Lichen Dong
About Lichen Dong
Lichen Dong (age 39) is the independent Chairman of the Board at Next Technology Holding Inc. (NXTT), serving since December 2023. He brings 16 years of experience across investment, M&A, finance, corporate governance, fundraising, and complex cross‑border structures, with domain exposure to blockchain and renewable energy; he holds a bachelor’s in Automation & Electrical Engineering (Beihang/Beijing University of Aeronautics and Astronautics) and a master’s in Electrical & Electronics Engineering (University of Nottingham) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Future Dao Group | Senior Consultant (R&D of blockchain, clean energy strategies, governance, capital restructuring/listing) | 2022–2023 | Contributed to strategic decision‑making; leveraged business model acumen |
| Confidential information research center | Research/Business model applications combining digital assets with physical industries | 2019–2021 | Advanced application of digital‑physical business models |
| Hanergy Holding Group | Development/management of renewable energy and power generation assets | Not disclosed | Established innovative investment models in new energy; market expansion and risk control contributions |
| Jinko Power Group | Development/management of renewable energy and power generation assets | Not disclosed | As above; investment models in new energy and cost/risk control |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in the NXTT proxy biography for Mr. Dong |
Board Governance
| Governance Area | Details |
|---|---|
| Board Role | Independent Chairman of the Board (since Dec 2023) |
| Independence | Identified as an independent director; all members of key committees meet Nasdaq 5605(a)(2) independence standards; Audit members also meet Rule 10A‑3 independence |
| Committees | Nominating Committee – Chair; Audit Committee – Member; Compensation Committee – Member |
| Financial Literacy | Each Audit Committee member is financially literate; Audit Committee financial expert is Tian Yang (not Mr. Dong) |
| Meetings & Attendance | FY2024: Board held 4 meetings; Audit Committee 2; Compensation 1; Nominating 1. Each director attended at least 75% of Board and applicable committee meetings during their term |
| Executive Sessions | Independent directors meet in executive sessions in connection with regularly scheduled Board meetings and as deemed appropriate |
| Related‑Party Oversight | Audit Committee reviews and approves related‑party transactions; no specific procedures adopted—case‑by‑case review |
| Clawback Policy | 2024 adoption of incentive compensation clawback policy consistent with SEC/stock exchange rules (applies to executive officers) |
| Hedging/Pledging | Prohibits short sales, hedging, derivatives, and pledging by directors and officers |
Fixed Compensation
| Year | Component | Amount | Notes |
|---|---|---|---|
| 2024 | Fees earned or paid in cash | $60,000 | Director compensation table (no stock/options; no meeting fees disclosed) |
| Pre‑2024 (historical practice) | Quarterly cash retainer | $33,000/quarter | Company states it paid $33k/quarter before 2024 and did not pay this amount during FY2024 |
Performance Compensation
| Element | Detail | Amount/Terms |
|---|---|---|
| Stock Awards (RSUs/PSUs) | None disclosed for directors in 2024 | — |
| Option Awards | None disclosed for directors in 2024 | — |
| Non‑equity incentive plan | None disclosed for directors in 2024 | — |
Performance Metrics Tied to Director Pay (2024)
| Metric Type | Metrics/Targets | Payout Linkage |
|---|---|---|
| Performance metrics | None disclosed for director compensation | Not applicable |
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Compensation Committee Interlocks | Committee comprised of independent directors (Jianbo Sun – Chair; Lichen Dong; Tian Yang; Mahesh Thapaliya). No interlocks disclosed; Board concluded members are independent under Nasdaq rules |
| Other Public Boards | None disclosed for Mr. Dong in proxy biography |
Expertise & Qualifications
- Investment/M&A/Finance with corporate governance and capital markets experience; renewable energy asset development/management; blockchain and clean energy strategy exposure .
- Academic credentials in electrical/electronics engineering (Beihang; University of Nottingham), supporting technical literacy .
- Financially literate Audit Committee member (committee financial expert designation held by another director) .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % | Vested/Unvested RSUs | Options (Exercisable/Unexercisable) | Pledged |
|---|---|---|---|---|---|
| Lichen Dong | — | — | — | — | Prohibited by policy |
Notes:
- As of the Record Date, 436,265,135 shares were outstanding for ownership calculations in the proxy table .
- All executive officers and directors as a group reported 0 shares (0%) .
Governance Assessment
-
Positives
- Independent Chairman with leadership of the Nominating Committee and service on Audit and Compensation Committees enhances oversight and board effectiveness .
- Board/committee independence and financial literacy on Audit; explicit prohibitions on hedging/pledging support alignment and risk control .
- Attendance thresholds met (≥75%) with defined meeting cadence; executive sessions for independent directors .
- No related‑party transactions disclosed for the last two fiscal years (threshold >$120k or >1% of average total assets) .
-
Watch‑items / Potential Red Flags
- No reported equity ownership for Mr. Dong as of the Record Date—alignment risk given 2024 director pay was 100% cash and no equity awards; consider monitoring future equity ownership or guideline adoption .
- Related‑party review lacks formalized procedures (case‑by‑case) though overseen by the Audit Committee—process maturity to watch .
- Limited disclosure of other public company board experience for Mr. Dong; continued monitoring of governance workload/interlocks advisable .