Lusha Niu
About Lusha Niu
Independent director of IT Tech Packaging, Inc. since October 12, 2016; age 47 as of the 2025 proxy. Background in corporate communications and financial PR; Master’s degree in Finance from the University of Colorado. Prior roles include Asia Lead of Financial Communication and Director of Corporate Communications & Public Affairs at MSL GROUP (since September 2013), Associate Director at APCO Worldwide (2008–2013), and Consulting Analyst at BDA Consulting. Classified as independent under the NYSE American Company Guide.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MSL GROUP | Director of Corporate Communications & Public Affairs; Asia Lead of Financial Communication | Sep 2013–present | Financial communication expertise relevant to investor relations and public disclosure quality |
| APCO Worldwide | Associate Director | Aug 2008–Aug 2013 | Public affairs experience; stakeholder engagement |
| BDA Consulting | Consulting Analyst | N/A | Advised institutional investors on China deal strategy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed in past five years |
Board Governance
- Independence: The Board identifies three independent directors, including Lusha Niu, under NYSE American standards.
- Committee assignments:
- Audit Committee: Member (not designated as financial expert).
- Compensation Committee: Chairwoman.
- Nominating Committee: Member (chair is Wenbing Christopher Wang).
- Board structure: CEO serves as Chair; Board has overall risk oversight, with committees overseeing specific risk domains; related-party transactions approved by Board without written policies (case-by-case).
- Attendance and engagement:
- Meetings held (count by year): see table below. Each director attended at least 75% of Board and committee meetings in both years. Independent directors held executive sessions at least annually in 2023.
| Body | 2023 Meetings | 2024 Meetings |
|---|---|---|
| Board of Directors | 5 | 6 |
| Audit Committee | 5 | 6 |
| Compensation Committee | 2 | 1 |
| Nominating Committee | 1 | 1 |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Cash retainer (Salary) | $7,086 | $7,025 |
| Bonus | — | — |
| Stock awards | — | — |
| Option awards | — | — |
| Meeting/committee fees | Not disclosed | Not disclosed |
- Historical appointment terms: On October 12, 2016, Ms. Niu was elected director with annual compensation of RMB50,000, payable monthly.
Performance Compensation
| Metric | Target | Actual | Payout Impact |
|---|---|---|---|
| None disclosed for directors | — | — | No performance-based director compensation disclosed (no RSU/PSU/options for Niu in 2023–2024). |
- Company-wide equity plan governance: 2025 Omnibus Equity Incentive Plan prohibits option repricing without shareholder approval; includes RSU and restricted stock mechanics; effective October 31, 2025 (plan adoption).
Other Directorships & Interlocks
| Company | Role | Tenure | Interlock/Conflict |
|---|---|---|---|
| None disclosed | — | — | No interlocks or external public boards disclosed for Niu. |
Expertise & Qualifications
- Master’s in Finance (University of Colorado), extensive PR/financial communications leadership in Asia; experience advising institutional investors on China strategies.
- Not designated an Audit Committee financial expert (Board recognizes Marco Ku and Wenbing Wang as financial experts).
Equity Ownership
| Metric | 2023 | 2024 |
|---|---|---|
| Shares beneficially owned | 0 | 0 |
| Ownership % of outstanding | 0% | 0% |
| Shares pledged | None disclosed | None disclosed |
| Options/RSUs outstanding | None disclosed | None disclosed |
Insider Trades
| Date | Form | Transaction | Shares | Price | Notes |
|---|---|---|---|---|---|
| — | — | None reported | — | — | Company states all Section 16(a) filings were timely for FY2024; no specific transactions disclosed for Niu. |
Governance Assessment
-
Positives:
- Independent status; serves as Compensation Committee chair, providing oversight on pay practices.
- Board and committee attendance at least 75%; regular committee meetings and annual independent director executive sessions (2023).
- Adoption of 2025 Omnibus Equity Incentive Plan with anti-repricing safeguards requiring shareholder approval (shareholder-friendly).
-
RED FLAGS:
- Zero share ownership and no equity retainer for Niu in 2023–2024, signaling limited “skin-in-the-game” alignment.
- No written policy for related-party transactions (Board approves case-by-case); multiple related-party loans involving CEO, elevating governance risk.
- Compensation Committee chair without audit financial expert designation; her background is PR/communications rather than finance/accounting, potentially limiting technical depth in pay-for-performance calibration.
- Say-on-pay support in 2024 showed material opposition (1,428,905 for vs. 1,007,407 against; triennial frequency adopted), indicating investor scrutiny of compensation practices overseen by the committee.
Shareholder Voting Signals
| Item | 2024 Outcome |
|---|---|
| Director election – Lusha Niu | For: 1,466,538; Withheld: 988,297; Broker non-vote: 2,251,854 |
| Say-on-pay (advisory) | For: 1,428,905; Against: 1,007,407; Abstain: 18,433 |
| Say-on-pay frequency | Every 3 years selected (votes: 1,345,999 for triennial) |
- 2025 AGM outcomes: Class I directors elected; 2025 Omnibus Equity Incentive Plan approved; auditor ratified.
Additional Notes
- No change-in-control agreements or severance for directors/executives; no outstanding equity awards at FY2024 year-end for named executives; “Recovery of Erroneously Awarded Compensation: None.”
- Legal proceedings: none material involving directors/executives; Section 16(a) compliance affirmed.