Lixin Zheng
About Lixin Zheng
Lixin Zheng (age 57) serves as Chairman, Chief Executive Officer, and Chief Financial Officer of Oak Woods Acquisition Corporation, having been CFO since October 3, 2022 and CEO since February 2023 . His background spans 30+ years across TMT, finance, and operations in China, Hong Kong, Taiwan, the U.S., and Canada; he holds a B.A. in economics (Shenzhen University), is a Fellow of the Institute of Public Accountants (FIPA) and Fellow Financial Accountant (FFA) in the UK, and is a distinguished lecturer at Shanghai JiaoTong University . He signs the company’s SEC filings as principal executive and principal accounting officer, evidencing consolidated authority over finance and reporting .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ajisen (China) Holdings Co., Ltd. (0538.HK) | Financial Director/CFO | Nov 2006 – Nov 2008 | Raised HKD 1.8B; led Ajisen (Shenzhen) merger (RMB 450M) |
| Rinpak Technology Holding Limited | CFO | Dec 2008 – May 2013 | Led IPO on Taiwan Stock Exchange (USD 50M); pre-IPO raise RMB 200M |
| Jinke Investment Holding Group (Shanghai/HK) | CFO | Dec 2018 – Jun 2020 | Led financing and M&A projects |
| Huijie Information Technology (Shanghai) Co., Ltd. | CFO | Jul 2020 – Present | Oversees financial management |
| System Software Associates (SSA), China/Chicago | Senior Consultant | 1992 – 2000 | Senior advisory/consulting roles |
| Siemens (Beijing) / McDonald’s China | Accountant / Accounting Manager | 1989 – 1992 | Accounting leadership roles |
| Insys International Co. Ltd. (Ottawa) | Founder/CEO | 2000 – 2006 | Founded and led company |
| Multiple firms (Qianbei Technology, Roman Garden Services, Fubon/Ruji Medical, Nanda Pharma, others) | CFO/Financial Advisor | Jun 2013 – Nov 2018 | Corporate finance advisory across sectors |
External Roles
| Organization | Role | Years |
|---|---|---|
| Institute of Public Accountants (UK) | FIPA (Fellow) | Not disclosed |
| Institute of Financial Accountants (UK) | FFA (Fellow) | Not disclosed |
| Overseas Education College, Shanghai JiaoTong University | Distinguished Lecturer | Not disclosed |
Fixed Compensation
| Period | Base Salary ($) | Target Bonus (%) | Actual Bonus ($) | Notes |
|---|---|---|---|---|
| FY 2024 | 0 | N/A | 0 | No cash compensation to officers/directors prior to business combination |
| 2025 (through Sept EGM proxy) | 0 | N/A | 0 | “None of the Company’s officers or directors has received any cash compensation” |
Administrative Services Agreement: OAKU pays its sponsor $10,000/month for office/admin support (accrual allowed); accrued $120,000 in 2024 and $210,000 payable as of 12/31/2024 (to sponsor; not officer pay) .
Performance Compensation
| Incentive Type | Grant Date | Shares/Units | Fair Value ($) | Vesting Schedule | Performance Metrics | Status |
|---|---|---|---|---|---|---|
| RSUs/PSUs/Options (pre-business combination) | — | — | — | — | — | No equity or performance awards disclosed for officers prior to business combination |
No disclosed incentive metrics (revenue, EBITDA, TSR, ESG, etc.) tied to executive pay prior to business combination .
Equity Ownership & Alignment
| As of Record Date | Shares Outstanding (Total) | Lixin Zheng Beneficial Ownership (Class A) | Lixin Zheng Beneficial Ownership (Class B) | Total Lixin Zheng Shares | Ownership % |
|---|---|---|---|---|---|
| Sept 2025 Record Date | 5,358,050 | 0 | 0 | 0 | 0.0% |
| Insider/Sponsor Alignment Levers | Amount/Description | Economic Implication |
|---|---|---|
| Insiders aggregate beneficial ownership (voting power) | 1,780,625 shares (~33% of outstanding) | Concentrated voting control among insiders |
| Founder Shares at Sponsor (risk if no deal) | 718,750 Class B; market value ~$8,474,062.5 at $11.79 (9/11/25) | Worthless if no business combination; strong deal-completion incentive |
| Private Placement Warrants at Sponsor | 343,125; aggregate market value ~$12,661.31 (9/11/25) | Value contingent on deal and price |
| Private Placement Rights at Sponsor | 343,125; aggregate market value ~$99,506.25 (9/11/25) | Value contingent on deal |
| Sponsor investment at risk | ~$3,777,261 of out-of-pocket expenses/loans outstanding as of proxy date | Creates incentive to avoid liquidation |
Pledging/Hedging: No disclosures found regarding pledging or hedging of OAKU stock by Mr. Zheng.
Insider Form 4 activity: Not identified in reviewed filings.
Employment Terms
- Employment/Severance/Change-of-Control:
- Company states no compensation to officers/directors prior to business combination and is not party to agreements providing benefits upon termination of employment .
- Post-merger compensation (if Mr. Zheng remains) to be determined by the combined company’s board/committee; not known pre-close .
- Clawback:
- Board adopted a clawback policy compliant with Exchange Act Section 10D and Nasdaq listing standards; applies to current/former executive officers and other designated senior executives .
- Administrative/Related-Party Arrangements:
- Administrative Services Agreement: $10,000/month payable to sponsor (accruable) .
- Promissory notes to sponsor: extension loans $1,265,000 and operating loans $980,150 outstanding as of 12/31/2024; maturities extended in line with business combination deadline; sponsor had not demanded repayment at the time of reporting .
- Dual Role/Authority:
- Mr. Zheng signs as CEO and CFO (principal executive and accounting officer) on 10-K/10-Q certifications .
Performance & Track Record
| Milestone | Date | Detail | Implication |
|---|---|---|---|
| EGM (extensions approved) | Sep 26, 2024 | Extended combination deadline; removed net tangible asset redemption limitations; enabled Class B to Class A conversion; 1,492,646 shares redeemed (remaining 6,037,979 outstanding) | High redemptions shrink float; increases insider percentage |
| EGM (extensions and deposits) | Mar 20, 2025 | Five monthly deposits of $172,500 each ($862,500) made to extend to Sep 28, 2025; 679,929 Class A shares redeemed at $11.56; $7,859,455 paid from trust | Further redemptions, reduced trust cash |
| Proposed further extension | Sep 25, 2025 | Proposal to extend to Mar 28, 2026; monthly extension payment set at $0.023 per remaining public share | More time to close merger; dilution/trust balance sensitivity |
| Business combination process | 2024–2025 | S-4/A amendments executed with Huajin (China) Holdings; Mr. Zheng signed as CEO for OAKU and Merger Sub; consent to be named director filed | Active engagement in transaction execution |
| Reporting timeliness (NT 10-Q) | Aug 14, 2025; Nov 17, 2025 | Notifications of late filing; contact/signature by Lixin Zheng as CEO & CFO | Timeliness risk indicator |
Board Governance
- Independence and Committees: OAKU maintains audit, nominating, and compensation committees composed solely of independent directors (Lauren Simmons, John O’Donnell, Mitchell Cariaga); Mr. Zheng is Chairman and not independent .
- Audit Committee: Members Simmons, O’Donnell, Cariaga; Cariaga is the audit committee financial expert .
Investment Implications
- Pay-for-performance alignment: No salary/bonus/equity awards for Mr. Zheng pre-merger; direct ownership reported as 0%—alignment is indirect via sponsor economics (founder shares/warrants/rights), which are highly sensitive to completing a deal. This creates strong incentives to close a transaction, potentially at the expense of terms, but also aligns with de-SPAC value realization .
- Retention risk: With no employment agreement or defined severance/chg-of-control protections pre-merger, retention hinges on post-combination roles and compensation, which are unspecified and at board discretion of the combined company .
- Insider selling pressure: No disclosed equity awards or direct holdings for Mr. Zheng; sponsor-held founder equity would become tradable post-deal under applicable lock-ups—monitor for sponsor or insider liquidity events; high redemption rates and small float heighten price impact risk .
- Governance and control: Concentrated insider voting power (~33% at the Sept 2025 record date) alongside Mr. Zheng’s combined CEO/CFO roles centralize control; independent committees and an adopted clawback provide some counterbalance .
- Execution risk: Multiple NT 10-Qs signal reporting bandwidth constraints; repeated extensions and significant trust redemptions reduce cash available at close, increasing financing risk and dilution sensitivity if additional capital is needed .
Key watch items: (1) final extension outcome and redemption levels at the next vote, (2) S-4 progress/closing conditions for the Huajin transaction, (3) any new disclosure of post-merger compensation terms for Mr. Zheng, (4) related-party balances/repayments at close, and (5) any Form 4 activity or lock-up modifications post-de-SPAC **[1945422_0001213900-25-091487_ea0253821-03.htm:45]** **[1945422_0001213900-24-100669_ea020135111ex2-5_oakwood.htm:1]** **[1945422_0001213900-24-108962_ea020135113ex2-5_oakwoods.htm:1]** **[1945422_0001213900-25-039392_ea0237953-10k_oakwoods.htm:29]** **[1945422_0001213900-25-039392_ea0237953-10k_oakwoods.htm:51]**.