Calvin Pang
About Calvin Pang
Calvin Pang, age 40, is Chief Financial Officer (since March 9, 2020) and a director of Clean Energy Technologies, Inc. He previously served as a banker at UBS AG (2007–2015) and has been Managing Director of Megawell Capital Limited since 2015; he holds a bachelor’s degree in business and finance from Washington University in St. Louis (Olin) . He is a controlling shareholder, beneficially owning 24,044,101 shares (50.64%) via MGW Investment I Limited, over which he has voting and investment power . Company performance during the most recent two fiscal years shows cumulative net losses improving from $(5,659,723) in 2023 to $(4,416,319) in 2024, while the “value of initial $100 investment” metric moved from $37.50 in 2023 to $40.91 in 2024 (per SEC Pay vs Performance disclosures) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UBS AG | Banker | 2007–2015 | Managed portfolios for Hong Kong and China-based investors; U.S. and Asian corporate finance experience cited as qualification . |
| Megawell Capital Limited | Managing Director | 2015–present | Extensive U.S./Asian corporate finance; expected to assist CETY in developing relationships with financial institutions . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Megawell Capital Limited | Managing Director | 2015–present | Ongoing external role referenced in CETY proxy . |
Board Service & Governance
- Role and independence: Pang serves as a director and is not independent due to his officer status .
- Committee roles: Committee membership comprises independent directors; Pang is not listed as a member of the Audit, Compensation, or Nominating & Corporate Governance Committees .
- Board structure: No lead director or Chairman; independent directors meet in executive session at least annually .
- Attendance and process: No formal in-person meetings in 2024/2023; decisions made via unanimous written consents; directors (then appointed) attended at least 75% of telephonic conferences .
- Dual-role implications: CFO + director and majority beneficial owner (50.64%) concentrates influence and affects independence optics .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 150,000 | 150,000 |
| Target Bonus (%) | Not disclosed | Not disclosed |
| Actual Bonus Paid ($) | 75,000 | 75,000 |
| Other Compensation | None disclosed for Pang | None disclosed for Pang |
Notes:
- Pang’s at-will employment agreement dated March 24, 2023 provides for a $150,000 annual salary; no term is specified .
- The proxy does not specify bonus targets or formula for Pang, although bonuses were paid in 2023 and 2024 .
Performance Compensation
Plan design (disclosure level):
- Annual cash bonus: Compensation Committee states programs are tied “in part” to financial/operational and individual goals; no specific metrics, targets, or weightings disclosed for Named Executive Officers .
- Long-term incentives: No equity awards outstanding for Named Executive Officers as of 12/31/2024 and 12/31/2023; no LTIP, SARs, or deferred comp programs .
Annual cash bonus payouts
| Metric | 2023 | 2024 |
|---|---|---|
| Cash Bonus ($) | 75,000 | 75,000 |
Equity awards (outstanding/vesting)
| Grant Date | Type | # Shares/Options | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| — | — | — | — | None outstanding for Pang as of 12/31/2024 and 12/31/2023 . |
Equity Ownership & Alignment
| Ownership Detail | Data |
|---|---|
| Total Beneficial Ownership | 24,044,101 shares via MGW Investment I Limited; Pang has voting and investment power . |
| Ownership % of Outstanding | 50.64% of 47,478,434 shares outstanding as of April 2, 2025 . |
| Vested vs Unvested Equity | No stock awards or options outstanding as of 12/31/2024 and 12/31/2023 . |
| Options (Exercisable/Unexercisable) | None outstanding . |
| Shares Pledged | Not disclosed in proxy . |
| Hedging/Pledging Policy | Company states it does not currently have a policy against hedging . |
| Stock Ownership Guidelines | Not disclosed . |
Implications:
- Majority ownership strongly aligns economic outcomes with shareholders but concentrates control; absence of anti-hedging policy is a governance red flag for alignment monitoring .
Employment Terms
| Term | Detail |
|---|---|
| Employment Start (CFO) | March 9, 2020 . |
| Employment Agreement | At-will; dated March 24, 2023; $150,000 annual salary . |
| Term/Expiration | At-will (no fixed term) . |
| Severance | Not disclosed . |
| Change-of-Control | Not disclosed (no acceleration terms disclosed) . |
| Non-Compete/Non-Solicit | Not disclosed . |
| Clawback Policy | Not disclosed in the proxy . |
| Perquisites | None disclosed for Pang in the Summary Compensation Table . |
Performance & Track Record (Context)
| Metric | 2023 | 2024 |
|---|---|---|
| Value of Initial $100 Investment (Year-End) | $37.50 | $40.91 |
| Net Income (Loss) ($) | (5,659,723) | (4,416,319) |
Notes:
- “Pay vs Performance” table indicates no equity was granted or outstanding for NEOs during the measurement period; compensation actually paid equals salary/bonus .
- No legal proceedings involving Pang reported in the past ten years .
Compensation Committee Analysis
- Composition and independence: Compensation Committee members were independent directors (Lauren Morrison and Ted Hsu in 2024/2023) .
- Consultant usage: Committee has authority to retain advisors; no specific consultant disclosed .
- Interlocks: No Compensation Committee interlocks or insider participation reported .
- Director compensation: Non-executive directors received no director fees, options, or equity in 2024/2023; executive directors’ pay captured in NEO table .
Related-Party and Structural Considerations
- Principal holders: Pang (via MGW Investment I Limited) held 50.64% of common stock as of April 2, 2025; all directors/officers as a group held 55.52% .
- Hedging policy: No policy against hedging (potential alignment risk) .
- Broader related-party items in proxy primarily concern operating JVs and financing structures; none specifically tie to Pang beyond his beneficial ownership disclosure .
Say-on-Pay & Shareholder Feedback
- Prior votes: The company had not previously held a Say-on-Pay vote; policy is to provide an annual advisory vote going forward .
- 2025 proposal: Advisory vote on NEO compensation included in the April 30, 2025 meeting .
Investment Implications
- Alignment vs control: Pang’s 50.64% beneficial ownership tightly aligns economics but concentrates control and reduces board independence; he is a non-independent director and officer, and the board has no lead independent director or chairman .
- Limited selling pressure from vesting: No outstanding equity awards for Pang reduces mechanical insider selling pressure from vesting schedules .
- Pay-for-performance transparency: Cash bonus paid in 2023/2024 lacks disclosed metrics/weightings, limiting visibility into pay-for-performance rigor; no long-term equity incentives disclosed .
- Governance risk flags: No anti-hedging policy disclosed; lack of specified clawback policy in the proxy; dual-role CFO/director and majority holder increase governance scrutiny .
- Operating results context: Net loss narrowed in 2024 vs 2023 and the “$100 investment” value improved year-on-year, but overall TSR remains below par over the disclosure windows; continued operating improvement would strengthen the case for any future performance-tied awards .