Management Change/Compensation Form 8 K

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Mr. Jurong Guo and Ms. Yiqian Shen to the Board

On October 7, 2024, the holders of a majority of the outstanding shares of Common Stock of the Company, by written consent, elected each of Jurong Guo and Yiqian Shen (each, an "Incoming Director," and together, the "Incoming Directors") to the Board, effective immediately. The Board determined that Mr. Guo and Ms. Shen are "independent" directors pursuant to the definition of independence under Rule 5605(a)(2) of the Nasdaq Listing Rules.

Mr. Guo, age 61, is a seasoned academic and business executive with a distinguished career. As the Dean of the United Business School (UBI) China and Chairman of the Advisory Committee at Detong Capital, he brings a wealth of experience to his leadership roles. His expertise extends to serving as an Independent Director on multiple publicly listed companies. Prior to his current positions, Mr. Guo has served as the Assistant Dean of Antai College of Economics and Management, Shanghai Jiao Tong University, and the Director of EMBA Program, the Executive Dean of China Enterprise Development Research Institute, the Secretary General of the Academic Committee of the Research Institute of the Ministry of Commerce of the People's Republic of China, the Professor and President of Qingdao Institute of Technology and the Founding President of Shanghai Medical University.

Ms. Shen, age 67, is a financial executive with over four decades of experience, holds a degree in accounting from Shanghai University of Finance and Economics.. Throughout her career, Ms. Shen has held key financial leadership positions at leading companies in various industries. Her expertise includes serving as a Financial Director at Shanghai Jingyuan Real Estate Development Co., Ltd., Beijing Aodewei (Shanghai) Consulting Co., Ltd., and Shanghai Sirui Construction Technology Co., Ltd. Prior to these roles, she held positions in accounting and finance at Shanghai No. 19 Cotton Textile Factory and Watanabe Group (Shanghai) International Business Co., Ltd. Ms. Shen's early career in logistics management at the Shanghai Haifeng Farm Brigade provided her with a solid foundation in operations and management.

There are no arrangements or understandings pursuant to which the Incoming Directors were selected as directors of the Company and there are no familial relationships between the Incoming Directors and the other directors or executive officers of the Company. Since the beginning of the Company's last fiscal year, the Company and the Incoming Directors have not participated in any transactions, and there are currently no proposed transactions in which the Company or the Incoming Directors, or any person who as a result of the Incoming Director's would be a related person for the purposes of Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, had or will have a direct or material interest.

The Company will compensate each of the Incoming Directors for their service as non-employee directors consistent with the compensation to be provided to other non-employee directors.

Both Mr. Jurong Guo and Ms. Yiqian Shen are expected to serve on the Compensation Committee and Audit Committee.