Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
On January 28, 2021, Sino-Global Shipping America, Ltd. (the "Registrant")
replaced its Chief Operating Officer ("COO"), Mr. Zhikang Huang. Mr. Huang will
continue to be a director and will serve as the Vice President - Operations of
the Registrant. There were no disagreements between Mr. Huang and the Registrant
described in 17 CFR 240.3b-7.
On January 28, 2021, the Registrant replaced its Chief Technology Officer
("CTO"), Mr. Yafei Li. Mr. Li will serve as the Vice President - Technology of
the Registrant. There were no disagreements between Mr. Li and the Registrant
described in 17 CFR 240.3b-7.
(c)
On January 28, 2021, the Registrant appointed Mr. Lei Nie as its new COO. Mr.
Nie, 42 years old, has been an employee of the Registrant since 2017, where he
has served as the Registrant's Principal IT Architect. Prior to joining the
Registrant, Mr. Nie was a senior architect in IBM China, where he acted as an
iVIP Account Manager for IBM's Asia Pacific/Greater China Group, an Advanced
Technical Support Pureflex Team Leader and Lab Based Service Solution Architect
from 2006 to 2017. Mr. Nie is the spouse of Ms. Tuo Pan, our acting Chief
Financial Officer.
The employment agreement between the Registrant and Mr. Nie provides for a
five-year term that extends automatically in the absence of termination provided
at least 30 days prior to the anniversary date of the agreement. If the
Registrant fails to provide this notice or if we wish to terminate an employment
agreement in the absence of cause, then we are obligated to provide at least 30
days' prior notice. In such case during the initial term of the agreement, we
would need to pay such executive (i) the remaining salary through December 31,
2023 and (ii) (a) two times of the then applicable annual salary if there has
been no Change in Control, as defined in the employment agreements or (b)
three-and-half times of the then applicable annual salary if there is a Change
in Control. We are, however, permitted to terminate an employee for cause
without penalty to our company, where the employee has committed a crime or the
employee's actions or inactions have resulted in a material adverse effect to
us. Mr. Nie's salary is $150,000 per year, and he is eligible for a bonus if and
to the extent determined by the Registrant.
On January 28, 2021, the Registrant appointed Mr. Xintang You as its new CTO.
Mr. You, 42 years old, has more than twenty years of experience in
semiconductors and intelligent hardware, cryptocurrency mining server design and
ecology. From 2011 through 2020, Mr. You was the Chief Executive Officer of
Shenzhen Rayshine Technology and Shenzhen Ethermicro Technology, two companies
focused in the cryptocurrency industry. Mr. You has assisted with the
development and establishment of Bitmain's factory in Shenzhen, and his
businesses have been strategic suppliers of Bitmain.
The employment agreement between the Registrant and Mr. You provides for a
five-year term that extends automatically in the absence of termination provided
at least 30 days prior to the anniversary date of the agreement. If the
Registrant fails to provide this notice or if we wish to terminate an employment
agreement in the absence of cause, then we are obligated to provide at least 30
days' prior notice. Upon termination, the Registrant is required to pay Mr. You
through such date of termination. Mr. You's salary is $120,000 per year, and he
is eligible for a bonus of up to $40,000 if and to the extent determined by the
Registrant.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 10.1 Employment Agreement by and between Mr. Lei Nie and Sino-Global
Shipping America, Ltd., dated as of January 28, 2021
Exhibit 10.2 Employment Agreement by and between Mr. Xintang You and Sino-Global
Shipping America, Ltd., dated as of January 28, 2021
Exhibit 99.1 Press release of Sino-Global Shipping America, Ltd. dated January 29,
2021.
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