Feng Tian
About Feng Tian
Feng Tian, 33, is Chief Financial Officer of CIMG Inc. (Nasdaq: IMG) effective August 6, 2025; she led finance at the company since 2024 and previously served as head of finance at Daren International and Henan Aishan Education Corp. She holds an MBA from Zhengzhou University and a degree from Henan Industry & Trade College . Her employment agreement dated August 1, 2025 sets an annual base salary of $12,000; there is no disclosed bonus structure or equity awards to date . As of August 19, 2025, the proxy’s management ownership table shows no reported beneficial holdings for Tian (group total 0 shares), while company policies prohibit hedging and pledging and implement an incentive-compensation clawback .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| CIMG Inc. | Head of Finance | 2024–2025 | — |
| Daren International | Head of Finance | — | — |
| Henan Aishan Education Corp. | Head of Finance | — | — |
Fixed Compensation
| Component | Value | Effective | Notes |
|---|---|---|---|
| Annual Base Salary | $12,000 | Aug 1, 2025 (agreement); CFO effective Aug 6, 2025 | 8-K item 5.02 references only base salary; no bonus disclosed |
Performance Compensation
- No performance-based bonus, PSU/RSU grants, targets, or vesting schedules disclosed for Tian in the 8-K or 2025 proxy .
Equity Ownership & Alignment
| As-of Date | Shares Beneficially Owned | % of Class | Vested vs. Unvested | Options (Exercisable/Unexercisable) | Pledged |
|---|---|---|---|---|---|
| Aug 19, 2025 | — | —% | Not disclosed | None disclosed | Prohibited by policy |
- Insider Trading Policy prohibits hedging/monetization, short sales, and pledging/margin accounts for Covered Persons (directors/executives); trading is subject to blackout periods and pre-clearance .
- Clawback: Incentive-based compensation is subject to recovery upon an accounting restatement under the company’s clawback policy (adopted Jan 20, 2023 and updated per Nasdaq Rule 10D-1 effective July 3, 2025) .
- Equity plans: No awards under 2024/2025 plans; 2026 Equity Incentive Plan up to 38,000,000 shares pending shareholder approval (options at ≥100% FMV; Administrator may accelerate vesting on change of control) .
Employment Terms
| Term | Detail |
|---|---|
| Role & Effective Date | CFO effective Aug 6, 2025 |
| Employment Agreement | Dated Aug 1, 2025 |
| Base Salary | $12,000/year |
| Bonus Eligibility | Not disclosed in 8-K or proxy |
| Severance / Change-of-Control | Not disclosed for Tian; company Restricted Stock/Option Agreements provide full vesting/acceleration for executive awards upon termination without cause or change of control when awards exist |
| Non-Compete / Non-Solicit | Not disclosed for Tian in 8-K or proxy |
| Clawback | Incentive compensation recovery if restatement required |
Performance & Track Record
| Item | Period | Disclosure |
|---|---|---|
| SOX 302/906 Certifications | Q4 2025 10-Q | CFO signed certifications as Principal Financial Officer and Principal Accounting Officer |
| SOX 302/906 Certifications | Q3 2025 10-Q | Signed as Principal Financial and Accounting Officer (then Chief Accounting Officer) |
Context: Company reported net losses of $8.56M (FY 2024) and $8.75M (FY 2023), underscoring a turnaround environment as Tian assumed finance leadership .
Board Governance (Compensation Oversight)
- Compensation Committee: Jinmei Guo Hellstroem (Member/Chair noted in DEF), Zongmei Huang (Chairperson cited in committee section), and Jianshuang Wang; all members deemed independent under SEC/Nasdaq rules (noting Wang is a non-independent director elsewhere due to CEO role; committee independence noted by Board) .
- Authority: Reviews/approves executive compensation, oversees equity plans, may appoint independent compensation consultants; charter available on company website .
Investment Implications
- Alignment: No reported share ownership and no disclosed equity grants for Tian to date reduce near-term “skin-in-the-game”; however, stringent prohibitions on hedging/pledging and a robust clawback framework mitigate governance risks .
- Future incentives and selling pressure: The proposed 2026 plan (38M shares) enables equity-based awards and potential future insider supply once vesting begins; change-of-control provisions allow vesting acceleration, which can amplify event-driven pay outcomes .
- Retention: Cash comp of $12k suggests reliance on prospective equity participation to retain and motivate; absence of disclosed bonus/PSU metrics implies future design decisions will be critical for pay-for-performance integrity .
- Execution risk: CFO has signed SEC certifications across recent quarters amid a company transformation and prior filing delays, indicating hands-on financial controls accountability in a turnaround context .