Dvisha Patel
About Dvisha Patel
Dvisha Patel (age 32) is an independent director of Marwynn Holdings (MWYN), appointed on July 24, 2024. She holds an MBA from UCLA Anderson and a BS in Business Administration from Boston University, with prior operating and consulting roles spanning growth, product marketing, and P&L management . She currently serves on the Audit and Compensation Committees; the Board has affirmatively determined she is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vereto | Senior Customer Growth Manager | Since Nov 2023 | Growth and user engagement initiatives |
| Amazon | Sr. Product Marketing Manager | Apr 2022 – Jun 2023 | Product marketing for growth initiatives |
| Amazon | Sr. Vendor Manager | Jul 2021 – Apr 2022 | Vendor management; P&L responsibilities |
| AARETE | Consultant | Feb 2019 – May 2021 | Operational/process optimization, cost savings |
| W.B. Mason | Manager | Nov 2016 – Feb 2019 | Managed and grew multi-million-dollar P&Ls |
External Roles
| Category | Entity | Role | Notes |
|---|---|---|---|
| Public company directorships | — | — | No other public boards disclosed in proxy/10-K materials . |
| Private/non-profit boards | — | — | Not disclosed . |
Board Governance
- Committee assignments: Audit Committee member; Compensation Committee member .
- Committee chairs: Audit chaired by Eric Newlan; Compensation chaired by CEO/Chair Yin Yan (company relies on “controlled company” exemptions) .
- Independence: Independent under Nasdaq rules; Audit Committee independence affirmed (Rule 10A-3) .
- Meetings/attendance: In FY ended Apr 30, 2025 (“Fiscal 2024”), the Board and its committees took actions exclusively by written consent; no formal meetings were held; independent directors did not hold separate executive sessions during the year .
- Controlled company: CEO/Chair controls ~93.89% of voting power; company relies on Nasdaq “controlled company” governance exemptions .
Fixed Compensation
| Component | Amount | Timing/Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | $10,000 | Paid in four equal quarterly installments commencing in the first quarter starting Mar 11, 2025 . |
| Committee/Chair fees | Not disclosed | No additional committee or chair fees disclosed for directors . |
| Meeting fees | Not disclosed | Not disclosed; FY2024 actions taken by written consent; no formal meetings . |
| Expense reimbursement | Reasonable expenses reimbursed | Travel/food/lodging directly related to Board service . |
Performance Compensation
| Instrument | Grant size | Exercise price | Vesting | Term | Plan/Notes |
|---|---|---|---|---|---|
| Stock options (initial director award) | 31,000 options | FMV on grant date | Proxy: 1/3 on first anniversary; remaining 2/3 vest annually over next two years, service-based . Beneficial ownership note: installments beginning Jul 24, 2024 . | 10 years | Granted under 2024 Amended & Restated Equity Incentive Plan; total 93,000 options granted to independent directors in aggregate . |
- Performance metrics: No director performance metrics (e.g., revenue/EBITDA/TSR) disclosed for equity vesting; awards appear service-based only .
- Clawback/insider trading: Company has a clawback policy for executive officers (not specified for directors) and an insider trading policy for directors and officers .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Interlocks/related entities | No related-party transactions disclosed involving Ms. Patel in the proxy’s related party section . |
| Director interlocks with competitors/suppliers/customers | Not disclosed . |
Expertise & Qualifications
- Education: MBA, UCLA Anderson; BS in Business Administration, Boston University .
- Functional expertise: Growth strategy, product marketing, vendor management, operational process design, cost optimization; P&L management across industries .
- Governance relevance: Serves on Audit Committee (financial and auditing knowledge required); Compensation Committee member .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial ownership (common) | 10,333 shares | Represents options underlying 10,333 shares deemed beneficially owned; ~0.06% of common . |
| Total voting power | ~0.01% | Based on company table as of Oct 27, 2025 . |
| Vested vs. unvested | Vested: 10,333 options; Unvested: not explicitly quantified | Beneficial ownership includes 10,333 underlying options; total grant size is 31,000; vesting schedule as disclosed above . |
| Pledging/hedging | Not disclosed | Insider trading policy in place; hedging/pledging terms not specified . |
| Ownership guidelines | Not disclosed | No director ownership guidelines disclosed . |
| IPO lock-up | Yes (lock-up party listed) | Underwriting Agreement (Mar 12, 2025) Schedule lists Dvisha Patel among lock-up parties (Directors) . |
Governance Assessment
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Strengths
- Independent director on Audit and Compensation Committees; Audit Committee independence affirmed under Rule 10A-3 .
- Equity compensation via options aligns incentives with shareholders; director-level cash retainer is modest ($10k) .
- Indemnification agreements in place; insider trading policy and executive clawback policy adopted (though clawback applies to executives) .
- Lock-up agreement at offering aligns with long-term orientation and reduces near-term sell pressure .
-
Risks / RED FLAGS
- Controlled company: CEO/Chair holds ~93.89% voting power; company relies on Nasdaq controlled company exemptions (comp and nominating committees not fully independent) . Ms. Patel serves on a Compensation Committee chaired by the CEO, which weakens independent oversight of pay .
- Board process/engagement: No formal Board or committee meetings held in FY2024; actions by written consent; independent directors held no executive sessions—limits deliberation and oversight transparency .
- Related-party ecosystem: Material related-party balances/notes with controlling shareholders and affiliates (though none with Patel), elevating conflict risk at the issuer level .
- Section 16 compliance: Company disclosed late Form 3 filings by reporting persons as of April 30, 2025 (not naming individuals), indicating control/compliance frictions during transition year .
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Implications for investors
- While Patel’s independence and skill set are positives for board effectiveness, the controlled company structure and CEO-chaired Compensation and Nominating committees create inherent conflicts. Absence of formal meetings in FY2024 and limited executive session activity are notable governance process concerns that can weigh on investor confidence and say-on-pay dynamics if/when introduced .
Notes and References
- Committee membership, independence, controlled company status, compensation framework, and equity plan/grants are from MWYN’s definitive proxy (DEF 14A) dated Oct 31, 2025 .
- IPO lock-up parties (including Dvisha Patel) are listed in the Mar 12, 2025 Underwriting Agreement Schedule .