Darlene Chiu Bryant
About Darlene Chiu Bryant
Darlene Chiu Bryant, age 62, was appointed as an independent director of Yunhong Green CTI Ltd. on July 8, 2025, to serve until the 2025 Annual Meeting; she holds a B.S. in Marketing and Accounting from the University of San Francisco and brings cross-border investment and public affairs experience through her leadership at Global SF and prior roles in pharma/biotech and financial institutions . The Board has determined she is independent under NASDAQ rules, and the current Board has five members with Philip Wong serving as Lead Independent Director .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| German/Japanese/Chinese multinational pharma/biotech firms | Overseas roles in pharma/biotech | Not disclosed | International operating exposure |
| Office of SF Mayor Gavin Newsom | Communications/Public Affairs | Not disclosed | Government relations/Public policy interface |
| East West Bank | Communications/Public Affairs | Not disclosed | Financial sector stakeholder engagement |
| United Commercial Bank | Communications/Public Affairs | Not disclosed | Banking sector communications |
| Pacific Gas & Electric Company | Communications/Public Affairs | Not disclosed | Utility sector public affairs |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Global SF | Founder & Executive Director | Since March 2018 | Not-for-profit supporting international investment into the U.S. |
| How Women Invest | Limited Partner | Since January 2022 | Investment network participation |
| Chinese American International School (San Francisco) | Trustee | Current | Education governance |
| Angel Island Immigration Station Foundation | Past Board Member | Not disclosed | Non-profit board experience |
| Asian Pacific American Leadership Foundation | Founding Board Member | Not disclosed | Leadership development |
| CALNET | Founding Board Member | Not disclosed | Community/leadership organization |
| University of San Francisco Center for Asia Pacific Studies | Advisory Board Member | Not disclosed | Academic advisory role |
Board Governance
- Committee assignments: Audit Committee member (Chair: Philip Wong), Compensation Committee member (Chair: Gerald J.D. Roberts Jr.), Nominating & Governance Committee member (Chair: Gerald J.D. Roberts Jr.) .
- Independence: The Board determined Bryant is independent under NASDAQ standards; all members of Audit, Compensation, and Nominating & Governance are independent .
- Attendance and engagement: The Board met 5 times in 2024, and each director then in office attended ≥75%; Audit met 4 times; Compensation met once; Nominating & Governance did not meet. Bryant joined in 2025, so 2024 attendance metrics predate her tenure .
- Lead Independent Director: Philip Wong; responsible for calling separate meetings of independent directors and regular communication with management .
- Governance structure notes: Nominating & Governance Committee does not have a charter; Board emphasizes diversity goals and added two female directors during 2025 .
| Committee | Bryant Role | Chair | Meetings in 2024 |
|---|---|---|---|
| Audit | Member | Philip Wong | 4 |
| Compensation | Member | Gerald (J.D.) Roberts Jr. | 1 |
| Nominating & Governance | Member | Gerald (J.D.) Roberts Jr. | 0 |
Fixed Compensation
- Bryant’s specific 2025 director pay is not disclosed in the 2025 proxy; however, the company’s non-employee director practice in 2024 included a $12,000 cash director fee and restricted stock expense of $7,600 for independent directors Roberts and Wong; payments to non-employee directors resumed in January 2022 .
| Non-Employee Director (2024) | Annual Cash Retainer ($) | Stock Awards Expense ($) |
|---|---|---|
| Gerald (J.D.) Roberts Jr. | 12,000 | 7,600 |
| Philip Wong | 12,000 | 7,600 |
| Douglas Bosley | 12,000 | 7,600 |
Performance Compensation
- Director equity grants have been time-based: each of the three independent directors received 5,000 restricted shares in 2023 and 2024 vesting over 12 months; no performance metrics tied to director compensation were disclosed .
| Metric | 2023 | 2024 |
|---|---|---|
| Independent director RSUs granted (shares) | 5,000 per director | 5,000 per director |
| Vesting schedule | 12 months time-based | 12 months time-based |
| Performance conditions for directors | None disclosed | None disclosed |
Note: Performance-based metrics disclosed in the proxy relate to CEO grants (e.g., EBITDA, stock price, refinancing milestones) and not to director compensation .
Other Directorships & Interlocks
- Public company directorships: None disclosed for Bryant in YHGJ’s proxy .
- Interlocks/potential conflicts with YHGJ competitors/suppliers/customers: None disclosed; company states no third-party arrangements for director compensation .
Expertise & Qualifications
- Cross-border investment and international corporate development expertise through Global SF and pharma/biotech roles .
- Extensive communications and public affairs background in government and financial/utility sectors .
- Education: B.S. in Marketing and Accounting, University of San Francisco .
- Audit Committee financial expert designation resides with Philip Wong (not Bryant) .
Equity Ownership
- Bryant’s beneficial ownership was not listed in the 2025 proxy’s ownership table as of the July 23, 2025 record date; directors listed were Li (43.6%), Roberts (15,000 shares), Wong (15,000 shares), with all others as shown; “less than 1%” indicated for small holdings, but no entry was provided for Bryant .
- Section 16 compliance: Company reports all Section 16(a) filings were satisfied in 2024; Bryant’s appointment was in 2025 .
| Item | Status |
|---|---|
| Shares beneficially owned (Bryant) | Not disclosed in 2025 proxy ownership table |
| Ownership % of shares outstanding | Not disclosed |
| Pledged shares | Not disclosed |
| Hedging policy | Not disclosed; Code of Ethics addresses conflicts and disclosures |
Governance Assessment
- Strengths: Independent status; immediate assignment to all three key committees; background in international investment, public policy, and stakeholder communications aligns with YHGJ’s need for external engagement and oversight amid Nasdaq listing compliance efforts .
- Watch items:
- Nominating & Governance Committee lacks a formal charter, which can weaken process standardization and accountability in director nominations and conflict management (committee nonetheless comprises independent directors) .
- Limited disclosure on Bryant’s share ownership and 2025 director pay at the time of the proxy (appointment in July 2025); investors may seek future filings for alignment indicators .
- Board diversity targets are emphasized; the company added two female directors in 2025, improving representation from the all-male board at year-end 2024; sustaining diversity may remain challenging with a five-member board .
- Conflicts/related-party exposure: No director third-party compensation arrangements; related-party transactions disclosed involve the CEO’s father (debt repayment overseen by Audit Committee), not Bryant .
RED FLAGS
- Absence of a Nominating & Governance Committee charter (process risk) .
- Nasdaq minimum bid price deficiency context requiring reverse split—board effectiveness and investor confidence hinge on execution and communication; not Bryant-specific but relevant to overall governance environment .