Executive Moves Update (CEO, CFO, Directors) – June 13, 2025

by | Jun 13, 2025

About the Weekly
Each week, Boardroom Alpha tracks the most notable executive moves across U.S. public companies—highlighting key leadership changes that may signal strategic shifts, governance challenges, or opportunities for investors. From CEO transitions to CFO appointments and board resignations, our weekly update offers a quick pulse on the evolving leadership landscape in corporate America.

Executive Moves Snapshot

Corporate boardrooms and C-suites saw a fresh wave of movement this week, as public companies made key changes to their leadership teams. From CFO transitions at firms like Cisco and Roblox to board reshuffles at Affirm, Johnson & Johnson, and Norfolk Southern, these updates reflect both routine turnover and more strategic realignments. While many moves appear orderly and planned, some—like sudden resignations or interim appointments—hint at deeper shifts underway.

Several of these companies are making leadership changes amid red flags related to governance or operational risks. Issues like high CFO turnover, cyber incidents, activist pressure, and classified boards appeared alongside updates at names such as Olaplex, Masimo, and International Flavors & Fragrances. As always, leadership changes warrant close attention—not just for who’s arriving or departing, but for what those moves might signal about a company’s current position and future direction. Below is a full roundup of the most recent executive moves across U.S. public companies.

More from Boardroom Alpha
• Update on 2025 DEI / ESG Shareholder Proposal Results (Proxy Season 2025)
• CEO Pay: The $25 Million Plus Pay Club (2025)

This Week’s Executive Moves

COMPANY Executive Moves COMPANY RED FLAGS
ABM INDUSTRIES INC

Ticker: ABM
Mkt Cap: $2.9B
1-Yr TSR: -7.8%
Board Rating: C+

  • On June 6, 2025, David Orr was appointed as Executive Vice President and Chief Financial Officer, succeeding Earl Ellis, who is exiting the CFO role and transitioning to Senior Advisor until September 5, 2025.
  • Carol A. Clements was elected as a director of the Board effective June 11, 2025.
  • Executive Termination(s) within the last year
  • High CFO Turnover
ACCO BRANDS CORP

Ticker: ACCO
Mkt Cap: $335.2M
1-Yr TSR: -18.6%
Board Rating: C-

  • Patrick H. Buchenroth is resigning from his role as Executive Vice President and President, Americas, effective July 1, 2025, and leaving the company on August 1, 2025. Cezary Monko is resigning from his role as Executive Vice President and President, International, effective December 31, 2025.
  • Gov Risk: Entrenched Board
  • High Activist Vulnerability Risk Score (96)
  • Significant Stock Drop(s) in past 2 years
ADITXT INC

Ticker: ADTX
Mkt Cap: $3.1M
1-Yr TSR: -100.0%
Board Rating: D

  • On June 5, 2025, Ms. Saundra Pelletier was appointed as a member of the Board of Directors.
  • Abnormally High 8-K Filings
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (87)
  • Hot Seat Risk Score – CEO: High (84)
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Merger Agreement
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
AFFIRM HOLDINGS INC

Ticker: AFRM
Mkt Cap: $19.7B
1-Yr TSR: 70.8%
Board Rating: C

  • Keith Rabois resigned from the Board of Directors, and Richard Galanti was appointed as a new director.
  • Cyber Incident(s) within the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Multi-Class Shares
  • Gov Risk: No lead independent director
  • Workforce Reduction
ALLARITY THERAPEUTICS INC

Ticker: ALLR
Mkt Cap: $12.6M
1-Yr TSR: -94.5%
Board Rating: C-

  • Joseph W. Vazzano resigned as a director, effective June 30, 2025, and Jesper Høiland was appointed as a director, also effective June 30, 2025.
  • Abnormally High 8-K Filings
  • Class Action
  • Director Elections: < 95% average votes FOR
  • High Activist Vulnerability Risk Score (90)
  • High CFO Turnover
  • SEC Investigation Related
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
AMERICAN ELECTRIC POWER CO INC

Ticker: AEP
Mkt Cap: $55.0B
1-Yr TSR: 21.5%
Board Rating: B-

  • Investor appointed two managers to the Board of AEP Transmission, increasing the total number of directors to eleven.
  • CEO Tenure Was Under 2 Years: Benjamin G S Fowke III
  • CFO Tenure Was Under 2 Years: Charles E Zebula
  • Cooperation Agreement in the last 2 years
  • High CFO Turnover
  • SEC Correspondence in the last year
  • SEC Investigation Related
  • Settlement Agreement
  • Workforce Reduction
AMERICAN WATER WORKS COMPANY INC

Ticker: AWK
Mkt Cap: $27.6B
1-Yr TSR: 12.9%
Board Rating: C

  • Raffiq Nathoo has been appointed as an independent director of American Water Works Company, effective June 9, 2025.
  • Abnormally High 8-K Filings
  • Bankruptcy Alert: 3 directors have bankruptcy histories (AWK)
  • Cyber Incident(s) within the last year
  • High CFO Turnover
  • Negative Say-On-Pay Vote: 88% For
  • Settlement Agreement
AMPLITUDE INC

Ticker: AMPL
Mkt Cap: $1.6B
1-Yr TSR: 40.0%
Board Rating: D

  • Eric Vishria will be resigning from the Board of Directors on June 16, 2025.
  • 13D filed in the last 6 months
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Multi-Class Shares
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (68)
  • Overboarding
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
ANTERIS TECHNOLOGIES GLOBAL CORP

Ticker: AVR
Mkt Cap: $175.6M
1-Yr TSR: %

  • Mr. Gregory Moss and Mr. David Roberts were appointed to the Board of Directors, while Dr. Wenyi Gu resigned from the Board.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Going Concern Risk Filings in the last year
  • Immediate Resignation
  • Internal Control Risk
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
APPLIED ENERGETICS INC

Ticker: AERG
Mkt Cap: $13.9M
1-Yr TSR: 119.5%

  • On June 3, 2025, Christopher Donaghey and Scott Andrews were appointed as new directors of Applied Energetics, expanding the Board to seven members.
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
ASP ISOTOPES INC

Ticker: ASPI
Mkt Cap: $627.5M
1-Yr TSR: 99.8%
Board Rating: B

  • Dr. Ryno Pretorius, PhD has been appointed as the Chief Executive Officer of Quantum Leap Energy LLC, a subsidiary of ASP Isotopes Inc., effective June 11, 2025.
  • Abnormally High 8-K Filings
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Bankruptcy Alert: 1 director has a bankruptcy history (ASPI)
  • Bankruptcy Alert: Current CEO has bankruptcy history (ASPI)
  • Class Action
  • Internal Control Risk
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time high at $9.62
ASSEMBLY BIOSCIENCES INC

Ticker: ASMB
Mkt Cap: $130.6M
1-Yr TSR: 10.3%
Board Rating: C

  • On June 5, 2025, Jeanette M. Bjorkquist was appointed as the principal financial officer, succeeding Jason A. Okazaki, who remains the principal executive officer.
  • 13D filed in the last 6 months
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • High CFO Turnover
  • Negative Say-On-Pay Vote: 79% For
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
ATEGRITY SPECIALTY HOLDINGS LLC

Ticker: ASIC
Mkt Cap: $1.1B
1-Yr TSR: %

  • Effective June 10, 2025, William Mercer, Robert C. Merton, Mitchell Pressman, and John (Jack) L. Sennott, Jr. were elected to the board of directors of the Company.
  • Stock Alert: All-time high at $24.68
  • Stock Alert: All-time low at $24.00
AUBURN NATIONAL BANCORPORATION INC

Ticker: AUBN
Mkt Cap: $77.9M
1-Yr TSR: 25.4%
Board Rating: C

  • Ms. Laura Cooper resigned as a director of Auburn National Bancorporation, Inc. on June 11, 2025.
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Entrenched Board
  • High Activist Vulnerability Risk Score (76)
  • Hot Seat Risk Score – CEO: Elevated (64)
  • Limited external board experience
  • Pledging
AVIS BUDGET GROUP INC

Ticker: CAR
Mkt Cap: $4.4B
1-Yr TSR: 12.2%
Board Rating: C+

  • Daniel Cunha will become Chief Financial Officer of Avis Budget Group, effective July 1, 2025, while Izzy Martins will transition from her role as Chief Financial Officer on June 30, 2025, to pursue other opportunities.
  • CFO Tenure Was Under 2 Years: Izilda P Martins
  • Gov Risk: Chairman is not independent
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (81)
  • High CFO Turnover
  • Significant Stock Drop(s) in past 2 years
AWARE INC

Ticker: AWRE
Mkt Cap: $36.9M
1-Yr TSR: -5.4%
Board Rating: B

  • Brent P. Johnstone and John S. Stafford, III were re-elected as Class II directors for three-year terms during the Annual Meeting held on June 11, 2025.
  • CEO Tenure Was Under 2 Years: David K Traverse
  • Executive Termination(s) within the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • Limited external board experience
  • Significant Stock Drop(s) in past 2 years
BACKBLAZE INC

Ticker: BLZE
Mkt Cap: $289.3M
1-Yr TSR: -15.8%
Board Rating: C

  • Tina Cessna is stepping down as Senior Vice President of Engineering at Backblaze, Inc. at the end of August 2025, and Brian Beach will take over her responsibilities on an interim basis.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Multi-Class Shares
  • Internal Control Risk
  • Short Report: Morpheus Research
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
BANK OF NEW YORK MELLON CORP

Ticker: BK
Mkt Cap: $64.2B
1-Yr TSR: 57.0%
Board Rating: B

  • Robin Vince has been elected as Chair of the Board of Directors, effective September 1, 2025, while Joseph J. Echevarria transitions to the role of lead independent director.
  • High CFO Turnover
  • SEC Correspondence in the last year
  • SEC Investigation Related
  • SEC No Action letter: Requests
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
BLACK DIAMOND THERAPEUTICS INC

Ticker: BDTX
Mkt Cap: $138.2M
1-Yr TSR: -61.1%
Board Rating: C-

  • Ali Behbahani, Garry E. Menzel, and Samarth Kulkarni were elected as Class II directors to the Board, each serving a three-year term until the 2028 annual meeting.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Internal Control Risk
  • Overboarding
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
BOXLIGHT CORP

Ticker: BOXL
Mkt Cap: $4.1M
1-Yr TSR: -48.3%
Board Rating: D

  • Charles P. Amos resigned as a director of Boxlight Corporation on June 6, 2025, and R. Wayne Jackson resigned as a director on May 23, 2025.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (80)
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (65)
  • Internal Control Risk
  • Limited external board experience
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
BROADWAY FINANCIAL CORP

Ticker: BYFC
Mkt Cap: $55.8M
1-Yr TSR: 20.0%
Board Rating: D

  • William A. Longbrake is resigning from the Board of Directors of Broadway Financial Corporation effective June 30, 2025.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Failed to File Annual/Quarterly Report
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • High Activist Vulnerability Risk Score (82)
  • Late Filings (NT 10-K / NT 10-Q) within the last year
BUILD-A-BEAR WORKSHOP INC

Ticker: BBW
Mkt Cap: $667.3M
1-Yr TSR: 98.5%
Board Rating: A

  • Robert Dixon’s term expired on June 12, 2025, leading to a decrease in the Board size.
  • Abnormally High 8-K Filings
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • Pledging
CISCO SYSTEMS INC

Ticker: CSCO
Mkt Cap: $257.8B
1-Yr TSR: 47.0%
Board Rating: B-

  • Mark Patterson has been appointed as Executive Vice President, Chief Financial Officer of Cisco, effective June 5, 2025.
  • Bankruptcy Alert: 1 director has a bankruptcy history (CSCO)
  • Gov Risk: Chairman is not independent
  • Negative Say-On-Pay Vote: 77% For
  • SEC No Action letter(s) in the last 2 years
  • Workforce Reduction
CLEANCORE SOLUTIONS INC

Ticker: ZONE
Mkt Cap: $30.4M
1-Yr TSR: 18.9%
Board Rating: C+

  • Matthew Atkinson, the former CEO, entered into a settlement agreement with Clayton Adams (CEO) and David Enholm (CFO) of CleanCore Solutions, Inc.
  • Going Concern Risk Filings in the last year
  • Limited external board experience
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time high at $4.34
CNX RESOURCES CORP

Ticker: CNX
Mkt Cap: $4.6B
1-Yr TSR: 23.2%
Board Rating: B+

  • Alan Shepard has been appointed as President while continuing as Chief Financial Officer, succeeding Nicholas DeIuliis who remains CEO.
  • High CFO Turnover
COMPASS DIVERSIFIED HOLDINGS

Ticker: CODI
Mkt Cap: $477.7M
1-Yr TSR: -70.9%
Board Rating: C

  • Gordon M. Burns will resign as a director of Compass Diversified Holdings effective June 7, 2025, after notifying the Board of his decision not to stand for re-election.
  • Abnormally High 8-K Filings
  • Class Action
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (91)
  • Internal Control Risk
  • Internal Investigation
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Non-Reliance / Restatement Filed
  • Non-Reliance / Restatement in last year
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time low at $6.32
CONTANGO ORE INC

Ticker: CTGO
Mkt Cap: $257.3M
1-Yr TSR: 3.3%
Board Rating: B-

  • Several individuals were elected as directors to serve until the 2026 annual meeting, while Joe Compofelice and Curtis Freeman did not stand for re-election.
  • Abnormally High 8-K Filings
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Ind. Accountant Resigned
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
CORPAY INC

Ticker: CPAY
Mkt Cap: $24.7B
1-Yr TSR: 38.0%
Board Rating: B

  • Peter Walker has been appointed as Chief Financial Officer (CFO) of Corpay, Inc., effective July 21, 2025, while interim CFO Alissa Vickery will return to her role as Chief Accounting Officer.
  • CFO Tenure Was Under 2 Years: Alissa B Vickery
  • CFO Tenure Was Under 2 Years: Thomas E Panther
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • High CFO Turnover
  • Internal Control Risk
COSTCO WHOLESALE CORP

Ticker: COST
Mkt Cap: $444.7B
1-Yr TSR: 18.9%
Board Rating: A

  • Dan Hines will retire as Senior Vice President, Corporate Controller, and Principal Accounting Officer on June 30, 2025, and Tiffany Barbre has been appointed to the same role effective July 1, 2025.
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: No lead independent director
CRAWFORD & CO

Ticker: CRD.A
Mkt Cap: $517.3M
1-Yr TSR: 16.8%
Board Rating: B

  • On June 6, 2025, Amy T. Shore was appointed as an independent director of Crawford & Company.
  • Gov Risk: More than one Director over 75
  • Gov Risk: Multi-Class Shares
  • Significant Stock Drop(s) in past 2 years
CRISPR THERAPEUTICS AG

Ticker: CRSP
Mkt Cap: $3.6B
1-Yr TSR: -36.3%
Board Rating: C-

  • Several individuals were re-elected or elected to the Company’s Board of Directors and Compensation Committee.
  • Director Elections: < 95% average votes FOR
  • High Activist Vulnerability Risk Score (93)
  • High CFO Turnover
  • Overboarding
CUE BIOPHARMA INC

Ticker: CUE
Mkt Cap: $47.9M
1-Yr TSR: -57.6%
Board Rating: C-

  • Kerri-Ann Millar is resigning as CFO, effective June 13, 2025, and Daniel R. Passeri will serve as interim principal financial officer. Jill Broadfoot has been appointed to the board of directors and will serve as Chair of the Audit Committee, effective June 4, 2025.
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Gov Risk: Entrenched Board
  • Listing Rule Violation: Minimum Bid
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
CULP INC

Ticker: CULP
Mkt Cap: $51.2M
1-Yr TSR: -6.0%
Board Rating: C+

  • Culp, Inc. has announced the renomination of Mr. Alexander B. Jones to the Board of Directors and the nomination of Douglas Collier and Lynn Heatherton as new directors.
  • 13D filed in the last 6 months
  • Cooperation Agreement
  • Cooperation Agreement in the last 2 years
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Limited external board experience
  • Negative Say-On-Pay Vote: 82% For
  • SEC No Action letter(s) in the last 2 years
  • Workforce Reduction
CUSTOMERS BANCORP INC

Ticker: CUBI
Mkt Cap: $1.6B
1-Yr TSR: 15.0%
Board Rating: C+

  • Mark McCollom has been appointed as Executive Vice President, Chief Financial Officer of Customers Bank effective June 2, 2025, and will assume the same role for the Company on or around August 15, 2025.
  • Class Action
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Pledging
D-WAVE QUANTUM INC

Ticker: QBTS
Mkt Cap: $4.6B
1-Yr TSR: ###.#%
Board Rating: B

  • The Board of Directors appointed Sharon Holt as chair of the Nominating and Governance Committee and Roger Biscay as a member of the Committee, effective immediately after the Annual Meeting.
  • Abnormally High 8-K Filings
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • Internal Control Risk
  • Listing Rule Violation: Average Closing Price
  • SEC Correspondence in the last year
  • Short Report: Kerrisdale Capital
  • Significant Stock Drop(s) in past 2 years
ELEVATION ONCOLOGY INC

Ticker: ELEV
Mkt Cap: $22.5M
1-Yr TSR: -88.7%
Board Rating: C-

  • Joseph J. Ferra, Jr. is exiting as President and CEO, effective June 30, 2025, and Tammy Furlong is entering as President and Interim CEO.
  • 13D filed in the last 6 months
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Going Concern Risk Filings in the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (90)
  • Hot Seat Risk Score – CEO: Elevated (61)
  • Merger Agreement
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
ESQUIRE FINANCIAL HOLDINGS INC

Ticker: ESQ
Mkt Cap: $777.6M
1-Yr TSR: 97.5%
Board Rating: A

  • Raymond Kelly has been appointed to the Board of Directors of Esquire Financial Holdings, Inc. and Esquire Bank, effective June 6, 2025.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Limited external board experience
  • Settlement Agreement
  • Stock Alert: All-time high at $92.75
EXPONENT INC

Ticker: EXPO
Mkt Cap: $3.8B
1-Yr TSR: -19.6%
Board Rating: C

  • The stockholders elected six individuals to the Board of Directors during the annual meeting held on June 5, 2025.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
FIBROBIOLOGICS INC

Ticker: FBLG
Mkt Cap: $33.4M
1-Yr TSR: -88.6%
Board Rating: D

  • Jason D. Davis has been appointed as Chief Financial Officer of FibroBiologics, Inc., effective June 9, 2025.
  • CFO Tenure Was Under 2 Years: Robert Hoffman
  • Going Concern Risk Filings in the last year
  • Gov Risk: No lead independent director
  • Internal Control Risk
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
FIBROGEN INC

Ticker: FGEN
Mkt Cap: $31.1M
1-Yr TSR: -76.7%
Board Rating: D

  • Michael Kauffman, M.D., Ph.D. was appointed as a Class III director effective June 4, 2025, while Aoife Brennan, M.B., B.Ch. resigned from the Board effective the same date.
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (76)
  • High CFO Turnover
  • Internal Control Risk
  • Negative Say-On-Pay Vote: 77% For
  • SEC Correspondence in the last year
  • SEC No Action letter: Requests
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
FIDELITY NATIONAL FINANCIAL INC

Ticker: FNF
Mkt Cap: $15.4B
1-Yr TSR: 18.0%
Board Rating: B+

  • Three Class II directors were elected to serve until the 2028 Annual Meeting of Shareholders: Hon. Halim Dhanidina, Daniel D. (Ron) Lane, and Cary H. Thompson.
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Overboarding
  • Section 220 Disclosure
  • Workforce Reduction
FIRSTSUN CAPITAL BANCORP

Ticker: FSUN
Mkt Cap: $970.3M
1-Yr TSR: %

  • Mr. Paul A. Larkins resigned from the Company’s board of directors effective June 9, 2025.
  • Cyber Incident(s) within the last year
  • Pledging
FIRST WESTERN FINANCIAL INC

Ticker: MYFW
Mkt Cap: $202.2M
1-Yr TSR: 19.3%
Board Rating: B-

  • Matthew C. Cassell has been appointed as Chief Revenue Officer of First Western Trust Bank, effective June 5, 2025.
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Limited external board experience
  • Pledging
FORTREA HOLDINGS INC

Ticker: FTRE
Mkt Cap: $564.3M
1-Yr TSR: -74.7%
Board Rating: D

  • On June 11, 2025, Fortrea Holdings Inc. appointed Anshul Thakral as President and CEO, effective August 4, 2025, replacing Peter M. Neupert, who remains a director and Chairman of the Board.
  • 13D filed in the last 6 months
  • Bankruptcy Alert: 1 director has a bankruptcy history (FTRE)
  • CEO Tenure Was Under 2 Years: Peter M Neupert
  • CEO Tenure Was Under 2 Years: Thomas Pike
  • Cooperation Agreement
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (93)
  • Internal Control Risk
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
FOUR CORNERS PROPERTY TRUST INC

Ticker: FCPT
Mkt Cap: $2.8B
1-Yr TSR: 19.9%
Board Rating: C+

  • John S. Moody retired as Chair of the Board and Douglas B. Hansen assumed the position of Chair of the Board effective June 5, 2025.
  • Bankruptcy Alert: 1 director has a bankruptcy history (FCPT)
FUEL TECH INC

Ticker: FTEK
Mkt Cap: $58.2M
1-Yr TSR: 76.6%
Board Rating: C

  • Four individuals were elected to the Board of Directors of Fuel Tech, Inc. during the Annual Meeting of Stockholders on June 5, 2025.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Gov Risk: No lead independent director
  • Gov Risk: No new Directors in last 5 years
  • Limited external board experience
GENERAL DYNAMICS CORP

Ticker: GD
Mkt Cap: $75.1B
1-Yr TSR: -2.9%
Board Rating: C+

  • On June 4, 2025, Danny Deep was promoted to executive vice president, Global Operations at General Dynamics Corporation.
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • SEC No Action letter: Requests
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
GENUINE PARTS CO

Ticker: GPC
Mkt Cap: $17.0B
1-Yr TSR: -11.7%
Board Rating: C

  • Randy Breaux is retiring as Group President, GPC North America, effective August 1, 2025, and Alain Masse is appointed as President, North American Automotive, effective the same date.
  • Gov Risk: Chairman is not independent
  • High Activist Vulnerability Risk Score (85)
  • Hot Seat Risk Score – CEO: Elevated (62)
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
GLOBAL INDEMNITY GROUP LLC

Ticker: GBLI
Mkt Cap: $433.7M
1-Yr TSR: -.9%
Board Rating: C-

  • Jason C. Murgio has been appointed as a Designated Director of Global Indemnity Group, LLC effective June 4, 2025.
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • High Activist Vulnerability Risk Score (94)
  • Significant Stock Drop(s) in past 2 years
GRANITE RIDGE RESOURCES INC

Ticker: GRNT
Mkt Cap: $781.4M
1-Yr TSR: 1.7%
Board Rating: C+

  • On June 11, 2025, Luke Brandenberg exited as President and CEO, while Tyler Farquharson entered as President and CEO, and Kim Weimer entered as Interim CFO and Chief Accounting Officer.
  • 13D filed in the last 6 months
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Limited external board experience
  • Significant Stock Drop(s) in past 2 years
GT BIOPHARMA INC

Ticker: GTBP
Mkt Cap: $7.3M
1-Yr TSR: -5.4%
Board Rating: C-

  • On June 9, 2025, Andrew Ritter resigned from the board of directors, and on June 10, 2025, David C. Mun-Gavin was appointed as a non-employee director and ratified to multiple committees including chair of the Compensation Committee.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: More than one Director over 75
  • Gov Risk: No lead independent director
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (65)
  • Listing Rule Violation: Minimum Stockholder Equity
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
GUESS INC

Ticker: GES
Mkt Cap: $618.0M
1-Yr TSR: -45.2%
Board Rating: B-

  • Seven directors were elected to the Company’s Board of Directors during the Annual Meeting held on June 10, 2025.
  • 13D filed in the last 6 months
  • CFO Tenure Was Under 2 Years: Dennis R Secor
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • High Activist Vulnerability Risk Score (75)
  • High CFO Turnover
  • Negative Say-On-Pay Vote: 87% For
  • SEC Correspondence in the last year
  • Section 220 Disclosure
  • Settlement Agreement
HARTFORD INSURANCE GROUP INC

Ticker: HIG
Mkt Cap: $35.9B
1-Yr TSR: 29.2%
Board Rating: B

  • Thomas Bartlett was elected as a director of the Board of The Hartford Insurance Group, Inc., effective July 1, 2025.
  • Gov Risk: Chairman is not independent
  • Immediate Resignation
  • SEC No Action letter: Requests
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
  • Settlement Agreement
HELIOS TECHNOLOGIES INC

Ticker: HLIO
Mkt Cap: $1.1B
1-Yr TSR: -31.5%
Board Rating: C-

  • On June 11, 2025, Helios Technologies, Inc. appointed Ian Walsh to its Board of Directors, effective June 5, 2025.
  • Abnormally High 8-K Filings
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (85)
  • Negative Say-On-Pay Vote: 63% For
  • Significant Stock Drop(s) in past 2 years
HEPION PHARMACEUTICALS INC

Ticker: HEPA
Mkt Cap: $3.5M
1-Yr TSR: -99.5%
Board Rating: D

  • Dr. Kaouthar Lbiati has been appointed as interim Chief Executive Officer of Hepion Pharmaceuticals, effective June 16, 2025.
  • CEO Tenure Was Under 2 Years: John P Brancaccio
  • CEO Tenure Was Under 2 Years: Kaouthar Lbiati
  • CFO Tenure Was Under 2 Years: John P Brancaccio
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Internal Control Risk
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
HIREQUEST INC

Ticker: HQI
Mkt Cap: $142.1M
1-Yr TSR: -18.6%
Board Rating: A-

  • On June 10, 2025, Richard Hermanns, Chairman and CEO of HireQuest, Inc., was interviewed on a national news channel.
  • CFO Tenure Was Under 2 Years: Steven G Crane
  • Gov Risk: Chairman is not independent
  • High CFO Turnover
  • Internal Control Risk
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
HORIZON TECHNOLOGY FINANCE CORP

Ticker: HRZN
Mkt Cap: $304.3M
1-Yr TSR: -28.9%
Board Rating: C

  • On June 5, 2025, Daniel S. Devorsetz stepped down as Chief Investment Officer and Chief Operating Officer, while Paul G. Seitz was elected as the new Chief Investment Officer.
  • Abnormally High 8-K Filings
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
HOWARD HUGHES HOLDINGS INC

Ticker: HHH
Mkt Cap: $3.6B
1-Yr TSR: 9.8%
Board Rating: C+

  • L. Jay Cross will retire from his position as President and cease to be an executive officer of Howard Hughes Holdings Inc. effective June 30, 2025.
  • 13D filed in the last 6 months
  • Abnormally High 8-K Filings
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Cooperation Agreement
  • Cooperation Agreement in the last 2 years
  • High Activist Vulnerability Risk Score (81)
  • Hot Seat Risk Score – CEO: Elevated (73)
  • Settlement Agreement
HYDROFARM HOLDINGS GROUP INC

Ticker: HYFM
Mkt Cap: $15.9M
1-Yr TSR: -56.1%
Board Rating: D

  • B. John Lindeman was elected to the Board of Hydrofarm Holdings Group, Inc. on June 9, 2025, filling the vacancy left by Richard D. Moss’s resignation.
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (87)
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
INTERFACE INC

Ticker: TILE
Mkt Cap: $1.2B
1-Yr TSR: 41.4%
Board Rating: B

  • Nigel Stansfield will be exiting his role as Chief Innovation & Sustainability Officer at Interface, Inc. on September 1, 2025, as the position is being eliminated.
  • Cyber Incident(s) within the last year
  • Executive Termination(s) within the last year
  • Gov Risk: Average Director tenure over 10 years
  • Workforce Reduction
INTERNATIONAL FLAVORS & FRAGRANCES INC

Ticker: IFF
Mkt Cap: $20.0B
1-Yr TSR: -17.6%
Board Rating: C-

  • Virginia Drosos has been appointed to the board of directors of International Flavors & Fragrances Inc., effective June 16, 2025.
  • Bankruptcy Alert: 2 directors have bankruptcy histories (IFF)
  • High Activist Vulnerability Risk Score (100)
  • High CFO Turnover
  • Negative Say-On-Pay Vote: 84% For
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
INTEST CORP

Ticker: INTT
Mkt Cap: $86.5M
1-Yr TSR: -28.3%
Board Rating: B+

  • Richard Rogoff has been appointed as President of the Environmental Technologies Division at InTest Corporation effective June 12, 2025.
  • Director Elections: < 95% average votes FOR
  • Internal Control Risk
  • Significant Stock Drop(s) in past 2 years
IONIS PHARMACEUTICALS INC

Ticker: IONS
Mkt Cap: $5.7B
1-Yr TSR: -14.2%
Board Rating: C

  • Richard Geary, Ph.D. will retire as executive vice president and chief development officer in January 2026, and Holly Kordasiewicz, Ph.D. will succeed him in the same role starting January 2026.
  • Bankruptcy Alert: 1 director has a bankruptcy history (IONS)
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Workforce Reduction
IOVANCE BIOTHERAPEUTICS INC

Ticker: IOVA
Mkt Cap: $771.4M
1-Yr TSR: -72.9%
Board Rating: D

  • Iain Dukes, Athena Countouriotis, Ryan Maynard, Wayne P. Rothbaum, Frederick G. Vogt, Michael Weiser, and Wendy Yarno were elected to the Board of Directors to serve until the 2026 Annual Meeting of Stockholders.
  • Director Elections: < 95% average votes FOR
  • High Activist Vulnerability Risk Score (100)
  • Overboarding
  • Significant Stock Drop(s) in past 2 years
IPOWER INC

Ticker: IPW
Mkt Cap: $22.2M
1-Yr TSR: -71.9%
Board Rating: C-

  • Yi Yang was appointed as an independent director of iPower Inc. effective June 5, 2025.
  • Hot Seat Risk Score – CEO: Elevated (73)
  • Internal Control Risk
  • Limited external board experience
  • Listing Rule Violation: Minimum Bid
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
JAMF HOLDING CORP

Ticker: JAMF
Mkt Cap: $1.3B
1-Yr TSR: -36.6%
Board Rating: D

  • Charles Guan and Virginia Gambale will exit the Board of Directors, while Vina Leite will transition to fill a vacancy on the Audit Committee.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (88)
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (69)
  • Stock Alert: All-time low at $10.03
  • Workforce Reduction
JOHNSON & JOHNSON

Ticker: JNJ
Mkt Cap: $376.9B
1-Yr TSR: 11.2%
Board Rating: C

  • Daniel Pinto was elected to the Board of Directors of Johnson & Johnson, effective July 1, 2025.
  • Gov Risk: Chairman is not independent
  • SEC No Action letter: Requests
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
  • Settlement Agreement
JOINT CORP

Ticker: JYNT
Mkt Cap: $190.5M
1-Yr TSR: -15.8%
Board Rating: A-

  • Jake Singleton is exiting as Chief Financial Officer effective June 9, 2025, and Scott J. Bowman is entering as Chief Financial Officer effective June 10, 2025.
  • 13D filed in the last 6 months
  • Cooperation Agreement
  • Cooperation Agreement in the last 2 years
  • Director Elections: < 95% average votes FOR
  • Internal Control Risk
  • Limited external board experience
  • Significant Stock Drop(s) in past 2 years
KAISER ALUMINUM CORP

Ticker: KALU
Mkt Cap: $1.3B
1-Yr TSR: -12.2%
Board Rating: C

  • On June 10, 2025, Glenda J. Minor was appointed as a director at Kaiser Aluminum Corporation.
  • Bankruptcy Alert: 1 director has a bankruptcy history (KALU)
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
KINDERCARE LEARNING COMPANIES INC

Ticker: KLC
Mkt Cap: $1.3B
1-Yr TSR: %

  • Preston Grasty resigned from KinderCare Learning Companies, Inc.’s Board of Directors effective immediately on June 5, 2025.
  • Director Elections: < 95% average votes FOR
  • High Activist Vulnerability Risk Score (85)
  • Immediate Resignation
  • Internal Control Risk
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time low at $10.74
KORE GROUP HOLDINGS INC

Ticker: KORE
Mkt Cap: $42.3M
1-Yr TSR: -26.4%
Board Rating: C-

  • At KORE Group Holdings’ 2025 annual meeting, four Class I directors were elected: Timothy M. Donahue, Cheemin Bo-Linn, Andrew Frey, and James Geisler.
  • 13D filed in the last 6 months
  • Amended Filings (10-Q/A) within the last year
  • Bankruptcy Alert: 2 directors have bankruptcy histories (KORE)
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • Hot Seat Risk Score – CEO: High (83)
  • Internal Control Risk
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Non-Reliance / Restatement in last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
KULR TECHNOLOGY GROUP INC

Ticker: KULR
Mkt Cap: $367.1M
1-Yr TSR: 264.2%
Board Rating: C-

  • The Company appointed Shawn Canter and Aron Schwartz as Directors, and Jay K. Yamamoto as General Counsel and Secretary, all effective June 6, 2025.
  • 13D filed in the last 6 months
  • Abnormally High 8-K Filings
  • Bankruptcy Alert: 2 directors have bankruptcy histories (KULR)
  • Going Concern Risk Filings in the last year
  • Gov Risk: Chairman is not independent
  • Ind. Accountant Resigned
  • Limited external board experience
  • SEC Correspondence in the last year
  • Short Report: Grizzly Research
  • Significant Stock Drop(s) in past 2 years
LCI INDUSTRIES

Ticker: LCII
Mkt Cap: $2.3B
1-Yr TSR: -10.8%
Board Rating: C+

  • Andrew J. Namenye, Executive Vice President, Chief Legal and HR Officer, and Corporate Secretary of LCI Industries, is voluntarily resigning from the company effective July 31, 2025.
  • Abnormally High 8-K Filings
  • Bankruptcy Alert: Current CFO has bankruptcy history (LCII)
  • Gov Risk: Average Director tenure over 10 years
  • Negative Say-On-Pay Vote: 51% For
  • Short Report: Hunterbrook Media
LYELL IMMUNOPHARMA INC

Ticker: LYEL
Mkt Cap: $143.8M
1-Yr TSR: -81.0%
Board Rating: D

  • On June 9, 2025, Mark Bachleda was appointed to the Board of Directors of Lyell Immunopharma, Inc. as a Class I director.
  • Gov Risk: Classified Board / Staggered Director Elections
  • Listing Rule Violation: Minimum Bid
  • Merger Agreement
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
MARCUS & MILLICHAP INC

Ticker: MMI
Mkt Cap: $1.2B
1-Yr TSR: .8%
Board Rating: B-

  • Richard Matricaria transitioned from Chief Operating Officer to Senior Vice President and Chief Growth Officer.
  • Cyber Incident(s) within the last year
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
MASIMO CORP

Ticker: MASI
Mkt Cap: $9.0B
1-Yr TSR: 24.7%
Board Rating: B+

  • Bilal Muhsin is resigning from his role as Chief Operating Officer, effective July 1, 2025.
  • Abnormally High 8-K Filings
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
  • Negative Say-On-Pay Vote: 88% For
  • Proxy Fight in the last 2 years
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
MATADOR RESOURCES CO

Ticker: MTDR
Mkt Cap: $6.2B
1-Yr TSR: -14.6%
Board Rating: B-

  • Matador Resources Company announced several leadership promotions effective June 12, 2025, including Bryan A. Erman as Co-President and Chief Legal Officer, William D. Lambert as CFO, Brian J. Willey as Executive Vice President – Midstream, Robert T. Macalik as Executive Vice President – Administration and Finance, and Benjamin T. Colodney as Vice President and Chief Accounting Officer.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • High CFO Turnover
  • Limited external board experience
MIDCAP FINANCIAL INVESTMENT CORP

Ticker: MFIC
Mkt Cap: $1.2B
1-Yr TSR: -7.8%
Board Rating: B

  • Howard Widra is retiring from his role as Executive Chairman and Director at Apollo Global Management, effective December 31, 2026, while Gregory Hunt is stepping down as CFO and Treasurer of MidCap Financial Investment Corporation on June 30, 2025, and Kenneth Seifert is appointed as his successor, effective the same date.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
MOELIS & CO

Ticker: MC
Mkt Cap: $4.6B
1-Yr TSR: 15.7%
Board Rating: B-

  • On June 9, 2025, Moelis & Company announced several leadership changes effective October 1, 2025, including Ken Moelis transitioning to Executive Chairman, Navid Mahmoodzadegan entering as CEO, and Jeff Raich entering as Executive Vice Chairman.
  • Bankruptcy Alert: 1 director has a bankruptcy history (MC)
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Multi-Class Shares
  • Limited external board experience
  • Negative Say-On-Pay Vote: 76% For
MOTORCAR PARTS OF AMERICA INC

Ticker: MPAA
Mkt Cap: $210.9M
1-Yr TSR: 116.1%
Board Rating: C+

  • On June 10, 2025, Juliet Stone was appointed as Senior Vice President, Government Affairs and Special Projects, and Glenn Burlingame was appointed as Vice President, General Counsel and Secretary of the Company.
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Negative Say-On-Pay Vote: 89% For
  • Significant Stock Drop(s) in past 2 years
MUELLER INDUSTRIES INC

Ticker: MLI
Mkt Cap: $8.5B
1-Yr TSR: 38.2%
Board Rating: A

  • Steffen Sigloch will transition from Chief Manufacturing Officer to Strategic Advisor for Industry Relations effective August 1, 2025.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Limited external board experience
  • Negative Say-On-Pay Vote: 85% For
  • Settlement Agreement
NANO NUCLEAR ENERGY INC

Ticker: NNE
Mkt Cap: $1.2B
1-Yr TSR: 354.9%
Board Rating: B-

  • Rick Perry has been appointed as Chairman of the Executive Advisory Board of Nano Nuclear Energy Inc. effective June 10, 2025.
  • Class Action
  • Immediate Resignation
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
NEONC TECHNOLOGIES HOLDINGS INC

Ticker: NTHI
Mkt Cap: $121.8M
1-Yr TSR: %

  • Dr. Neman has been appointed as Chief Clinical Officer effective June 6, 2025.
  • 13D filed in the last 6 months
  • Going Concern Risk Filings in the last year
  • Gov Risk: More than one Director over 75
  • Ind. Accountant Resigned
  • Internal Control Risk
  • Limited external board experience
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
NETCAPITAL INC

Ticker: NCPL
Mkt Cap: $5.4M
1-Yr TSR: -69.2%
Board Rating: D

  • The Company formed two advisory boards, appointing multiple members to each, including Matt Morgan, Noah Holmes, Eric Galen, Josh Meier, Kyle Klemmer, Armando Soto for the Crypto Advisory Board and Greg Engelsbe, Trey Smith, Jared Peterson, Peter Voogd, Nik Rudenko, Nadeem Dossa for the Game Advisory Board.
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (92)
  • Hot Seat Risk Score – CEO: High (84)
  • Limited external board experience
  • Negative Say-On-Pay Vote: 55% For
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
NEWSMAX INC

Ticker: NMAX
Mkt Cap: $1.6B
1-Yr TSR: %

  • On June 11, 2025, Paula J. Dobriansky was appointed as a member of the Board of Directors of Newsmax Inc., effective immediately.
  • 13D filed in the last 6 months
  • Amended Filing (10-K/A)
  • Amended Filings (10-K/A) within the last year
  • Internal Control Risk
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time low at $12.67
NEW YORK MORTGAGE TRUST INC

Ticker: NYMT
Mkt Cap: $628.5M
1-Yr TSR: 32.7%
Board Rating: C

  • On June 12, 2025, the Board of Directors reappointed Steven G. Norcutt as Lead Independent Director and Steven R. Mumma as Chairman of the Board.
  • 13D filed in the last 6 months
  • Gov Risk: Chairman is not independent
  • Limited external board experience
  • SEC Correspondence in the last year
NORDSON CORP

Ticker: NDSN
Mkt Cap: $12.3B
1-Yr TSR: -5.3%
Board Rating: C-

  • Stephen Lovass is exiting his role as segment leader for the Medical and Fluid Solutions Segment of Nordson Corporation, effective June 1, 2025.
  • Bankruptcy Alert: 2 directors have bankruptcy histories (NDSN)
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (90)
  • High CFO Turnover
NORFOLK SOUTHERN CORP

Ticker: NSC
Mkt Cap: $56.7B
1-Yr TSR: 14.7%
Board Rating: C

  • Richard H. Anderson has been elected as Chair of the Board, succeeding Claude Mongeau who resigned from the Board.
  • Cooperation Agreement
  • Cooperation Agreement in the last 2 years
  • High Activist Vulnerability Risk Score (83)
  • Immediate Resignation
  • Proxy Fight in the last 2 years
  • Workforce Reduction
NUVALENT INC

Ticker: NUVL
Mkt Cap: $5.6B
1-Yr TSR: -2.6%
Board Rating: B

  • Emily Conley is resigning from the Board of Directors of Nuvalent, Inc. effective June 9, 2025, coinciding with the annual meeting of stockholders.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • Overboarding
  • Workforce Reduction
NXP SEMICONDUCTORS NV

Ticker: NXPI
Mkt Cap: $54.9B
1-Yr TSR: -21.8%
Board Rating: B-

  • NXP Semiconductors N.V. announced the re-appointment of several directors effective June 11, 2025.
  • Bankruptcy Alert: 1 director has a bankruptcy history (NXPI)
  • High Activist Vulnerability Risk Score (77)
  • Settlement Agreement
OLAPLEX HOLDINGS INC

Ticker: OLPX
Mkt Cap: $892.3M
1-Yr TSR: -26.8%
Board Rating: D

  • Paula Zusi resigned from the Board of Directors of Olaplex Holdings, Inc., effective June 10, 2025, after not being nominated for re-election.
  • CFO Tenure Was Under 2 Years: Paul Kosturos
  • Class Action
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • Hot Seat Risk Score – CEO: High (83)
  • Significant Stock Drop(s) in past 2 years
ONE GAS INC

Ticker: OGS
Mkt Cap: $4.4B
1-Yr TSR: 25.0%
Board Rating: B+

  • Robert S. McAnnally and Christopher Sighinolfi are participating in the American Gas Association and Jefferies Europe Mini-Forum, with no changes in their roles.
  • Abnormally High 8-K Filings
  • Bankruptcy Alert: 1 director has a bankruptcy history (OGS)
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Settlement Agreement
ONE LIBERTY PROPERTIES INC

Ticker: OLP
Mkt Cap: $547.6M
1-Yr TSR: 14.7%
Board Rating: B

  • Matthew J. Gould, J. Robert Lovejoy, and Karen A. Till were elected as directors for a term expiring at the 2028 annual meeting of stockholders.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
ONTO INNOVATION INC

Ticker: ONTO
Mkt Cap: $4.9B
1-Yr TSR: -55.5%
Board Rating: C+

  • On June 12, 2025, Mark Slicer mutually terminated his employment as CFO of Onto Innovation, effective immediately.
  • Executive Termination(s) within the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
ORION GROUP HOLDINGS INC

Ticker: ORN
Mkt Cap: $338.6M
1-Yr TSR: -18.1%
Board Rating: B+

  • Scott Thanisch is exiting as CFO of Orion Group Holdings, effective June 23, 2025, while Alison Vasquez is entering as the new CFO on the same date.
  • Bankruptcy Alert: 1 director has a bankruptcy history (ORN)
  • Going Concern Risk Filings in the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • Significant Stock Drop(s) in past 2 years
OUTFRONT MEDIA INC

Ticker: OUT
Mkt Cap: $2.7B
1-Yr TSR: 16.0%
Board Rating: C+

  • Mark Carleton was elected to the Board of Directors of OUTFRONT Media Inc., effective June 11, 2025.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • Significant Stock Drop(s) in past 2 years
PALVELLA THERAPEUTICS INC

Ticker: PVLA
Mkt Cap: $292.1M
1-Yr TSR: 155.1%
Board Rating: A

  • Elaine J. Heron, Ph.D. and Tadd S. Wessel were elected as Class II directors to the Board of Directors of Palvella Therapeutics, Inc.
  • 13D filed in the last 6 months
  • Bankruptcy Alert: 1 director has a bankruptcy history (PVLA)
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
  • Limited external board experience
  • Merger Agreement
  • Overboarding
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
PARAMOUNT GLOBAL

Ticker: PARA
Mkt Cap: $8.0B
1-Yr TSR: 9.4%
Board Rating: C-

  • Naveen Chopra is resigning as CFO, and Andrew C. Warren will transition to Interim CFO.
  • 13D filed in the last 6 months
  • Amended Filings (10-K/A) within the last year
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Gov Risk: Multi-Class Shares
  • Gov Risk: No lead independent director
  • Gov Risk: No new Directors in last 5 years
  • High Activist Vulnerability Risk Score (96)
  • SEC Correspondence in the last year
  • SEC No Action letter(s) in the last 2 years
PAYONEER GLOBAL INC

Ticker: PAYO
Mkt Cap: $2.5B
1-Yr TSR: 21.1%
Board Rating: B

  • Barak Eilam was appointed to the Audit Committee of the Board, and Rich Williams was appointed as Chair of the Board, both effective June 10, 2025.
  • Gov Risk: Classified Board / Staggered Director Elections
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
PERMA-PIPE INTERNATIONAL HOLDINGS INC

Ticker: PPIH
Mkt Cap: $116.3M
1-Yr TSR: 59.2%
Board Rating: B+

  • David Mansfield is exiting as CEO effective June 7, 2025, and Saleh Sagr is entering as President and CEO effective June 12, 2025.
  • Amended Filing (10-Q/A)
  • Amended Filings (10-Q/A) within the last year
  • Director Elections: < 95% average votes FOR
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Non-Reliance / Restatement Filed
  • Non-Reliance / Restatement in last year
PERPETUA RESOURCES CORP

Ticker: PPTA
Mkt Cap: $938.6M
1-Yr TSR: 93.8%
Board Rating: B+

  • Marcelo Kim and Andrew Cole are nominees to the Board by Paulson, with Marcelo Kim serving as Chairman since March 2020.
  • Going Concern Risk Filings in the last year
  • Internal Control Risk
  • Limited external board experience
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
PHIO PHARMACEUTICALS CORP

Ticker: PHIO
Mkt Cap: $11.9M
1-Yr TSR: -61.8%
Board Rating: C-

  • Lisa Carson is entering as the principal financial officer and principal accounting officer, while Robert Infarinato is transitioning to VP, Strategic Development, both effective June 6, 2025.
  • CFO Tenure Was Under 2 Years: Robert J Bitterman
  • CFO Tenure Was Under 2 Years: Robert M. Infarinato
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Gov Risk: Entrenched Board
  • High Activist Vulnerability Risk Score (78)
  • High CFO Turnover
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
PORTLAND GENERAL ELECTRIC CO

Ticker: POR
Mkt Cap: $4.5B
1-Yr TSR: 1.0%
Board Rating: C+

  • On June 11, 2025, Renée James was elected as a director of Portland General Electric Company and appointed to two committees.
  • Deceased Person Disclosure
  • High Activist Vulnerability Risk Score (100)
  • SEC Correspondence in the last year
  • Settlement Agreement
PROCTER & GAMBLE CO

Ticker: PG
Mkt Cap: $382.6B
1-Yr TSR: 1.2%
Board Rating: B

  • On June 9, 2025, Craig Arnold was appointed as a Director of The Procter & Gamble Company.
  • Gov Risk: Chairman is not independent
  • Overboarding
  • SEC No Action letter: Responses
  • SEC No Action letter(s) in the last 2 years
  • Workforce Reduction
PROFESSIONAL DIVERSITY NETWORK INC

Ticker: IPDN
Mkt Cap: $3.3M
1-Yr TSR: -70.0%
Board Rating: D

  • Megan Bozzuto resigned as interim CFO on June 6, 2025, and Lisa Fan was appointed as the new interim CFO on June 12, 2025.
  • 13D filed in the last 6 months
  • Abnormally High 8-K Filings
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (82)
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (66)
  • Immediate Resignation
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
PROS HOLDINGS INC

Ticker: PRO
Mkt Cap: $866.1M
1-Yr TSR: -35.2%
Board Rating: C-

  • Todd McNabb will cease serving as Chief Revenue Officer effective July 1, 2025, and will remain with the company until July 19, 2025.
  • Bankruptcy Alert: 2 directors have bankruptcy histories (PRO)
  • Executive Termination(s) within the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (77)
  • Workforce Reduction
RELAY THERAPEUTICS INC

Ticker: RLAY
Mkt Cap: $591.5M
1-Yr TSR: -56.0%
Board Rating: D

  • Jami Ruben resigned as a Class III Director and Claire Mazumdar, Ph. D., MBA was appointed as a Class III Director, effective June 9, 2025.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (97)
  • Negative Say-On-Pay Vote: 56% For
  • Overboarding
ROBLOX CORP

Ticker: RBLX
Mkt Cap: $64.5B
1-Yr TSR: 164.2%
Board Rating: C+

  • Naveen Chopra has been appointed as Chief Financial Officer, effective June 30, 2025, succeeding Michael Guthrie who will exit the role.
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: Entrenched Board
  • Gov Risk: Multi-Class Shares
  • Limited external board experience
  • Section 220 Disclosure
  • Short Report: Hindenburg Research
  • Short Report: Hunterbrook Media
  • Significant Stock Drop(s) in past 2 years
SAFEHOLD INC

Ticker: SAFE
Mkt Cap: $1.1B
1-Yr TSR: -14.0%
Board Rating: D

  • On June 4, 2025, Safehold Inc. appointed Christopher Uhlick as Chief Accounting Officer effective July 7, 2025, succeeding Brett Asnas, who remains as CFO.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • High Activist Vulnerability Risk Score (76)
  • Immediate Resignation
  • Negative Say-On-Pay Vote: 85% For
SAGIMET BIOSCIENCES INC

Ticker: SGMT
Mkt Cap: $277.2M
1-Yr TSR: 61.6%
Board Rating: C

  • Elizabeth Grammer and Beth Seidenberg, M.D. were elected as Class II directors at the Annual Meeting of Stockholders.
  • Bankruptcy Alert: 1 director has a bankruptcy history (SGMT)
  • Cooperation Agreement
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • High CFO Turnover
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
SCANTECH AI SYSTEMS INC

Ticker: STAI
Mkt Cap: $18.9M
1-Yr TSR: -93.1%
Board Rating: UN

  • On June 9, 2025, Bradley Buswell was appointed as Chairman of the Board, and Karl Brenza resigned from the same position and as a member of the Board of Directors.
  • 13D filed in the last 6 months
  • Bankruptcy Alert: 1 director has a bankruptcy history (STAI)
  • Failed to File Annual/Quarterly Report
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Merger Agreement
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time low at $0.71
SEAPORT ENTERTAINMENT GROUP INC

Ticker: SEG
Mkt Cap: $255.4M
1-Yr TSR: %

  • Five individuals were elected to the board of directors of Seaport Entertainment Group Inc. during the 2025 annual meeting of stockholders.
  • High Activist Vulnerability Risk Score (88)
  • SEC Correspondence in the last year
SMITH DOUGLAS HOMES CORP

Ticker: SDHC
Mkt Cap: $999.2M
1-Yr TSR: -26.3%
Board Rating: C-

  • Eight individuals were elected as directors to serve until the Company’s 2026 Annual Meeting of Stockholders.
  • Bankruptcy Alert: 1 director has a bankruptcy history (SDHC)
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Internal Control Risk
  • Limited external board experience
SOW GOOD INC

Ticker: SOWG
Mkt Cap: $8.8M
1-Yr TSR: -96.7%
Board Rating: D

  • On June 5, 2025, Sow Good Inc. appointed Donna Guy as Chief Financial Officer, while Claudia Goldfarb and Ira Goldfarb received revisions to their annual compensation.
  • CFO Tenure Was Under 2 Years: Brendon J Fischer
  • CFO Tenure Was Under 2 Years: Claudia Goldfarb
  • Going Concern Risk Filings in the last year
  • High CFO Turnover
  • Internal Control Risk
  • Limited external board experience
  • Listing Rule Violation: Minimum Bid
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
STAR HOLDINGS

Ticker: STHO
Mkt Cap: $101.8M
1-Yr TSR: -41.0%
Board Rating: C-

  • On June 10, 2025, Safehold Inc. appointed Christopher Uhlick as Chief Accounting Officer effective July 7, 2025, succeeding Brett Asnas, who remains as CFO.
  • Bankruptcy Alert: 1 director has a bankruptcy history (STHO)
  • Director Elections: < 95% average votes FOR
  • High Activist Vulnerability Risk Score (80)
STEPAN CO

Ticker: SCL
Mkt Cap: $1.3B
1-Yr TSR: -33.6%
Board Rating: C-

  • On June 9, 2025, Corning Painter was appointed as a Director of Stepan Company, effective immediately.
  • Cyber Incident(s) within the last year
  • Executive Termination(s) within the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: Classified Board / Staggered Director Elections
  • High Activist Vulnerability Risk Score (88)
  • Workforce Reduction
STERLING INFRASTRUCTURE INC

Ticker: STRL
Mkt Cap: $6.2B
1-Yr TSR: 71.4%
Board Rating: A

  • Nicholas Grindstaff has been appointed as CFO of Sterling Infrastructure, Inc., effective July 10, 2025, succeeding Ronald A. Ballschmiede, who will continue as Executive Vice President until his retirement.
  • Bankruptcy Alert: Current CFO has bankruptcy history (STRL)
  • CFO Tenure Was Under 2 Years: Ronald A Ballschmiede
  • CFO Tenure Was Under 2 Years: Sharon Villaverde
  • Gov Risk: No lead independent director
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time high at $205.99
STIFEL FINANCIAL CORP

Ticker: SF
Mkt Cap: $10.0B
1-Yr TSR: 22.2%
Board Rating: B

  • Victor Nesi is retiring as Co-President and Institutional Group Head and will become a Director of Stifel Financial Corp. effective July 1, 2025.
  • Bankruptcy Alert: 1 director has a bankruptcy history (SF)
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • SEC Investigation Related
SYNAPTOGENIX INC

Ticker: SNPX
Mkt Cap: $6.8M
1-Yr TSR: 10.7%
Board Rating: C-

  • Joshua Silverman was appointed as Executive Chairman, Dr. Daniel L. Alkon resigned as Chief Science Officer to become a consultant, and Dr. Alan J. Tuchman resigned as CEO to become Chief Medical Officer.
  • Director Elections: < 95% average votes FOR
  • Gov Risk: No new Directors in last 5 years
  • Ind. Accountant Resigned
  • Internal Control Risk
  • Overboarding
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
TEXAS ROADHOUSE INC

Ticker: TXRH
Mkt Cap: $12.4B
1-Yr TSR: 10.3%
Board Rating: A-

  • Keith Humpich has been appointed as the interim Chief Financial Officer of the Company effective June 9, 2025.
  • CFO Tenure Was Under 2 Years: David Christopher Monroe
THARIMMUNE INC

Ticker: THAR
Mkt Cap: $3.6M
1-Yr TSR: -55.4%
Board Rating: D

  • Vincent LoPriore was appointed as Executive Chairman of the Board, Randy Milby resigned as CEO and Director, and Sireesh Appajosyula was appointed as CEO, all effective June 11, 2025.
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (89)
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
TIDEWATER INC

Ticker: TDW
Mkt Cap: $2.4B
1-Yr TSR: -54.4%
Board Rating: B+

  • David Darling, Executive Vice President & Chief Operating Officer, will cease serving in his role effective June 30, 2025, as part of a long-term succession plan.
  • 13D filed in the last 6 months
  • Bankruptcy Alert: 2 directors have bankruptcy histories (TDW)
  • Bankruptcy Alert: Current CEO has bankruptcy history (TDW)
  • Cyber Incident(s) within the last year
TONIX PHARMACEUTICALS HOLDING CORP

Ticker: TNXP
Mkt Cap: $253.0M
1-Yr TSR: -68.9%
Board Rating: D

  • James Hunter has been appointed as a member of the Board of Directors of Tonix Pharmaceuticals Holding Corp, effective June 12, 2025.
  • Abnormally High 8-K Filings
  • Director Elections: < 95% average votes FOR
  • Going Concern Risk Filings in the last year
  • Gov Risk: Chairman is not independent
  • Gov Risk: More than one Director over 75
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (77)
  • Hot Seat Risk Score – CEO: Elevated (71)
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
TRIMAS CORP

Ticker: TRS
Mkt Cap: $1.1B
1-Yr TSR: 5.6%
Board Rating: C

  • Mr. Thomas Snyder has been appointed as President and CEO of TriMas Corporation, effective June 23, 2025, succeeding Mr. Thomas Amato, who will transition to a Special Advisor role.
  • 13D filed in the last 6 months
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
TUHURA BIOSCIENCES INC

Ticker: HURA
Mkt Cap: $114.4M
1-Yr TSR: -61.9%
Board Rating: C-

  • Dr. James Bianco remains the CEO, Dan Dearborn continues as CFO, and Dennis Yamashita is noted as a former Chief Scientific Officer, while Robert Hoffman is a former President and CEO.
  • Abnormally High 8-K Filings
  • CFO Tenure Was Under 2 Years: Robert Hoffman
  • Deceased Person Disclosure
  • Going Concern Risk Filings in the last year
  • High Activist Vulnerability Risk Score (78)
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Merger Agreement
  • SEC Correspondence in the last year
  • Settlement Agreement
  • Significant Stock Drop(s) in past 2 years
UDEMY INC

Ticker: UDMY
Mkt Cap: $1.1B
1-Yr TSR: -19.2%
Board Rating: C-

  • Eren Bali transitioned to Head of Innovation, and Ozzie Goldschmied was appointed as Chief Technology Officer, both effective June 11, 2025.
  • Gov Risk: Classified Board / Staggered Director Elections
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
ULTA BEAUTY INC

Ticker: ULTA
Mkt Cap: $20.8B
1-Yr TSR: 18.5%
Board Rating: B-

  • At the 2025 annual meeting, stockholders elected nine individuals as directors to hold office until the 2026 annual meeting.
  • Gov Risk: Classified Board / Staggered Director Elections
  • Gov Risk: No lead independent director
  • Significant Stock Drop(s) in past 2 years
USIO INC

Ticker: USIO
Mkt Cap: $36.5M
1-Yr TSR: -16.0%
Board Rating: C

  • Elizabeth Michelle Miller was elected as a Class II director.
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Limited external board experience
VERA BRADLEY INC

Ticker: VRA
Mkt Cap: $52.2M
1-Yr TSR: -70.9%
Board Rating: C-

  • The Company’s shareholders elected seven individuals to serve as Directors of the Company’s Board of Directors for a one-year term.
  • Multiple personnel changes were announced, including transitions in the CEO and CFO roles, as well as an interim executive appointment.
  • 13D filed in the last 6 months
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: No lead independent director
  • High Activist Vulnerability Risk Score (78)
  • High CFO Turnover
  • Negative Say-On-Pay Vote: 74% For
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
VERISIGN INC

Ticker: VRSN
Mkt Cap: $26.5B
1-Yr TSR: 56.9%
Board Rating: B-

  • Thomas F. Frist, III resigned from the Board of Directors of VeriSign, Inc. on June 10, 2025.
  • Bankruptcy Alert: 1 director has a bankruptcy history (VRSN)
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Limited external board experience
  • SEC No Action letter(s) in the last 2 years
VIEWBIX INC

Ticker: VBIX
Mkt Cap: $34.5M
1-Yr TSR: %

  • On June 9, 2025, Mr. Yoram Baumann resigned as Chairman of the Board of Viewbix Inc., and Mr. Eliyahu Yoresh was appointed as the non-executive chairman of the board.
  • Going Concern Risk Filings in the last year
  • Immediate Resignation
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Limited external board experience
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Stock Alert: All-time high at $7.13
  • Stock Alert: All-time low at $5.21
  • Workforce Reduction
VISTEON CORP

Ticker: VC
Mkt Cap: $2.5B
1-Yr TSR: -13.8%
Board Rating: B-

  • Francis M. Scricco has been re-appointed as the non-executive Chairman of the Board of the Company effective June 5, 2025.
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Entrenched Board
  • Gov Risk: No lead independent director
  • Negative Say-On-Pay Vote: 89% For
  • Pledging
  • SEC Correspondence in the last year
  • Settlement Agreement
VIVANI MEDICAL INC

Ticker: VANI
Mkt Cap: $70.5M
1-Yr TSR: -27.0%
Board Rating: C-

  • Brigid Makes is exiting as CFO, while Anthony Baldor is entering as CFO effective June 15, 2025.
  • Gov Risk: Entrenched Board
  • High CFO Turnover
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
WORLD KINECT CORP

Ticker: WKC
Mkt Cap: $1.6B
1-Yr TSR: 10.7%
Board Rating: C+

  • Ira M. Birns was appointed as President and Chief Financial Officer, and John P. Rau was appointed as Chief Operating Officer.
  • Bankruptcy Alert: 1 director has a bankruptcy history (WKC)
  • Cyber Incident(s) within the last year
  • Director Elections: < 95% average votes FOR
  • Executive Termination(s) within the last year
  • Gov Risk: Average Director tenure over 10 years
  • Gov Risk: Chairman is not independent
  • Gov Risk: Entrenched Board
  • Gov Risk: More than one Director over 75
  • Gov Risk: No lead independent director
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
XILIO THERAPEUTICS INC

Ticker: XLO
Mkt Cap: $35.4M
1-Yr TSR: -35.5%
Board Rating: C-

  • Effective June 10, 2025, Akintunde Bello, Ph.D., was elected as a Class II director of Xilio Therapeutics, Inc., and appointed to the Nominating and Corporate Governance Committee of the Board.
  • Going Concern Risk Filings in the last year
  • Gov Risk: Classified Board / Staggered Director Elections
  • High CFO Turnover
  • Hot Seat Risk Score – CEO: Elevated (67)
  • Listing Rule Violation: Minimum Bid
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
  • Workforce Reduction
YOSHIHARU GLOBAL CO

Ticker: YOSH
Mkt Cap: $24.4M
1-Yr TSR: 252.2%
Board Rating: C-

  • On June 10, 2025, Ji-Won Kim was appointed as CEO, James Chae was removed as Co-CEO, John Oh was appointed as CFO, Ryan Cho was removed as CFO, and Young-Soo Choi was appointed as an independent director.
  • Abnormally High 8-K Filings
  • Immediate Resignation
  • Internal Control Risk
  • Late Filings (NT 10-K / NT 10-Q) within the last year
  • Limited external board experience
  • Listing Rule Violation: Minimum Stockholder Equity
  • Multiple Dismissed Ind. Accountants within the last 3 years
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
ZENAS BIOPHARMA INC

Ticker: ZBIO
Mkt Cap: $473.6M
1-Yr TSR: %

  • Ting (Tim) Xiao resigned from the Board of Directors of Zenas BioPharma, Inc. effective June 10, 2025, following the Annual Meeting.
  • 13D filed in the last 6 months
  • Bankruptcy Alert: 1 director has a bankruptcy history (ZBIO)
  • Cooperation Agreement
  • High Activist Vulnerability Risk Score (95)
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years
ZETA GLOBAL HOLDINGS CORP

Ticker: ZETA
Mkt Cap: $3.0B
1-Yr TSR: -26.8%
Board Rating: B

  • John Sculley retired from the Board of Directors of Zeta Global Holdings Corp. effective immediately on June 9, 2025.
  • Abnormally High 8-K Filings
  • Class Action
  • Director Elections: < 95% average votes FOR
  • Gov Risk: Chairman is not independent
  • Gov Risk: Multi-Class Shares
  • Gov Risk: No lead independent director
  • Negative Say-On-Pay Vote: 84% For
  • SEC Correspondence in the last year
  • Significant Stock Drop(s) in past 2 years

Recent Analysis

Daily SPAC Update – June 13, 2025

Two New SPAC IPOs: BEST SPAC I and Blue Acquisition. Aetherium Acquisition Vote Postponed. New Providence III and Inflection Point III Separate Trading. 

Daily SPAC Update – June 10, 2025

First SPAC IPO of June: Blue Water III Prices Upsized $220M. Iron Horse Deal Vote. Cantor Equity Updates on Bitcoin PIPE Wallet. SLAM Corrects Trust Numbers.

Daily SPAC Update – June 9, 2025

Quartzsea + Gaorkai Materials Deal. Northview + PROFUSA Deal Vote. Target Global Extension Vote. SLAM and WTMA Set Extension Votes. 

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