise & Qualifications

  • Governance and operating experience: Founder/Chairman of Enotek since 2008 with responsibility for operations and major corporate decisions .
  • Education: Law degree; EMBA; DBA in progress (expected 2025) .
  • Committees: Serves on all three key committees; Board confirms financial literacy for Audit Committee members .

Equity Ownership

HolderShares Beneficially Owned% Outstanding
Yuejun Jiang0 0.00% (of 7,516,975 shares outstanding as of record date in 2025 proxy)
  • Vested vs unvested shares: Not disclosed .
  • Options exercisable/unexercisable: Not disclosed .
  • Pledging/hedging: No pledging by Jiang is disclosed in ownership tables or footnotes (no indication provided) .

Related-Party Transactions (Conflict Scan)

  • Disclosed related-party balances and transactions involve major shareholders/executives and an associate (Met Chain Co., Limited), not Jiang:
    • 2024: Repayments to Mr. Jishuang Zhao ($2.4M) and Met Chain Co., Limited ($1.8M) ; balances due at 12/31/2024: Zhao $2.0M, Met Chain $2.0M, and to Mr. Yupeng Guo $0.3M .
    • 2023: Repayment to Mr. Zhao $2.5M ; balances due at 12/31/2023 to Mr. Guo $0.3M, Mr. Zhao $2.0M, Met Chain $2.0M .
  • No related-party transactions attributed to Yuejun Jiang in the proxies .

Say-on-Pay & Shareholder Voting Signals

  • 2024 Annual Meeting outcomes (Item 5.07 Form 8-K, Aug 16, 2024):
    • Ratification of Audit Alliance LLP: For 1,239,249; Against 45,022; Abstain 6,535 .
    • Approval to issue at least 600,000 ordinary shares for one or more non-public offerings: For 1,173,834; Against 115,491; Abstain 1,481 .
  • No say-on-pay vote disclosures in 2024/2025 proxies (foreign private issuer context) .

Governance Assessment

  • Strengths
    • Independence and oversight: Jiang is an independent director serving on Audit, Compensation, and Nominating Committees; Audit members are financially literate, enhancing oversight .
    • Attendance: Met ≥75% Board/committee meetings in 2024 along with all incumbent directors, indicating engagement .
    • No Jiang-related related-party dealings disclosed, reducing conflict risk for this director .
  • Weaknesses / RED FLAGS
    • Low ownership alignment: Jiang held 0 shares (0.00%) as of the 2025 proxy; limited “skin in the game” may reduce alignment with shareholders .
    • Transparency gap on director pay: No director-by-director cash/equity compensation disclosure for 2024 in proxies; only aggregate group figures are provided, limiting pay-for-performance analysis .
    • Company-level related-party financing dependence: Material related-party balances/repayments involving major shareholders and an associate (Met Chain Co., Limited) present potential governance risk generally (though not tied to Jiang) .
  • Net view for investors
    • Board effectiveness signal: Jiang’s presence across all key committees and confirmed independence is constructive for oversight. However, zero ownership and sparse director-level pay disclosure are notable alignment/transparency drawbacks. Continued monitoring of related-party exposures is advised given company-level patterns (no issues disclosed involving Jiang) .

Note: No Form 4 insider trading activity for Yuejun Jiang was retrieved via filings search; proxies and filings reviewed do not report Jiang’s insider transactions. If needed, we can run a dedicated insider transaction check when available disclosures update.