Wenbing Christopher Wang
About Wenbing Christopher Wang
Independent director at IT Tech Packaging, Inc. (ITP) since October 28, 2009; age 55; MBA in finance and corporate accounting from the Simon Business School (University of Rochester). Former CFO of Phoenix Motor Inc. (Nasdaq: PEV) from June 2021 to March 2024; President and Director of FushiCopperweld, Inc. since January 21, 2008 (prior CFO 2005–2009). Designated an audit committee financial expert; fluent in English and Chinese; named one of China’s top ten CFOs in 2007 by CFO Magazine .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Phoenix Motor Inc. (Nasdaq: PEV) | Chief Financial Officer | Jun 2021 – Mar 2024 | Public company CFO experience; EV industry exposure |
| FushiCopperweld, Inc. | President & Director | Jan 21, 2008 – present | Cross-border operations; metals/manufacturing leadership |
| FushiCopperweld, Inc. | Chief Financial Officer | Dec 13, 2005 – Aug 31, 2009 | Transition to President; finance leadership |
| Redwood Capital, Inc. | Various roles | Not disclosed | Investment/IB background |
| China Century Investment Corp. | Various roles | Not disclosed | Investment experience |
| Credit Suisse First Boston | Various roles | Not disclosed | Global finance exposure |
| VC China | Various roles | Not disclosed | Venture investing experience |
External Roles
| Company | Exchange | Role | Notes |
|---|---|---|---|
| Metalpha Technology Holding Limited | Nasdaq | Independent Director | Current public company directorship |
Board Governance
- Independence: Board identifies Mr. Wang as independent under NYSE American standards .
- Committee assignments: Audit Committee (member); Compensation Committee (member); Nominating Committee (chair) .
- Financial expertise: Designated audit committee financial expert (with Marco Ku) .
- Meeting cadence and attendance (FY2024): Board 6; Audit 6; Compensation 1; Nominating 1. Each director attended at least 75% of meetings of the Board and applicable committees .
- Board structure: Combined Chair/CEO (Zhenyong Liu). Risk oversight allocated to Audit, Compensation, and Nominating committees; related-party transactions approved by the Board (no formal written policy beyond case-by-case review) .
- Insider Trading Policy: Adopted; blackout periods and compliance noted (referenced as Exhibit 19 to 2024 10-K) .
Fixed Compensation
| Year | Cash Retainer ($) | Stock Awards ($) | Option Awards ($) | Non-Equity Incentive ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 20,000 | 0 | 0 | 0 | 20,000 |
| 2023 | 20,000 | 0 | 0 | 0 | 20,000 |
- Structure: Annual compensation of $20,000 payable monthly; no committee chair fees disclosed for Wang .
Performance Compensation
| Grant Date | Instrument | Shares Granted | Fair Value/Share ($) | Notes |
|---|---|---|---|---|
| Oct 28, 2009 | Common Stock (initial director grant) | 400 | Not disclosed | $20,000 divided by closing price on grant date; piggyback registration rights subordinate to investors |
| Jan 11, 2012 | Restricted Common Stock | 1,582 | 34.5 | Issued under 2011 ISP |
| Dec 31, 2013 | Restricted Common Stock | 500 | 26.6 | Issued under 2011/2012 ISP |
| Jan 12, 2016 | Restricted Common Stock | 500 | 13.3 | Issued under 2015 ISP |
- No equity grants to Wang were reported for 2023–2024 .
Performance metric framework (plan-level, applicable to any future director awards under 2025 Plan):
- Awards available: Options, RSUs, Performance Stock/Units, SARs, Unrestricted/Restricted Stock .
- Performance awards: Committee-set goals and periods; distribution in shares/cash upon achievement (no specific metrics disclosed in proxy) .
- Clawback: Performance-based awards subject to reduction/forfeiture/repayment upon financial restatement as required by law .
- Change-of-control: Committee can accelerate, cash out, assume, or adjust awards; no automatic single-trigger specified (committee discretion) .
- Repricing: Prohibited without shareholder approval (except for equitable adjustments/CoC) .
Other Directorships & Interlocks
| Entity | Type | Role | Overlap/Conflict Notes |
|---|---|---|---|
| Metalpha Technology Holding Limited | Public | Independent Director | No ITP-related conflict disclosed . |
| FushiCopperweld, Inc. | Private/Not specified | President & Director | No ITP-related conflict disclosed . |
Expertise & Qualifications
- Audit and financial expertise (audit committee financial expert) .
- MBA in finance and corporate accounting (Simon Business School, University of Rochester) .
- Senior operating and CFO experience across manufacturing, EV/transport, and finance (Phoenix Motor; Fushi; Credit Suisse First Boston; Redwood Capital; VC China) .
- Bilingual (English/Chinese); prior recognition as a top CFO in China (2007) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Wenbing Christopher Wang | 2,982 | <1% (≈0.02% = 2,982 / 16,965,420) | Based on 16,965,420 shares outstanding; no breakdown of vested/unvested provided |
- Pledging/Hedging: Not disclosed in proxy.
- Ownership guidelines: Not disclosed in proxy.
Insider Trades
| Item | Disclosure |
|---|---|
| Section 16(a) compliance (FY2024) | Company states all required Form 3/4/5 filings were timely for officers/directors and >10% holders . |
Governance Assessment
- Positives:
- Independent since 2009 with deep finance background; chair of Nominating and designated audit committee financial expert, supporting board oversight and financial reporting quality .
- Attendance met threshold (≥75%); committee structure is fully independent .
- Additional public company board exposure (Metalpha) and recent public-company CFO experience broaden perspective .
- Watch items/Red flags:
- Combined CEO/Chair structure concentrates power; independent committees partially mitigate but places more weight on committee chairs (Wang chairs Nominating) .
- Related-party transactions with CEO and absence of a formalized written related-person transaction policy beyond case-by-case review may elevate conflict risk; no Wang-specific related-party transactions disclosed .
- Low personal ownership (<1%) may limit alignment vs. larger equity holders, though director compensation is modest and historically included some equity grants .
Appendix: Committee Summary
| Committee | Members | Chair | Notes |
|---|---|---|---|
| Audit | Marco Ku; Wenbing C. Wang; Lusha Niu | Marco Ku | Ku and Wang are audit committee financial experts . |
| Compensation | Marco Ku; Wenbing C. Wang; Lusha Niu | Lusha Niu | Oversees exec comp and equity plans . |
| Nominating | Marco Ku; Wenbing C. Wang; Lusha Niu | Wenbing C. Wang | Oversees board composition and succession . |