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UTime Limited Announces Board Changes and Confirms Corporate Governance Stability

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UTime Limited (NASDAQ: UTME) has announced significant changes to its Board of Directors and confirmed its corporate governance stability. The company disclosed the resignation of four directors on September 4, 2025, followed by the appointment of five new directors on September 8-9, 2025.

Key appointments include Wang Tianlong as CEO and Chairman of the Board, along with three independent directors: Ouyang Xuan (Audit Committee Chair), Tong Shirong (Compensation Committee Chair), and Liu Zhongping (Nomination and Governance Committee Chair). Wu Xiaoxia was also appointed as Director.

The company emphasizes that its governance mechanisms remain intact, business operations continue normally, and it maintains commitment to NASDAQ compliance and transparency.

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Positive

  • Prompt appointment of new qualified directors maintaining board continuity
  • Establishment of complete committee structure with independent directors
  • Clear commitment to NASDAQ compliance and corporate governance standards

Negative

  • Sudden resignation of four directors simultaneously raises governance concerns
  • Significant board turnover could potentially impact strategic continuity

Insights

Complete board overhaul at UTime with new CEO/Chairman installed amid resignation of four directors, maintaining governance continuity.

This announcement details a significant leadership transition at UTime Limited (NASDAQ: WTO), with an almost complete board overhaul following the resignation of four directors and appointment of five new ones, including Wang Tianlong as CEO and Chairman. The timing and orchestration of these changes suggest a coordinated succession plan rather than a chaotic departure scenario, with new appointments made within 4-5 days of the resignations.

The company has constructed a proper governance structure with the new appointments, establishing all required committees (Audit, Compensation, Nomination and Governance) with independent directors chairing each committee. Notably, the new board includes two female directors (Ouyang Xuan and Wu Xiaoxia), potentially improving board diversity. The new leadership skews younger, with the CEO aged 39 and another director just 32 years old.

The press release strategically emphasizes governance stability, repeatedly stating that operations continue normally and all changes follow proper procedures. This defensive positioning suggests potential investor concerns about the transition that the company is trying to preemptively address. The company's unusual ticker symbol (WTO rather than UTME mentioned in the title) and the oddly future-dated press release (September 2025) raise questions about document accuracy that investors should verify.

While the announcement provides basic biographical information on new appointees, it lacks details on their relevant industry experience or qualifications for their roles, which would be standard in governance best practices. The company's reassurance about information disclosure obligations may indicate heightened regulatory scrutiny or previous disclosure issues.

7th Floor, Building 5A

Shenzhen Software Industry Base, Nanshan District

Shenzhen, People’s Republic of China 518061

Shenzhen, China, Sept. 11, 2025 (GLOBE NEWSWIRE) -- UTime Limited (Nasdaq: WTO, the “Company”) today confirms that recent changes to its Board of Directors have been completed in accordance with the Company's Articles of Association and relevant procedures, and have been publicly announced. The Company reiterates that its Board structure remains intact, governance mechanisms are functioning normally, and business operations have not been affected.

Director Resignations

On September 4, 2025, the Company received formal written resignations from directors Qiu Hengcong, Bao Minfei, Xie Hailin, and Jia Xiaoqian. These resignations were disclosed to the public via Company announcements and became effective upon submission. Pursuant to U.S. securities laws and Nasdaq corporate governance rules, such resignations are legally effective upon submission.

New Director Appointments

Pursuant to the Company's Articles of Incorporation and relevant procedures, the Board of Directors formally appointed the following individuals on September 8–9, 2025:

Wang Tianlong, male, 39 years old, Bachelor of Software Engineering from Hebei University, appointed as Chief Executive Officer and Chairman of the Board;

Ouyang Xuan, female, 32 years old, Bachelor of International Trade from Guangdong University of Foreign Studies, appointed as Independent Director and Chairperson of the Audit Committee, a member of Compensation Committee and Nomination and Governance Committee;

Tong Shirong, male, 52 years old, Master of Business Administration from Tongji University, appointed as Independent Director and Chairman of the Compensation Committee, a member of Audit Committe and Nomination and Governance Committee;

Liu Zhongping, male, 47 years old, Bachelor of Business Administration from Hebei University of Economics and Business, appointed as Independent Director and Chairman of the Nomination and Governance Committee, a member of Audit Committee and Compensation Committee;

Wu Xiaoxia, female, 37 years old, Bachelor of Public Administration from Huaxin College of Hebei University of Geosciences, appointed as Director.

The above appointments have been approved by the Board of Directors and publicly announced through company disclosures, rendering them legally effective. The newly appointed directors have formally assumed their duties. The corporate governance structure is sound and operates smoothly.

Information Disclosure

The Company reminds investors that all valid information concerning the Board of Directors shall be based on the Company's official announcements.

Governance and Operations

With the establishment of the new Board structure, the corporate governance mechanism is clear and effective. Management is fully performing its duties, and daily operations and strategic execution are progressing normally.

Company Commitment

UTime Limited will continue to:

1) Strictly comply with information disclosure obligations and NASDAQ corporate governance standards;

2) Provide accurate and timely information to the market;

3) Uphold principles of compliance, transparency, and sound governance to maintain and enhance long-term value for shareholders and investors.

About UTime Limited

Trading under the NASDAQ ticker WTO, UTime Limited is engaged in the design, development, production, sales and brand operation of mobile devices in China and globally. The company aims to provide cost-effective products and serves a broad customer base.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company's actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. The forward-looking statements discussed in this press release and other statements made from time to time by us or our representatives may not occur, and actual events and results may differ materially and are subject to risks, uncertainties, and assumptions about us, including those described in UTime Limited’s Annual Report on Form 20-F and our other filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required under applicable law.

Contact

utime@wtoworld.com


FAQ

Who are the new board members appointed at UTime Limited (NASDAQ: UTME)?

The new appointments include Wang Tianlong as CEO and Chairman, Ouyang Xuan, Tong Shirong, and Liu Zhongping as Independent Directors, and Wu Xiaoxia as Director.

When did the UTME board changes become effective?

The changes occurred in September 2025, with four directors resigning on September 4, and five new directors being appointed on September 8-9, 2025.

How many directors resigned from UTime Limited's board?

Four directors resigned: Qiu Hengcong, Bao Minfei, Xie Hailin, and Jia Xiaoqian.

What committees were established in UTime Limited's new board structure?

The board established three committees: the Audit Committee (chaired by Ouyang Xuan), Compensation Committee (chaired by Tong Shirong), and Nomination and Governance Committee (chaired by Liu Zhongping).

Who is the new CEO and Chairman of UTime Limited (UTME)?

Wang Tianlong, 39, who holds a Bachelor of Software Engineering from Hebei University, was appointed as CEO and Chairman of the Board.
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