Patrick Sun
About Patrick Sun
You (“Patrick”) Sun is the Chief Financial Officer of Denali Capital Acquisition Corp. (DECA), appearing in the company’s management slate in the 2023 and 2024 proxy statements as CFO . He was 35 years old as reported in the 2024 DEF 14A and holds an MBA from Washington University in St. Louis (Olin) and a B.S. in Mechanics from Peking University . DECA is a SPAC/blank-check company with no operations and nominal assets (primarily cash held in trust), so traditional operating performance metrics (revenue/EBITDA growth) are not applicable; management disclosures state the company has not engaged in operations nor generated revenue to date .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Seaport Global Securities LLC | Vice President & E&P Analyst | Aug 2014 – Dec 2019 | Upstream energy coverage; fundamental analysis and deal support in E&P sector |
| Pacific Securities Co., Ltd. | Vice President | Jul 2008 – May 2012 | Investment banking/brokerage; capital markets execution and client coverage |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lake Crystal Energy LLC (oil & gas) | Chief Financial Officer | Aug 2020 – present | Evaluates/sources O&G investments; oversees all finance functions |
Fixed Compensation
- DECA discloses that no executive officers or directors (including CFO Patrick Sun) have received cash compensation prior to a business combination; only reimbursement of out‑of‑pocket expenses is permitted and reviewed quarterly by the audit committee .
- No base salary, target bonus, actual bonus, perquisites, deferred compensation, pensions/SERP, or nonqualified plans are disclosed for executives prior to a business combination .
Performance Compensation
- Equity/Options: The filings do not disclose any RSUs/PSUs, option grants, or performance-based equity awards for Patrick Sun. His disclosed equity exposure is via Class B founder shares (see Ownership), not award grants with vesting/performance conditions .
- Founder/Class B share mechanics (context): The company sought amendments to permit holders of Class B ordinary shares to convert into Class A on a one‑for‑one basis prior to closing a business combination, highlighting structural convertibility of founder equity; founder shares/private placement instruments would be worthless upon liquidation if no business combination occurs, creating strong deal-closure incentives .
Equity Ownership & Alignment
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Class B ordinary shares held (units) | 20,000 | 20,000 | 20,000 |
| Ownership as % of Class B | <1% (as shown “*”) | <1% (as shown “*”) | <1% (as shown “*”) |
| Notes on alignment | Founder/Class B/PP interests of insiders become worthless absent a business combination, aligning insiders toward closing a deal | Same alignment dynamics reiterated | Same alignment dynamics reiterated |
Additional alignment and risk context:
- Filings state certain directors and officers have beneficial interests in the Sponsor (which holds founder shares and private placement warrants). These investments expire worthless if no business combination is completed, creating potential conflicts and strong deal incentives .
- Private placement warrants are restricted from transfer until 30 days after completing a business combination (Sponsor-level instrument restriction) .
Pledging/Hedging: No disclosures indicate that Patrick Sun has pledged or hedged DECA shares; none are reported in the cited materials (not disclosed).
Employment Terms
- Contracts/Severance/Change-in-Control: The proxies do not disclose an employment agreement, severance multiple, change‑of‑control trigger, accelerated vesting, clawbacks, or tax gross‑ups for Patrick Sun .
- Reimbursements: Executives and directors may be reimbursed for out‑of‑pocket expenses incurred for SPAC activities; reviewed quarterly by the audit committee .
Investment Implications
- Pay-for-performance and retention: Pre‑deal, there is no cash pay or bonus plan; alignment is via founder equity exposure (20,000 Class B shares). This creates high sensitivity to deal completion and post‑merger equity value, but affords limited retention through guaranteed pay if timelines stretch or deals fail .
- Incentive risk/pressure to transact: Executives/directors (through founder/PP interests and in some cases Sponsor ties) face complete loss of investment upon liquidation, heightening pressure to close a deal—beneficial for momentum but a potential governance red flag if deal quality is compromised .
- Structural/trading dynamics: Sponsor private placement warrants are locked up until 30 days post‑deal, which can modulate near‑term selling flows at the Sponsor level; no distinct lock‑up for Sun’s founder shares is specified in the cited pages, but founder equity typically converts at or after business combination subject to company governing documents and any applicable agreements .
- Execution and listing risk: DECA disclosed imminent Nasdaq suspension/delisting due to the 36‑month SPAC deadline and noted listing is a closing condition for the Semnur/Scilex combination—heightening transaction risk and potential liquidity constraints. This environment increases the value of sponsor/insider incentives to close but also raises execution risk during Sun’s tenure as CFO .
Overall: Patrick Sun’s economic exposure is founder‑equity based (20,000 Class B shares, <1% of Class B). With no salary/bonus pre‑deal, his incentives are strongly tied to completing a transaction and preserving listing status, a common SPAC alignment that can be both a catalyst and a governance watchpoint .