Yangyujia An
About Yangyujia An
Yangyujia An is an executive officer and director of YHN Acquisition I Limited (Nasdaq: YHNA), as evidenced by his execution of the officer/director insider letter at IPO and his inclusion among named officers/directors in company filings . He beneficially owns 30,000 ordinary shares (<1%) as of November 14, 2025 . YHNA is a SPAC formed on December 18, 2023; during An’s tenure the company entered a Business Combination Agreement with Mingde Technology Limited on April 3, 2025 and sought shareholder approval to extend its termination date to September 19, 2026, reflecting ongoing execution toward de-SPACing . No background, age, or education details for An are disclosed in YHNA’s filings; and as a SPAC with no operations, TSR, revenue growth, or EBITDA growth metrics tied to An’s performance are not disclosed .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| YHN Acquisition I Limited | Executive Officer and Director | 2024–present | Signed officer/director insider letter; sponsor-aligned governance commitments for de-SPAC process |
External Roles
No external directorships or roles for Yangyujia An are disclosed in YHNA’s filings .
Fixed Compensation
| Component | Detail | Evidence |
|---|---|---|
| Base Salary | $0; no executive officer cash compensation paid | |
| Target Bonus % | Not disclosed | |
| Actual Bonus Paid | $0 (no executive cash compensation disclosed) | |
| Administrative Fee (Company-level) | Company pays $10,000 per month to an affiliate of the Sponsor for admin services (not executive pay) | |
| Employment Agreements | None with executive officers |
Performance Compensation
No incentive plans, performance metrics (e.g., revenue growth, EBITDA, TSR), option awards, RSUs/PSUs, or payouts tied to performance are disclosed for executive officers (including An) prior to business combination .
Equity Ownership & Alignment
| Item | Value | Evidence |
|---|---|---|
| Shares Beneficially Owned | 30,000 | |
| Ownership % of Shares Outstanding | <1% | |
| Shares Outstanding (Voting) | 7,750,000 (record date November 7, 2025) | |
| Vested vs Unvested | Not disclosed | |
| Exercisable vs Unexercisable Options | Not applicable/not disclosed | |
| Shares Pledged as Collateral | Not disclosed (Articles allow pledging, but no pledge by An disclosed) | |
| Insider Share Lock-up | Initial shareholders agreed not to transfer insider shares until 180 days after completion of the business combination; early release if stock ≥$12 for 20 of 30 trading days after 150 days post-close, or upon certain transactions | |
| Registration Rights | Up to three demand registrations and piggyback rights for insider/private placement holders post-business combination |
Employment Terms
| Term | Status | Evidence |
|---|---|---|
| Employment Start Date | Not specifically disclosed for An; officer/director status documented at IPO (September 17, 2024) | |
| Contract Term Length | No employment agreements; no expiration disclosed | |
| Severance Provisions | None disclosed; no agreements to provide benefits upon termination | |
| Change-of-Control Economics | Not disclosed | |
| Clawback Policy | Adopted July 2024; applies to incentive compensation for covered executives in restatement scenarios (3 fiscal years look-back) | |
| Non-compete/Non-solicit | Not disclosed | |
| Garden Leave/Post-termination Consulting | Not disclosed |
Board Governance
| Item | Detail | Evidence |
|---|---|---|
| Board Service | Director | |
| Independence Status | Not listed among YHNA’s three independent directors | |
| Committee Memberships | Not listed on Audit, Compensation, or Nominating committees (current members: Feng, Xu, Zhang) | |
| Committee Chair Roles | None | |
| Board Meeting Attendance | Not disclosed | |
| Years of Service on Board | At least since September 17, 2024 | |
| Lead Independent Director | Not disclosed | |
| Executive Sessions | Not disclosed |
Director Compensation
| Component | Detail | Evidence |
|---|---|---|
| Annual Retainer (Cash) | $0 prior to business combination (no director/executive cash comp) | |
| Committee Membership/Chair Fees | $0 pre-business combination | |
| Meeting Fees | Not disclosed (no cash comp) | |
| Equity Compensation | Insider/founder shares and any private placement rights are subject to lock-up and escrow; no annual director equity retainer disclosed | |
| Director Ownership Guidelines | Not disclosed | |
| Compliance with Guidelines | Not applicable |
Related Party Transactions and Controls
- Administrative services agreement: $10,000 per month payable to an affiliate of the Sponsor until business combination or liquidation .
- Promissory note: Up to $500,000 non-interest-bearing from Sponsor; temporary advances outstanding at various dates; reimbursement of out-of-pocket expenses subject to audit committee review .
- Registration rights for insiders/private placement holders (three demands + piggybacks) .
- Conflicts policy: Audit committee review and fairness opinion required for affiliate business combinations; corporate opportunity renunciation subject to fiduciary duties .
Performance & Track Record
- De-SPAC progress: Business Combination Agreement signed with Mingde Technology Limited on April 3, 2025 .
- Trust Account: ~$63,307,130.36 balance as of November 12, 2025; estimated per-share redemption ~$10.55 for public shares at that date .
- Timeline management: Charter and Trust Amendments proposed to enable up to three extensions (3 months each) from December 19, 2025 to September 19, 2026, with $150,000 deposit per extension (loan from Sponsor, forgiven if no business combination) .
Risk Indicators & Red Flags
- Going concern risk typical of SPACs: obligation to liquidate if no business combination within allotted time; auditor cited substantial doubt pre-combination .
- CFIUS/foreign ownership risk: Potential limitations or review for U.S. targets; may delay or block transactions .
- Investment Company Act risk: Holding trust assets in treasuries/money market funds for extended periods could raise regulatory questions; company may shift to bank deposits to mitigate .
- Insider selling pressure: 180-day lock-up post-business combination with early release triggers; potential supply overhang after de-SPAC if price criteria met .
- Related party payments and advances: Admin fee to sponsor and working capital arrangements under audit oversight; governance requires fairness opinions for affiliate deals .
Compensation Committee Analysis
- Composition: Independent directors only—Feng, Xu, Zhang; Chair: Donghui Xu .
- Authority: Approves CEO/executive compensation, implements incentive/equity plans, and may retain independent consultants subject to Nasdaq/SEC independence considerations .
- Current stance: Pre-business combination, no executive compensation paid and no employment agreements in place .
Say-on-Pay & Shareholder Feedback
No say-on-pay history or shareholder proposals regarding compensation disclosed; current proxy focuses on extension and trust amendments rather than compensation matters .
Compensation Structure Analysis (Management confidence signals)
- Cash vs equity mix: No cash compensation to executives/directors prior to business combination; alignment via insider equity and rights .
- Guaranteed vs at-risk pay: No guaranteed salary/bonus; value primarily contingent on successful de-SPAC and post-merger performance; lock-ups restrict near-term liquidity .
- Award modifications/repricing: None disclosed; corporate governance requires fairness opinions for affiliate transactions .
Investment Implications
- Alignment: An’s ownership (30,000 shares, <1%) and insider lock-up structure align incentives to complete the de-SPAC and support post-merger price performance; absence of cash comp reduces misalignment risk pre-close .
- Retention and governance: No employment/severance agreements and no disclosed cash comp could create retention risk, but the clawback policy and independent committee oversight improve governance quality .
- Trading signals: Expect potential insider supply after 180 days post-business combination (earlier upon $12 price trigger), and watch trust extensions ($150,000 per extension) as timeline risk signals; monitor CFIUS/investment company risks for deal execution and timing .