Fei Chen
About Fei Chen
Fei Chen is Chief Executive Officer and Director of LiqTech International (appointed September 12, 2022) and is 61 years old. She holds a Ph.D. in Polymer Materials (DTU), an M.Sc. in Biochemical Engineering and a B.S. in Chemical Engineering (Zhejiang University), plus executive education at IMD and Stanford GSB . Under her tenure, LiqTech reported accelerating revenue growth and improving margins in 2025: Q2 2025 revenue rose 11% YoY to $5.0M and Q3 2025 rose 54% YoY to $3.8M, with gross margin improvement and lower opex; full-year 2025 revenue outlook of ~$18–20M (later $18–19M) implied 23–37% growth vs. 2024 . The company’s 2025 proxy “Pay vs. Performance” table shows “Compensation Actually Paid” to the PEO (Chen) moving with changes in equity fair value and a declining TSR value series (proxy scale) post reverse-split adjustments .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Topsoe A/S | Senior Vice President, Global Commercials | Most recent (through 2021) | Led global commercials at a clean-energy catalyst/process leader (Topsoe 2021 revenue DKK 6.225B) . |
| Topsoe A/S | VP, Chemical Technology Business & Sales | 2017–2020 | Drove commercial scaling in chemical technologies . |
| Topsoe A/S | VP, Global Research & Development | 2014–2017 | Led global R&D for advanced clean-energy process technologies . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Liquid Wind AB (Sweden) | Board Member | Since 2021 | Exposure to e-fuels ecosystem and commercial/technology partnerships . |
| Jiangsu JiTRI-Topsoe Clean Energy R&D Co., Ltd. (China) | Board Member | Since 2018 | China clean-energy R&D network and partnerships . |
| Arcadia eFuels Vordingborg ApS | Board Member | Present | Insight into emerging e-fuels projects and supply chains . |
Fixed Compensation
Summary Compensation Table (actual, USD)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary (Paid) | $386,105 | $397,806 | $405,335 |
| Bonus (Cash) | — | $142,762 | $123,356 |
| Stock Awards (Grant-date FV) | $350,000 | $363,248 | $374,449 |
| Other (incl. retirement contrib.) | $35,857 | $36,995 | $37,747 |
| Total Compensation | $771,962 | $940,811 | $940,888 |
Key contract terms (Chen Executive Services Agreement)
- Base salary entitlement: DKK 2,500,000 ($358,567) in 2022; DKK 2,550,000 ($369,951) in 2023; DKK 2,601,000 (~$377,471) in 2024 (USD figures based on stated fx averages) .
- Car allowance: DKK 192,000 (~$27,5–$27,9k) taxable per year .
- Notice periods: Company may terminate with ≥12 months’ notice; Chen may terminate with 6 months’ notice .
- Perquisites: six weeks’ vacation, internet, company car or allowance, mobile phone, laptop, and travel expense reimbursement .
Performance Compensation
Annual cash incentive structure and payouts
| Year | Target (as % of salary) | Metrics disclosed | Actual payout ($) | Notes |
|---|---|---|---|---|
| 2022 | Up to 150% | Not disclosed | — | Eligible on pro-rated basis in 2022 per agreement language . |
| 2023 | Up to 150% | Not disclosed | $142,762 | Determined by Compensation Committee . |
| 2024 | Up to 150% | Not disclosed | $123,356 | Committee-driven targets . |
Equity awards (RSUs)
| Grant/Status | Grant value | Vesting | Notes |
|---|---|---|---|
| Initial RSU grant at hire (9/12/2022) | $350,000 | 1/3 annually over 3 years (service-based) | Retention-focused new-hire grant. |
| Annual RSU entitlement | Up to 100% of base salary | Vesting over 3 years (service-based) | Committee approves annually in early January; no grant timing around MNPI . |
| 2023 RSU grant (FV) | $363,248 | Over 3 years | Standard annual grant. |
| 2024 RSU grant (FV) | $374,449 | Over 3 years | Standard annual grant. |
Outstanding unvested equity
| As of | Unvested RSUs (#) | Market value |
|---|---|---|
| 12/31/2023 | 121,083 | $363,248 |
| 12/31/2024 | 213,444 | $733,281 |
Equity plan/change-in-control and clawbacks
- 2019 Equity Plan governance: No single-trigger acceleration; no option/SAR repricing without shareholder approval; no tax gross-ups; 10-year max term on options/SARs; awards subject to clawback .
- Change in control: Committee discretion to accelerate/settle/assume/cancel awards; no automatic vesting mandated .
- Clawback policy: Exchange Act/Nasdaq-compliant recoupment of incentive-based comp on accounting restatement (3-year look-back) .
Equity Ownership & Alignment
Beneficial ownership (ordinary shares)
| Date (record) | Shares owned | % of outstanding |
|---|---|---|
| 9/19/2023 | 58,826 | 1.03% |
| 9/18/2024 | 125,229 | 2.1% |
| 4/8/2025 | 511,614 | 5.3% |
Alignment and policies
- Significant “skin in the game”: 5.3% beneficial ownership as of April 8, 2025 .
- Unvested RSUs represent additional alignment and potential future supply: 213,444 unvested units at 12/31/2024 .
- Hedging/pledging: Company states it does not have a policy on hedging by employees/directors; and discloses no known arrangements (including pledges) that could result in a change of control .
- Ownership guidelines: Not disclosed in the proxy materials reviewed .
Employment Terms
| Term | Detail |
|---|---|
| Start date | Appointed CEO and Director effective September 12, 2022 . |
| Contracting entity | Executive Services Agreement with LiqTech Holding (Denmark) . |
| Base salary entitlement | DKK 2,500,000 (2022) ~ $358,567; DKK 2,550,000 (2023) ~ $369,951; DKK 2,601,000 (2024) ~ $377,471 . |
| Bonus target | Up to 150% of base salary (committee-set targets) . |
| Annual equity | Up to 100% of base salary in RSUs; 3-year vesting . |
| New-hire equity | $350,000 RSUs; 3 equal annual tranches post-start . |
| Perquisites | 6 weeks’ vacation; internet; company car/allowance (DKK 192,000); phone, laptop; travel reimbursement . |
| Retirement contributions | $35,857 (2022); $36,995 (2023); $37,747 (2024) . |
| Termination notice | Company ≥12 months; Executive 6 months . |
| Severance / CoC | No severance multiples disclosed; plan has no single-trigger vesting; change-in-control treatment at committee discretion . |
| Clawback | Nasdaq/SEC-compliant clawback adopted . |
Board Governance & Service (Director)
- Board seat: Director since September 12, 2022; currently CEO and Director; not independent by virtue of executive role .
- Leadership structure: Independent, non-executive Chairman (Alexander Buehler); committees comprised entirely of independent directors; independent directors meet in executive session at least twice per year .
- Committee composition (example disclosed): Audit (Chair: Richard Meeusen), Compensation (Chair: Peyton Boswell), Governance & Nominating (Chair: Alexander Buehler) .
- Board activity and attendance: 14 board meetings in 2024; each incumbent director attended >75% of board and committee meetings .
- Dual-role implications: CEO + Director combined with an Independent Chair and fully independent committees mitigates concentration of power and supports oversight .
Performance & Track Record
Company execution under Chen’s leadership shows rising systems momentum, mix shift, and operational discipline.
| Metric | Q2 2025 | Q3 2025 |
|---|---|---|
| Revenue ($M) | $5.0 | $3.8 |
| YoY revenue growth | +11% | +54% |
| Net loss ($M) | $(2.0) | $(1.5) |
| Gross margin commentary | Margin pressured by underutilization and one-offs; adj. GM ~14.7% excl. one-offs | GM improved; +28.1 ppt YoY; GP $0.7M (19.6%) |
| Opex | Decreased vs. prior-year; opex down YoY | Opex down 12.6% YoY |
Selected achievements and commercial signals
- Systems growth drivers: Pool systems delivered at record levels; strong new bookings and pipeline .
- New end-markets: Delivered and commissioned oily wastewater system at NorthStar BlueScope Steel (U.S.) .
- Marine entry: First commercial orders for marine dual-fuel engine water treatment systems via JV in China .
- U.S. expansion: Opened Texas service center (produced water/industrial filtration) .
- Outlook: FY25 revenue guided up (later moderated on order timing) with Q4 growth expected; focus on positive adjusted EBITDA trajectory .
Compensation Structure Analysis
- Cash vs equity mix stable: 2023 and 2024 total comp ~$941k each with similar salary/stock components; cash bonus declined modestly in 2024 as mix shifted slightly toward equity FV .
- Equity design emphasizes retention over performance: RSUs are service-vested over 3 years; no disclosed PSU performance metrics for CEO; plan expressly avoids single-trigger acceleration and repricing without shareholder approval .
- High at-risk cash potential: Bonus opportunity up to 150% of salary with committee-set targets (metrics not disclosed), creating pay-for-performance potential but with limited transparency on targets .
- Governance positives: Clawback policy adopted; no tax gross-ups in plan; independent Compensation Committee oversight and regular goal-setting .
- Red flag: Company has no policy prohibiting hedging of stock by employees/directors, which can weaken alignment signals .
Risk Indicators & Red Flags
- Hedging policy: No policy against hedging by insiders (alignment risk) .
- Section 16 compliance: Late Form 4 filed by Chen for a 1/3/2024 transaction (and other insiders’ late filings) .
- Related-party transactions: None disclosed other than standard compensation .
- Legal proceedings: None material for executive officers in past 10 years .
- Equity plan governance: No single-trigger acceleration; no repricing without shareholder approval; no tax gross-ups .
Equity Ownership & Potential Selling Pressure
- Beneficial ownership rose to 5.3% (511,614 shares) by April 8, 2025, showing increased alignment .
- Unvested RSUs (213,444 @ YE 2024) represent vesting-driven supply over the next ~2 years; monitor Form 4s around periodic vestings and trading windows for potential selling pressure .
Compensation Committee & Peer/Pay Practices
- Compensation Committee (independent) meets with CEO within 90 days after fiscal year start to set goals and targets; met three times in 2024 .
- Determination factors include company performance, relative shareholder return, and comparable CEO awards; no disclosure of specific peer group or target percentile in reviewed materials .
Investment Implications
- Alignment: Chen’s increased ownership (5.3%) and sizable unvested RSUs are positive for alignment; however, the lack of a hedging prohibition reduces that signal versus best practice .
- Incentive design: Large bonus opportunity (up to 150% of salary) with opaque metrics introduces uncertainty on pay-for-performance rigor; predominance of time-vested RSUs tilts toward retention vs. explicit performance equity .
- Execution momentum: 2025 results show accelerating systems growth (pool, oily wastewater, marine), improving gross margins and lower opex, supporting a path toward positive adjusted EBITDA; monitor bookings conversion and DPF/plastics cyclicality .
- Governance mitigants to dual-role risk: Independent Chair, fully independent committees, and executive sessions bolster oversight with CEO serving as a director .
- Watch items: Track say-on-pay outcomes (not disclosed here), continued on-time Section 16 filings, and any future disclosure on severance/CoC economics beyond notice periods and plan-level change-in-control discretion .
Data sources: LIQT DEF 14A (2023, 2024, 2025), and LIQT 2025 earnings press releases. All figures and statements are cited inline.