Lili Zhang

About Lili Zhang

Lili Zhang serves as an independent director of IROH, appointed effective upon the Closing of the company’s business combination as disclosed in the October 6, 2025 Form 8-K. Biographical details (background, education, prior roles) are incorporated by reference to the Proxy Statement/Prospectus and not included in the 8-K; the filing confirms she is classified as an independent director under Nasdaq standards, with independence affirmed for all directors other than Zhenjun Jiang and Pan Hu . Immediately post-Closing, IROH reported that Ms. Zhang beneficially owned less than 1% of outstanding shares (shown as “—” shares in the table), indicating minimal direct equity alignment at that time .

Past Roles

• Biographical information is incorporated by reference to the Proxy Statement/Prospectus and not provided in the available filings reviewed .

External Roles

• Other public company directorships or committee roles for Ms. Zhang are not disclosed in the available filings reviewed .

Board Governance

• Board size and composition post-Closing included seven directors: Zhenjun Jiang (CEO), Pan Hu, John L. Suprock, Lydia Bergamasco, Donghai Li, Jinyu (Jingyu) Huang, and Lili Zhang .
• Independence: The board determined all directors other than Zhenjun Jiang and Pan Hu are independent under Nasdaq/SEC rules; this includes Lili Zhang. The independent directors will hold regularly scheduled meetings with only independents present .

Committee Structure (post-Closing)

• Attendance: No post-Closing attendance data is disclosed for Ms. Zhang. Pre-merger governance in 2023 indicated no director attended fewer than 75% of applicable meetings; that language pertains to the prior SPAC board and does not include Ms. Zhang .

Fixed Compensation

• Director cash retainers, committee fees, and meeting fees for Ms. Zhang post-Closing are not disclosed in the available filings reviewed. Pre-Closing language in the 8-K states CFI (the target) did not compensate its directors, which pertains to pre-Closing practices and not necessarily the combined company’s post-Closing policy .

Performance Compensation

• Equity award terms (RSUs/PSUs/options), grant dates, vesting schedules, and performance metrics for Ms. Zhang are not disclosed in the available filings reviewed .

Other Directorships & Interlocks

• No other public-company directorships, committee roles, or interlocks are disclosed for Ms. Zhang in the available filings reviewed .

Expertise & Qualifications

• Detailed qualifications (education, sector expertise, “financial expert” status) for Ms. Zhang are incorporated by reference to the Proxy Statement/Prospectus and not provided in the 8-K excerpt. The 8-K indicates biographies are provided in the merger proxy/prospectus section “Directors and Executive Officers of New CFI After the Business Combination” .

Equity Ownership

• Post-Closing share count baseline: 51,235,000 shares outstanding .

Governance Assessment

• Independence and oversight: Ms. Zhang is an independent director under Nasdaq standards, with the board affirming independence for all directors except the CEO and COO; independent-only executive sessions are planned, which supports board oversight of management .
• Committee leverage: Ms. Zhang is not listed on Audit, Compensation, or Nominating committees at Closing; governance impact will hinge on future committee assignments or demonstrated engagement outside committees .
• Ownership alignment: Ms. Zhang reported less than 1% beneficial ownership post-Closing, indicating limited direct economic alignment at that time; however, ownership expectations for directors (guidelines, pledging prohibitions) are not disclosed in the available filing .
• Control risk — RED FLAG: The CEO-controlled Rosy Sea Holdings owned approximately 93% post-Closing, concentrating voting power and potentially limiting the practical influence of independent directors, including Ms. Zhang, over outcomes opposed by the controller .
• Transparency gap: The 8-K incorporates director biographies by reference to the Proxy Statement/Prospectus and does not include compensation structures or performance-linked metrics for directors; investors should monitor subsequent proxy filings for clarity on director pay design and potential conflicts (e.g., related-party transactions) .

Key follow-ups for investors:

• Seek the combined company’s next DEF 14A for: director compensation mix (cash vs. equity), equity holding requirements, and any committee reassignments involving Ms. Zhang .
• Review future ownership tables for changes in Ms. Zhang’s beneficial holdings or pledging disclosures; monitor any related-party transaction disclosures tied to directors .