Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 15, 2022, Mr.
Fei Gan tendered his resignation as a director, the chairman of the Nominating and Corporate Governance Committee, a member of the Compensation
Committee, and a member of the Audit Committee of the Company, effective September 15, 2022. The resignation of Mr. Gan was not a result
of any disagreement with the Company’s operations, policies or procedures.
On September 15, 2022, Mr.
Siyang Hu tendered his resignation as a director and a member of the Nominating and Corporate Governance Committee, the Compensation Committee,
and the Audit Committee of the Company, effective September 15, 2022. The resignation of Mr. Hu was not a result of any disagreement with
the Company’s operations, policies or procedures.
On September 15, 2022, approved
by the Board of Directors, the Nominating and Corporate Governance Committee and the Compensation Committee,
Ms. Junhong He was appointed as a director and the chairman of the Nominating and Corporate Governance Committee, a member of the
Compensation Committee, and a member of the Audit Committee of the Company, effective September 15, 2022, and Ms. Jing Zhang was appointed
as a director and a member of the Nominating and Corporate Governance Committee, the Compensation Committee, and the Audit Committee of
the Company, effective September 15, 2022.
The
Board has determined that each of Ms. Junhong He and Ms. Jing Zhang is independent within the meaning of Nasdaq Listing Rule 5605(a)(2).
The
biographical information of Ms. Junhong He is set forth below:
Ms.
Junhong He, age 48, has almost 30 years of working experience in the field of financial and legal services. Since December 2012, Ms. He
has been the Senior Manager of the Legal Department of Ping An Bank Shanghai Branch. From November 1999 to November 2012, Ms. He served
as the head of Shanghai Luwan Branch of Ping An Bank. From July 1993 to October 1999, Ms. He served as a clerk, a department chief and
eventually the President of Bank of China Anhui Chizhou Branch. Ms. He received her bachelor's degree in law from Nanjing University in
2005.
Ms.
Junhong He does not have a family relationship with any director or executive officer of the Company. Ms. Junhong He has not been involved
in any transaction with the Company during the past two years that would require disclosure under Item 404(a) of Regulation S-K.
Ms.
Junhong He accepted an offer letter from the Company and agreed to receive an annual compensation of $10,000, effective September
15, 2022. The offer letter is qualified in its entirety by reference to the complete text of the
agreement, which is filed hereto as Exhibits 10.2.
The
biographical information of Ms. Jing Zhang is set forth below:
Ms.
Jing Zhang, age 43, has more than 25 years of working experience in financial management. Since July 2013, Ms. Zhang has been the Chief
Financial Officer of Shanghai Xun Yang Network Technology Co., Ltd. From March 2009 to July 2013, Ms. Zhang served as the financial manager
of Shanghai Branch of Jiangsu Zi Guang Intelligence Co., Ltd. From March 1999 to February 2009, Ms. Zhang served as the accountant and
financial director of the Finance Department of the Eight Five Hospital. Ms. Zhang received her bachelor's degree in accounting from Zaozhuang
University in 1997.
Ms.
Jing Zhang does not have a family relationship with any director or executive officer of the Company. Ms. Jing Zhang has not been involved
in any transaction with the Company during the past two years that would require disclosure under Item 404(a) of Regulation S-K.
Ms.
Jing Zhang accepted an offer letter from the Company and agreed to receive an annual compensation of $10,000, effective September
15, 2022. The offer letter is qualified in its entirety by reference to the complete text of the
agreement, which is filed hereto as Exhibits 10.2.