Definitive proxy statements

Pay vs Performance Disclosure

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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table

Pay versus Performance

 

As required by Item 402(v) of Regulation S-K, we are providing the following information regarding the relationship between executive compensation and our financial performance for each of the last two completed fiscal years. In determining the “compensation actually paid” to our named executive officers in the table below, we are required to make various adjustments to amounts reported in the Summary Compensation Table for this year and in previous years, as the SEC’s valuation methods for this section differ from those required in the Summary Compensation Table. The “compensation actually paid” data reflected in the table below may not reflect amounts actually realized by our named executive officers. For information concerning the decisions made by our Compensation Committee with respect to compensation for the named executive officers for each fiscal year, please see the disclosure under “Determination of Compensation” above and the other narrative disclosure under the “Executive Compensation” section of this proxy statement.

 

The following table summarizes compensation paid to our principal executive officer (“PEO”) as set forth in our Summary Compensation Table, the adjusted values of compensation actually paid (“CAP”) to our PEO, average compensation paid to our named executive officers other than our PEO as set forth in our Summary Compensation Table, and the adjusted values of average CAP to our named executive officers other than our PEO, each as calculated in accordance with SEC rules, as well as certain Company performance measures, in each case for the three fiscal years ended December 31, 2023:

 

Year (1)

  Summary Compensation Table Total for PEO ($)(2)     Compensation Actualy Paid to PEO ($)(3)     Average Summary Compensation Table Total for Non-PEO Named Executive Officers ($)(2)     Average Compensation Actually Paid to Non-PEO Named Executive Officers ($)(3)     Value of Initial Fixed $100 investment Based on Total Shareholder Return ($)(4)     Net Loss ($)(5)  

2023

  $ 420,400     $ 582,800     $ 215,000     $ 216,980     $ 39     $ (4,311,299 )

2022

  $ 275,597     $ 275,597     $ 195,320     $ 196,310     $ 40     $ (2,602,722 )

2021

  $ 257,450     $ 260,570     $ 153,027     $ 147,612     $ 38     $ (2,756,983 )

 

In each of the years presented in the table, Xin (Adam) He served as our Chief Executive Officer. Our other NEOs consisted of Larry Aichler, who served as Chief Financial Officer in both 2023 and 2022, and both Larry Aichler and Chad Hoersten, our Chief Technology Officer at the time, in 2021.

 

 

   
PEO Total Compensation Amount $ 420,400 $ 275,597 $ 257,450
PEO Actually Paid Compensation Amount $ 582,800 275,597 260,570
Adjustment To PEO Compensation, Footnote

The table below provides the adjustments to the Summary Compensation Table total compensation to arrive at the compensation actually paid to the PEO and the average for non-PEO named executive officers:

 

   

PEO

   

Average Non-PEO

 

Adjustments to Determine "Compensation Actually Paid"

 

2023

   

2023

 

Deduction for Amounts Reported under the "Stock Awards" and Option Awards Columns in the SCT

  $ (160,400 )   $ (20,000 )

Increase in Fair value of Awards Granted during the year that Remain Unvested as of Year end

  $ 162.400       -  

Increase for Fair Value of Awards Granted during Year that Vest during Year

  $ 160,400     $ 20,000  

Increase/deduction for change in Fair Value from Prior Year-end to Current Year-end of Awards Granted Prior to the Year that were Outstanding and Unvested as of Year-end

          $ 1,320  

Increase/deduction for change in Fair Value from Prior Year-end to Vesting Date of Awards Granted Prior to the Year that Vested during Year

    -     $ 660  

Total Adjustments

  $ 162,400     $ 1,980  

 

 

   
Non-PEO NEO Average Total Compensation Amount $ 215,000 195,320 153,027
Non-PEO NEO Average Compensation Actually Paid Amount $ 216,980 196,310 147,612
Compensation Actually Paid vs. Total Shareholder Return

The following charts compare the relationship of the compensation actually paid to our CEO and the average compensation actually paid to our named executive officers other than our CEO to our total shareholder return (TSR) and our net income for the periods indicated.

 

Relationship Between CAP and TSR

 

relationshipbetweencapandtsr.jpg

 

 

   
Compensation Actually Paid vs. Net Income

Relationship Between CAP and Net Income

 

relationshipbetweencapandnet.jpg

 

 

   
Total Shareholder Return Amount $ 39 40 38
Net Income (Loss) (4,311,299) $ (2,602,722) $ (2,756,983)
PEO | Equity Awards Adjustments      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 162,400    
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (160,400)    
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 162.4    
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 160,400    
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0    
Non-PEO NEO | Equity Awards Adjustments      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 1,980    
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount (20,000)    
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0    
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 1,320    
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 20,000    
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 660