Hanxi Li
iPowerAbout Hanxi Li
Hanxi Li (age 38) is an independent director of iPower Inc. (IPW), appointed December 23, 2021; she chairs the Compensation Committee and serves on the Audit and Nominating & Corporate Governance Committees. Li has 10+ years in marketing with Fortune 50 and global tech clients; current role is VP of Marketing at Elegantz Productions LLC, with past work for Sequoia Capital (US campaigns), Xiaomi, ByteDance, and Ciwen Media .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Elegantz Productions LLC | Vice President of Marketing | 2019–present | Led US branding/marketing campaigns for Sequoia Capital and Xiaomi; partnerships with ByteDance and Ciwen Media |
| BizRight LLC (IPW predecessor) | Marketing Director | 2017–2018 | Led branding and social media strategy expansion |
| Private Video Studio | Partner | 2013–2016 | Led projects for Bluefocus; performance project at China National Olympic Park |
| China National Convention Center | Publicity Supervisor | 2011–2014 | Led branding and media channel work for national/international meetings |
External Roles
| Organization | Role | Notes |
|---|---|---|
| Elegantz Productions LLC | VP Marketing | Ongoing role alongside IPW directorship |
Board Governance
- Independence: Board determined all directors except CEO/Chairman Chenlong Tan are independent; Li is independent .
- Committees (FY2024–FY2025):
- Compensation Committee: Chair (members: Li, Tchaikovsky, Guo) .
- Audit Committee: Member (Chair: Tchaikovsky; members: Tchaikovsky, Guo, Li) .
- Nominating & Corporate Governance: Member (Chair: Guo; members: Guo, Tchaikovsky, Li) .
- Attendance/engagement: Board held 4 meetings; no director attended fewer than 75% of board and committee meetings (FY2024) .
- Committee activity (FY2024): Audit met 5 times; Compensation held 0 meetings; Nominating & Governance held 0 meetings .
- Lead Independent Director: None designated; independent directors conduct executive sessions collaboratively .
- 2025 Shareholder vote results: Li received 21,026,314 For; 418,670 Withheld; 4,545,719 broker non-votes (approx. 98% support of votes cast excluding broker non-votes) .
Fixed Compensation
| Component | Amount | Terms | Period |
|---|---|---|---|
| Annual cash retainer (independent directors) | $25,000 | Paid in equal quarterly installments | FY2024 |
| Audit Committee Chair retainer | $5,000 | Additional to base; not applicable to Li | FY2024 |
| Reimbursement of expenses | Reasonable out-of-pocket | For board duties | Ongoing |
Li was not Audit Chair; her cash elements were the standard director retainer (no meeting fees disclosed) .
Performance Compensation
| Instrument | Grant/Value | Vesting | Notes |
|---|---|---|---|
| Annual RSU grant (independent directors) | $30,000 | Vests monthly in 12 substantially equal installments | FY2024 |
| Specific grant to Li | 51,724 RSUs (director stock comp) | Noted as issued April 19, 2023; other directors’ stock comp fully vested | FY2023 context |
- Performance metrics: None disclosed for director equity; RSUs are time-based (no TSR/financial hurdles) .
- Clawback policy: Company maintains an incentive-based compensation recovery policy; typically applicable to incentive comp (policy existence noted, though director RSUs are time-based) .
Other Directorships & Interlocks
- Public company boards: None disclosed for Li .
- Committee roles at other companies: Not disclosed .
- Interlocks with competitors/customers/suppliers: None disclosed for Li .
Expertise & Qualifications
- Core skills: Marketing strategy, branding, social media, large-scale event publicity; experience with major tech and investment brands (Sequoia Capital, Xiaomi, ByteDance) .
- Board qualification: Chairs Compensation; member of Audit and Nominating & Governance; no “audit committee financial expert” designation (that is Tchaikovsky) .
- Education: Not disclosed in proxy .
Equity Ownership
| Holder | Beneficial Shares | % of Outstanding | Date/Context |
|---|---|---|---|
| Hanxi Li | 88,749 | <0.1% | As of May 16, 2025; 31,359,899 shares outstanding |
| Hanxi Li | 64,941 | <0.1% | As of Apr 25, 2024; includes 52,010 common + 12,931 RSUs unvested |
- Pledging/hedging: No pledging disclosed for Li .
- Ownership guidelines: Not disclosed .
Insider Trades and Section 16 Compliance
| Individual | Compliance Note | Period/Detail |
|---|---|---|
| Hanxi Li | Late Form 4 covering 51,724 shares (director stock comp) | FY2023 (reported in 2024 proxy) |
| Company-wide 2024 | Other late Form 4s for Liles and Tchaikovsky | FY2023 reporting period |
| Company-wide 2025 | Late Form 4s noted for Liles and Tchaikovsky; no Li issue cited | FY2024 reporting period |
Related-Party Transactions (context for oversight)
- The company disclosed several related-party items (e.g., CEO-affiliated MII Strategy Inc. sales of $95,376; loans/arrangements with co-founder Allan Huang and White Cherry Limited), all subject to Audit Committee review process—Li serves on Audit, which reviews related-person transactions for conflicts .
Say-on-Pay & Shareholder Feedback
| Item | For | Against | Abstain | Broker Non-Votes | Notes |
|---|---|---|---|---|---|
| 2025 Say-on-Pay (advisory) | 21,390,021 | 43,183 | 11,780 | 4,545,719 | Passed; very high support (~99.7% of votes cast excluding brokers) |
Governance Assessment
-
Strengths
- Independent director; active across all key committees; chairs Compensation .
- Board/committee attendance threshold met; Audit Committee active (5 meetings FY2024) and Li co-signed Audit Committee Report .
- Clear, simple director pay structure with modest cash and time-vested RSUs, aligning with shareholder value longer term .
-
Watch items / Red flags
- Compensation Committee (chaired by Li) held no meetings in FY2024—raises oversight and engagement questions around pay governance .
- June 2025 bylaw amendments concentrate exceptional authority in the Chairman (final authority to approve/ratify board decisions; veto power; supermajority requirement to remove Chair)—a governance risk that can diminish committee influence, including Compensation oversight led by Li .
- Company reliance on reverse stock split authorization to address Nasdaq bid-price compliance (strategic context; not specific to Li but relevant to board effectiveness) .
- Prior Section 16 reporting lapse for Li (late Form 4 in FY2023) suggests a minor compliance/process gap (since remedied in FY2025 disclosures) .
-
Shareholder support signal
- Li’s 2025 re-election received 21,026,314 For vs. 418,670 Withheld (strong support) .
- Say-on-Pay passed with overwhelming support (21,390,021 For vs. 43,183 Against) .
Potential Conflicts or Related-Party Exposure
- No Li-specific related-party transactions disclosed; company’s related-party review is through the Audit Committee (of which Li is a member) .
- No share pledging, loans, or consulting arrangements disclosed for Li .
Compensation Structure Analysis (Director)
- Mix stability: Cash retainer $25k and RSUs $30k consistent across independent directors (Audit Chair +$5k; not applicable to Li) .
- Equity design: Time-vested RSUs (monthly over 12 months) suggests retention focus; no performance metrics/hurdles tied to director equity (typical, but limits explicit pay-for-performance linkage at the director level) .
- Historical grant detail: Li received 51,724 RSUs on April 19, 2023; noted as an exception relative to other directors’ vesting status at that time .
Summary Implications for Investors
- Li brings marketing/brand expertise and serves as Compensation Chair, but committee inactivity in FY2024 and June 2025 bylaw changes that centralize power with the Chair create meaningful governance risk and could constrain board/committee effectiveness on pay and strategic oversight .
- Strong shareholder support for Li and for Say-on-Pay in 2025 mitigates immediate confidence concerns, but investors should monitor: (i) Compensation Committee meeting cadence and rigor; (ii) how the board operates under the revised bylaws; and (iii) related-party oversight given multiple company-level transactions .