Singularity Future Technology Ltd
For the period ended Jun 30, 2024. Filed Oct 15, 2024.
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FY2024 · Filed Oct 15, 2024
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Item 11. Executive Compensation
Thefollowing table shows the annual compensation paid by us to Mr. Lei Cao, our former Chief Executive Officer and Chairman, Ms. Yang Jie, our former Chief Executive Officer and director, Ms. Tuo Pan, our former Chief Financial Officer, Mr. Zhikang Huang, our former Vice President, Mr. Jing Shan, our former Chief Operating Officer, Ziyuan Liu, our Chief Executive Officer and Chairman, Dianjiang Wang, our former Chief Financial Officer, and Ying Cao, our Chief Financial Officer for the years ended June 30, 2023 and 2024.
| Name | Year | Salary | Bonus | Securities- based Compensation | All other Compensation | Total |
|---|---|---|---|---|---|---|
| Lei Cao, | 2024 | - | - | - | - | - |
| Former Chief Executive Officer (1)(6) | 2023 | $261,364 | - | - | - | $261,364 |
| Tuo Pan, | 2024 | - | - | - | - | - |
| Former Chief Financial Officer (2)(7) | 2023 | $66,667 | - | - | - | $66,667 |
| Zhikang Huang, | 2024 | $50,000 | - | - | - | $50,000 |
| Former Vice President and Director(3)(8) | 2023 | $150,000 | $666 | - | - | $150,666 |
| Jing Shan, | 2024 | - | - | - | - | - |
| Former Chief Operating Officer(4) | 2023 | $223,185 | $92,332 | - | - | $315,517 |
| Yang Jie,(5) | 2024 | - | - | - | - | - |
| Former Chief Executive Officer and director(9) | 2023 | $52,536 | - | - | - | $52,536 |
| Ziyuan Liu | 2024 | $180,000 | - | - | - | $180,000 |
| Chief Executive Officer(10) | 2023 | $49,000 | - | - | - | $49,000 |
| Dianjiang Wang | 2024 | $7,391 | - | - | - | 7,391 |
| Former Chief Financial Officer(11) | 2023 | $10,000 | - | - | - | $10,000 |
| Ying Cao | 2024 | $46,957 | - | - | - | $46,957 |
| Chief Financial Officer(12) | 2023 | - | - | - | - | - |
| (1) | According to the Employment Agreement dated January 1, 2019, Mr. Cao’s annual salary was $260,000, effective January 1, 2019. According to the Employment Agreement dated November 1, 2021, Mr. Cao’s annual salary was $500,000, effective November 1, 2021. |
| (2) | According to the Employment Agreement dated January 1, 2019, Ms. Pan’s annual salary was $100,000, effective January 1, 2019. According to the Employment Agreement dated November 1, 2021, Ms. Pan’s annual salary was $400,000, effective November 1, 2021. |
| (3) | According to the Employment Agreement dated January 1, 2019, Mr. Huang’s annual salary was $150,000, effective January 1, 2019. |
| (4) | According to the Employment Agreement dated August 5, 2021, Ms. Shan’s annual salary was $120,000, effective August 5, 2021. According to the Employment Agreement dated February 8, 2022, Ms. Shan’s annual salary was $200,000, effective February 8, 2022 and was raised to $250,000 since August 15, 2022. Pursuant to the cancellation agreement entered into on December 28, 2022, Ms. Shan agreed to return to the Company for cancellation 100,000 shares of common stock of the Company granted to her for her services as an officer of the Company. The shares are being cancelled. |
| (5) | Pursuant to the cancellation agreement entered into on December 19, 2022, Mr. Jie agreed to return to the Company for cancellation 300,000 shares of common stock of the Company granted to him for his services as an officer of the Company. The shares have been cancelled. |
| (6) | On November 1, 2021, Mr. Cao, retired from his position as the Company’s Chief Executive Officer. Mr. Cao resigned from the Board on January 9, 2023. Pursuant to the separation agreement entered into on January 9, 2023, Mr. Cao agreed to forfeit and return to the Company for cancellation 600,000 shares of common stock of the Company granted to him on August 13, 2021 under the terms of the 2014 Equity Incentive Plan of the Company. The shares are being cancelled. |
| (7) | On August 31, 2022, Ms. Pan was terminated for cause as an employee and Chief Financial Officer of the Company and from any other position at any subsidiary of the Company to which she has been appointed. Ms. Pan was terminated for cause in accordance with the terms of her Employment Agreement dated November 9, 2021 and did not receive any salary or benefits from the Company except those earned through August 31, 2022. |
| (8) | On November 1, 2021, Mr. Huang resigned from his position as a member of the Board of the Company. |
| (9) | On August 9, 2022, Mr. Jie resigned as Chief Executive Officer and director, following the Board’s decision on August 8, 2022, which adopted the Special Committee’s recommendation that Mr. Jie be suspended immediately. |
| (10) | According to the Employment Agreement dated April 18, 2023, Mr. Liu’s compensation consists of an annual base salary of $240,000 in cash and a discretionary annual bonus, effective April 18, 2023. |
| (11) | According to the Employment Agreement dated May 1, 2023, Mr. Wang’s compensation consists of an annual base salary of $60,00, and a discretionary annual bonus, effective May 1, 2023. Mr. Wang resigned as Chief Financial Officer on August 21, 2023. |
| (12) | According to the Employment Agreement dated August 21, 2023, Mr. Cao’s compensation consists of an annual base salary of $60,00, and a discretionary annual bonus, effective August 21, 2023. |
Outstanding Equity Awards of Named Executive Officers at Fiscal Year-End
None.
Director Compensation
The table below sets forth the compensation received by our directors in the year ended June 30, 2024.
| Name(1) | Fees earned or paid in cash ($) | Stock awards ($) | Option awards ($) | All other compensation ($) | Total ($) |
|---|---|---|---|---|---|
| Zhongliang Xie | 45,968 | - | - | - | 45,968 |
| Xu Zhao | 38,333 | - | - | - | 38,333 |
| Yangyang Xu | 36,944 | - | - | - | 36,944 |
| Jia Yang | - | - | - | - | - |
| Heng Wang (2) | 11,250 | - | - | - | 11,250 |
| Tieliang Liu(3) | 403 | - | - | - | 403 |
| Ling Jiang(4) | 12,222 | - | - | - | 12,222 |
| Haotian Song (5) | 52,667 | - | - | - | 52,667 |
| (1) | This table does not include Mr. Ziyuan Liu, our Chief Executive Officer and director whose compensation is fully reflected in the Summary Compensation Table. |
| (2) | On September 21, 2023, Mr. Heng Wang resigned as a director. |
| (3) | On July 3, 2023, Mr. Tieliang Liu resigned as a director. |
| (4) | On September 28, 2023, Ms. Ling Jiang resigned as a director. |
| (5) | On July 31, 2024, Mr. Haitian Song resigned as a director. |
Employment Agreements
The Company has an employment agreement with Mr. Ziyuan Liu, our Chief Executive Officer. The employment agreement began on April 18, 2022, with a term of one year. The term shall automatically be extended for a one-year period in the absence of notice of non-renewal provided at least 30 days prior to the anniversary date of the employment agreement. Under the terms of the employment agreement, Mr. Liu will receive an annual base salary of $240,000 in cash, and a discretionary annual bonus.
The Company had an employment agreement with Mr. Dianjiang Wang, our Former Chief Financial Officer. The employment agreement began on May 1, 2023, with a term of one year. Mr. Dianjiang Wang resigned in August 2023.
The Company has an employment agreement with Mr. Ying Cao, our Chief Financial Officer. The employment agreement began on August 21, 2023, with a term of one year. The term shall automatically be extended for a one-year period in the absence of notice of non-renewal provided at least 30 days prior to the anniversary date of the employment agreement. Under the terms of the employment agreement, Mr. Cao will receive an annual base salary of $60,000 in cash, and a discretionary annual bonus.
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