Jianshuang Wang
About Jianshuang Wang
- Chief Executive Officer and Chairperson of the Board of CIMG Inc. (ticker: IMG) since June 6, 2024; age 46; degree in Human Resource Management (Hebei University of Economics and Business, 2001) .
- Background spans HR leadership and operating roles (legal representative of WeTrade Group Inc.’s China subsidiary and director of its Hong Kong subsidiary) prior to joining CIMG .
- Dual role CEO + Chair; Board asserts this structure provides clear leadership; Board oversight conducted via independent committees with risk oversight delineated across Audit, Compensation, and Nominating committees .
- Company-level performance context (latest reported fiscal years): Revenue rose from $1.76M to $1.93M YoY; net losses persisted (see table below). Values retrieved from S&P Global.*
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues (USD) | $1,757,968 | $1,930,291 |
| Net Income (USD) | -$8,749,467* | -$8,555,388* |
| *Values retrieved from S&P Global. |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| WeTrade Group Inc. (now Next Technology Holding Inc., NASDAQ: NXTT) – China subsidiary; Hong Kong subsidiary | Legal Representative (China); Director (Hong Kong) | 2025–present | Governance and local representation for operating entities |
| Zhongrong Minxin Capital Mgmt; Shuyun Puhui Technology; Beijing Meixin Technology | Human Resources Director | 2012–2020 | Built HR systems across multiple growth companies |
| Beijing Yuanzhou Decoration; Beijing Dingzhi Huihai Mgmt Consulting | HR Supervisor | 2001–2012 | Early-career HR operations |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| WeTrade Group Inc. subsidiaries (China/HK) | Legal Representative; Director | 2025–present | Operating company roles (non-U.S. public board not disclosed) |
Fixed Compensation
| Component | Detail | Source |
|---|---|---|
| Base salary | $24,000 per year (employment agreement dated June 6, 2024) | |
| FY2024 cash paid | $8,000 (reported in Summary Compensation Table) | |
| Separate director fees | None (employee directors not paid separate board retainers) | |
| Pension/retirement/SERP | None disclosed |
Performance Compensation
- No cash bonus plan, profit sharing, or equity awards disclosed for FY2024; the company states it does not have material bonus/profit sharing plans (equity may be granted at Board discretion in future) .
- No incentive metric framework (revenue, EBITDA, TSR, ESG, etc.) disclosed for the CEO for FY2024 .
- Equity plan status: 2013/2019/2023 plans terminated; no awards granted under 2024 or 2025 plans to date; Board seeking approval for a 2026 Equity Incentive Plan authorizing up to 38,000,000 shares .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Not disclosed for FY2024 | — | — | — | — | — |
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Beneficial ownership (CEO) | Not reported (dash in table as of Aug 19, 2025) | |
| All directors/executives as a group | 0 shares (0%) as of Aug 19, 2025 | |
| Ownership guidelines | Not disclosed | — |
| Pledging policy | Pledging and holding shares in margin accounts prohibited for all Covered Persons | |
| Hedging policy | Hedging/short sales/options prohibited absent approval; pre-clearance and blackout policy in Insider Trading Policy |
Implication: With no disclosed ownership and no FY2024 equity grants outstanding, near-term vesting-related selling pressure appears limited; however, shareholder alignment via “skin in the game” is currently minimal per disclosures .
Employment Terms
| Term | Detail | Source |
|---|---|---|
| Start date | CEO & Chair since June 6, 2024 | |
| Contract term | Employment agreement in place (details beyond salary not specified) | |
| Severance | No severance multiples disclosed; Company notes no plans for termination/change-of-control compensation except as in equity agreements | |
| Change-in-control (equity) | Restricted stock: full vesting on termination without cause or at change-in-control; Options: full acceleration on change-in-control unless assumed | |
| Clawback | Incentive-based compensation clawback policy adopted Jan 20, 2023; Nasdaq Rule 10D-1 compliant recovery policy effective July 3, 2025 | – |
| Non-compete / non-solicit | Not disclosed | — |
Vesting mechanics if/when equity is granted under plan documents:
- Default option vesting: one-third annually over three years unless otherwise specified; change-in-control can trigger acceleration; post-termination exercise windows vary by death/disability/retirement/other terms –.
Board Governance
- Board size 5; four independent directors (Huang, Hou, Ye, Hellstroem). Ms. Wang is not independent due to executive role .
- Committee memberships and chairs:
- Audit: Ye (Chair), Hou, Hellstroem (all independent) .
- Compensation: Huang (Chair), Hellstroem, Wang; proxy states all current members are independent/non‑employee, but Ms. Wang is an executive officer and “not independent,” creating an apparent inconsistency and independence concern .
- Nominating & Corporate Governance: Hellstroem (Chair), Huang, Hou .
- Attendance: All directors attended at least 90% of Board and committee meetings in FY2024 .
- Dual-role implication: CEO serves as Chair; Board believes unified leadership benefits strategy execution; independent sessions are held .
- Employee directors receive no additional director pay; Ms. Wang’s compensation appears only under executive pay .
Director Service History and Roles (Wang)
| Attribute | Detail | Source |
|---|---|---|
| Board service start | 2024 | |
| Board role | Chairperson | |
| Committee roles | Compensation Committee Member | |
| Independence | Not independent (executive officer) |
Related Party Transactions and Policies
- No related party transactions exceeding the stated threshold since Oct 1, 2020, other than compensation arrangements disclosed .
- Code of Ethics in place; no Section 16(a) delinquencies reported for FY2024 –.
Performance & Track Record (context for pay alignment)
- Strategic pivot: 2024–2025 transformation toward distribution of maca-based products; exclusive distribution rights with Jiangsu Kangduoyuan; multiple PRC distributor contracts to expand retail reach (e.g., uSmile PetroChina convenience stores and vending footprint targets) –.
- Nasdaq compliance risk signals: Minimum bid price non-compliance notice (Jan 14, 2025) and late filing notices; delisting determination letter (June 27, 2025) pending appeal and catch-up filings plan –.
- Auditor and clawback governance: PCAOB-registered auditor in Singapore; formal recovery policy aligned to Rule 10D-1 – –.
Compensation Structure Analysis
- Cash-heavy and low absolute pay in FY2024 ($8,000 reported against a $24,000 salary rate starting June 6, 2024) suggests transitional/partial-year compensation rather than a mature, performance-linked program .
- No disclosed annual bonus plan or performance metrics; no equity grants in 2024/2025 plans to date—limits pay-for-performance linkage but also reduces dilution risk in the near term .
- 2026 Equity Plan up to 38,000,000 shares proposed; combined with change-in-control acceleration language, this introduces potential future dilution and single-trigger acceleration considerations that investors typically scrutinize –.
Risk Indicators & Red Flags
- Governance: CEO sits on Compensation Committee per proxy while being non‑independent; proxy simultaneously states all Compensation members are independent/non‑employee—an inconsistency that raises independence concerns .
- Listing compliance: Multiple Nasdaq deficiency notices and delisting risk pending remediation—material trading/liquidity risk –.
- Alignment: No reported executive share ownership and no recent equity awards—limited “skin in the game” .
- CoC acceleration: Equity agreements provide accelerated vesting upon CoC/termination without cause; potential single-trigger effects merit attention .
Investment Implications
- Near-term selling pressure from vesting appears limited (no outstanding awards disclosed), but alignment is weak with no reported executive ownership; future adoption of the 2026 plan (38M shares) could materially increase dilution and introduce single-trigger acceleration dynamics – .
- Governance quality is mixed: CEO-Chair structure plus the Compensation Committee independence inconsistency warrant engagement; however, anti-hedging/pledging, insider trading pre-clearance, and clawback policies are strengths – –.
- Operational execution risk remains high amid strategic pivot and Nasdaq compliance overhang; until financial trends improve and listing risks abate, compensation appears intentionally restrained (low cash, no equity), limiting misalignment but offering few positive confidence signals – –.
References: – – – – – – –