Li Wai Chung
About Li Wai Chung
Li Wai Chung, age 46, is FiEE’s Chief Executive Officer since February 2025 and President since March 2025. He holds a BBA in accounting and finance (Nov 2000) and an MBA (Nov 2013), both from the University of Hong Kong . Under his tenure as principal executive officer, the company has reported a strategic pivot to SaaS and customized software R&D, with nine‑month 2025 net sales of $1,984,660 (up 210% YoY) and gross margin of 83% . Company TSR (as presented in Pay‑vs‑Performance) was $43.78 for 2024 and $4.00 for 2023; there were no performance‑based payments to NEOs in those years .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tyfon Culture Holdings Limited | Executive Director and Chief Financial Officer | Jun 2020 – Nov 2024 | Senior finance leadership; executive director responsibilities |
| Shanghai Yongxuan Venture Capital Management Co., Ltd | Partner | Oct 2017 – Oct 2018 | Investment leadership and venture management |
| Lens Technology Co. Ltd (SZSE:300433) | General Manager, Investment Department | Aug 2016 – Sep 2017 | Led investment department at a listed manufacturer |
| Deloitte China | Audit Manager | Oct 2000 – Apr 2006 | External audit experience; accounting/controls foundation |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Shenzhen Youxin Consulting Management Co., Ltd | Director | Current | Hong Kong entity linked to beneficial holdings |
| Fulu Holdings Limited (HKEX:2101) | Independent Non‑Executive Director | Current | Board role at HK‑listed company |
| Taizhou Water Group Co., Ltd (HKEX:1542) | Independent Non‑Executive Director | Current | Board role at HK‑listed company |
Fixed Compensation
- Not disclosed for Li Wai Chung in available 2025 filings; the 2024 Summary Compensation Table covers prior CEOs (David Lazar and Jeremy Hitchcock) and shows no outstanding equity awards at 2024 year‑end .
Performance Compensation
- Company compensation philosophy emphasizes base salary plus cash/equity incentives tied to performance; however, the most recent Pay‑vs‑Performance disclosure indicates no “financial performance measures” were used for NEO pay in 2024, and no performance‑based payments were made in 2024 or 2023 .
Equity Ownership & Alignment
| Metric | Detail |
|---|---|
| Total beneficial ownership (as of Sept 11, 2025) | 649,254 shares; 9.3% of common stock class |
| Ownership structure | Includes 245,553 Series A Convertible Preferred Shares (convertible into 343,774 common) and 305,480 common issuable upon a warrant; held via Youxin Consulting Limited wholly controlled by Li Wai Chung |
| Convertible Preferred terms | Series A converts at 1.4 common per preferred; subject to a “Preferred Blocker” capping aggregate conversion at 557,525 common shares; votes on an as‑converted basis |
| Vested vs unvested | Not disclosed for Li’s awards; 2024 NEOs had no outstanding awards at year‑end |
| Pledging/Hedging | No pledging or hedging disclosures identified for Li Wai Chung |
| Stock ownership guidelines | Not disclosed; plan governance provisions summarized below |
Employment Terms
| Item | Disclosure |
|---|---|
| Start date and role | CEO since February 2025; President since March 2025 |
| Contract term, severance, CO‑C | Not disclosed in available filings |
| Clawback applicability | Company’s clawback policy applies to plan awards; permits recovery of excess incentive compensation in case of restatement due to misconduct |
| Change‑of‑Control | No single‑trigger vesting; Board may accelerate/settle/assume awards; options/SARs with exercise prices ≥ deal price may be canceled without consideration |
| Certifications | Signed SOX 302/906 certifications as CEO/President for Q3 2025 and SOX 302/906 as PEO for 2024 10‑K/A |
2025 Equity Incentive Plan – Governance Levers
| Element | Provision |
|---|---|
| Share reserve | 1,394,230 shares authorized; same cap applies to ISOs |
| Minimum vesting | ≥1‑year vesting, with limited exceptions (≤5% pool, cash‑in‑lieu, substitutes, death/disability, CoC) |
| Clawback | Awards subject to company clawback policy and applicable law; amounts may be recouped |
| Repricing | Prohibited without prior shareholder approval |
| Transferability | Generally non‑transferable except by will/descent or permitted family transfers |
| Single‑trigger vesting | Not provided; CoC does not automatically vest awards |
| CoC actions | Board may accelerate, cash‑out, substitute, provide pre‑closing exercise window, or follow transaction agreement terms; obligations bind successor |
| Administration | Board administers; may delegate to committee; full interpretive authority |
Related Party and Capital Structure Context
- Youxin Consulting Limited (wholly controlled by Li) was a named “Investor Purchaser” in securities purchase agreements involving transfers from former director David Lazar; transactions included Series A Preferred, warrants, and receivables in early 2025, with subsequent amendments altering structure and canceling certain Lazar warrants/receivables .
- Beneficial ownership footnote attributes Li’s stake via Youxin and a warrant; this concentration alongside large CFO/Director holdings (Cao Yu 49.5%; Hu Bin 36.5%) reflects tight insider control of voting power .
Say‑on‑Pay and Shareholder Votes (Oct 27, 2025)
| Proposal | For | Against | Abstain | Broker Non‑Vote |
|---|---|---|---|---|
| Approve 2025 Equity Incentive Plan | 4,079,906 | 13,021 | 1,152 | 606,151 |
| Advisory vote on NEO compensation (2024) | 4,077,228 | 13,067 | 3,784 | 606,151 |
Performance & Track Record Indicators
| Metric | Period | Value |
|---|---|---|
| Net sales | Q3 2025 | $1,939,542 |
| Net sales | Nine months ended Sept 30, 2025 | $1,984,660 (up ~210% YoY) |
| Gross margin | Nine months ended Sept 30, 2025 | 83% |
| Net loss | Q3 2025 | $(252,985) (narrowed vs Q3 2024) |
| Operating cash flow | Nine months ended Sept 30, 2025 | $2,478,829 |
| TSR (company metric) | 2024 | $43.78 (value of $100 investment) |
| TSR (company metric) | 2023 | $4.00 (value of $100 investment) |
Risk Indicators & Red Flags
- Concentrated insider ownership and control through preferred/warrants and Youxin entity; monitor conversions and warrant exercises for potential overhang and voting influence .
- Change‑in‑control provisions allow Board flexibility to accelerate/cash‑out awards; absence of single‑trigger reduces windfall risk, but discretion introduces uncertainty in event of a transaction .
- No disclosed salary/bonus targets or performance metrics for current NEOs in 2025 to date, limiting pay‑for‑performance transparency .
Investment Implications
- Alignment: Li’s 9.3% beneficial stake via Youxin plus warrant‑linked exposure aligns interests with shareholders; clawback policy, 1‑year vesting minimum, and no repricing/single‑trigger provisions improve governance quality .
- Overhang & Selling Pressure: Preferred conversion mechanics and warrant issuances represent potential supply; the Preferred Blocker caps aggregate conversion, partially mitigating immediate dilution risk .
- Pay‑for‑Performance Visibility: Current filings lack disclosure of Li’s base salary, bonus targets, or PSU/RSU metrics; watch for grants under the newly approved 2025 Plan and any employment agreement filings to assess incentive calibration and retention risk .
- Execution: Reported transition to SaaS/customized software correlates with improved margins and reduced losses; sustaining performance will be key to future award payouts if metrics become embedded in plan grants .