Weekly Activism & Executive Moves Review (May 3)

by | May 6, 2024

Activism Snapshot

After a little period of quiet, Starboard has entered into a cooperation agreement with deSPAC Alight (ALIT). Starboard owns about 8% of ALIT and had planned to nominate Keith D. Dorsey, Matthew C. Levin and Coretha Rushing against the three ALIT class 3 directors that will be standing for election. However, the agreement has just two directors joining: Dave Guilmette and Coretha Rushing. The week also saw four additional new cooperation agreements involving Applied Digital (APLD), Triumph Group (TGI), Zuora (ZUO), and LL Flooring Holdings (LL).

Catch up on the latest Activism and Governance research from Boardroom Alpha:

CEO / CFO Moves Snapshot

The biggest news may be Bob Bakish being removed at Paramount Global (PARA) amid the will they sell / won’t they sell drama that has now engulfed the company and Shari Redstone. A trio of Paramount Global executives will take over as an “Office of the CEO”:

  1. George Cheeks, President and CEO of CBS
  2. Chris McCarthy, President and CEO, Showtime/MTV Entertainment Studios and Paramount Media Networks
  3. Brian Robbins, President and CEO of Paramount Pictures and Nickelodeon.

Also capturing headlines was Peloton (PTON) CEO Barry McCarthy stepping down after 2 years. Peloton hasn’t name a successor yet and during the interim, Karen Boon (PTON Chair) and Chris Bruzzo (PTON Director) will serve as interim co-CEOs. Peloton was a darling investment during COVID, but has come crashing down since. Whomever takes over will have a massive mountain to climb and, if some are right, will be looking for an exit that makes PTON a component of a broader organization.

In less dramatic news, it’s yet another week where we see Co-CEOs consolidate to a single CEO. This week it is deSPAC Altus Power (AMP) with Lars Norell stepping down and leaving Gregg J Felton as sole CEO. Altus Power is holding up better than many deSPACs — currently trading around $4 depending on the day — but Felton and the board have a lot of work to do.

Check below for all the week’s other notable CEO and CFO changes.

ACTIVISM UPDATE

LATEST COOPERATION AGREEMENTS

TARGET 1-Year TSR ACTIVIST SUMMARY FILING DATE STOCK CHANGE DAYS SINCE
ALIGHT INC (ALIT) 3.1% Starboard
  • Increased board from 9 to 11
  • Appointed Dave Guilmette and Coretha Rushing
  • Annual meeting to be held no later than July 26, 2024
View Filing 2024-05-06 0
APPLIED DIGITAL CORP (APLD) -4.4% Oasis Management
  • Appointed Ella Benson, an employee of Oasis, to the Company’s Board of Directors
View Filing 2024-05-01 12.0% 5
TRIUMPH GROUP INC (TGI) 28.2% Vision One Management Partners
  • Including Courtney R. Mather for election as a director at the 2024 shareholder meeting
  • Appointed Julio C. Acero, an Investment Analyst of Vision One, as a board advisor
View Filing 2024-05-01 3.4% 5
ZUORA INC (ZUO) 35.1% Scalar Gauge Fund
  • Appointed John D. Harkey, Jr. to the board
View Filing 2024-05-01 2.2% 5
LL FLOORING HOLDINGS INC (LL) -51.2% Live Ventures Incorporated & Isaac Capital Group
  • Activist withdrew nomination of 3 individuals to the board
  • Agreed to add 1 new independent director that is agreeable to both parties and not associated to activist.
View Filing 2024-04-29 7.1% 7

 

2024 PROXY CONTEST RESULTS

TICKER COMPANY ACTIVIST MEETING DATE SUMMARY
SCOR COMSCORE INC 180 Degree Capital N/A RESULT SUMMARY

  • Comscore agreed to place Matthew F. McLaughlin in their proxy thereby negating a need for 180 Degree Capital to run a proxy fight
  • 180 Degree Capital also agreed not to propose a declassification of the Comscore board.

FIGHT SUMMARY

  • Arkhouse had partnered with Brigade Capital to make a $5.8 billion takeover offer for Macy’s, which was subsequently rejected by the retailer. Arkhouse and Brigade subsuquently increased the bid from $21 per share to $24 per share.
  • Given Macy’s (M) resistance, the investors have launched a proxy contest and nominated nine director candidates
  • Macy’s new CEO, Tony Spring, started on February 4th, 2024 after heading Bloomingdale’s and Bluemercury
M MACY’S INC Arkhouse Management May 17, 2024 RESULT SUMMARY

  • Macy’s and Arkhouse entered a cooperation agreement before the shareholder meeting resulting in (a) Arkhouse selected directors joining the board and an uncontested proxy (see the Macy’s proxy statement)
  • Richard Clark and Richard L. Markee were appointed to the board according to an April 10, 2024 cooperation agreement
  • Clark and Markee also join the finance committee of the board
  • The Board has delegated to the Finance Committee oversight of the evaluation, review and consideration of Arkhouse and Brigade Capital Management, LP’s non-binding proposal to acquire the Company

FIGHT SUMMARY

  • Arkhouse had partnered with Brigade Capital to make a $5.8 billion takeover offer for Macy’s, which was subsequently rejected by the retailer. Arkhouse and Brigade subsuquently increased the bid from $21 per share to $24 per share.
  • Given Macy’s (M) resistance, the investors have launched a proxy contest and nominated nine director candidates
  • Macy’s new CEO, Tony Spring, started on February 4th, 2024 after heading Bloomingdale’s and Bluemercury
DIS WALT DISNEY CO Trian / Nelson Peltz
Blackwell’s
April 3, 2024 RESULT SUMMARY: DISNEY / IGER PREVAIL

  • Walt Disney and Bob Iger prevailed against both Trian / Nelson Peltz and Blackwell’s
  • We’re still waiting on the 8-K 5.07 with full vote tallies, but Disney released a PR stating all twelve of their nominees were re-elected
  • Disney closed down 2.6% for the week after the Wednesday day vote

Proxy Contest Summary Notes

  • Trian owned ~$3 billion in DIS shares.
  • Trian and Nelson Peltz are campaigning for 2 board seats, one for Mr. Peltz and one for former CFO of Disney James A. Rasulo.
  • Trian and Peltz also have the backing of Ike Perlmutter, a former Disney employee that is one of the largest independent shareholders. Perlmutter had previously agitated for Peltz to be given a board seat in 2022.
  • Trian launched an initial proxy battle in 2022 where he advocated for cutting costs, fixing the streaming business, and get executive succession right. He ended that fight early after Disney announced a restructuring that included over $5.5 billions in cuts.
  • Trian has a site dedicated to the campaign called Restore The Magic
  • Blackwell’s also believes that Disney could unlock more value.
  • Blackwell’s is against Trian / Peltz receiving any board membership.
  • Blackwell’s only own’s approximately $15 million of DIS shares.
  • Blackwell’s released a video making their case against Trian here and their own site, The Future of Disney.
  • On February 29th, nine of Walt Disney’s grandchildren — including Abigail Disney and Roy Disney — put their weight behind Bob Iger and the current board. They forcefully rejected the idea that Trian and Nelson Peltz joining the board would be a positive for the company.
ELAN ELANCO ANIMAL HEALTH INC Ancora N/A RESULT

  • Elanco (ELAN) and Ancora entered into a cooperation agreement (see above)

Proxy Fight Summary

  • Ancora has built a $250 million position in Elanco
  • They believe Elanco’s “biggest barriers to success are the Company’s insular Board and unaccountable CEO.”
  • Elanco’s board is staggered (a governance red flag at all times)
  • Ancora argues that over any longer-term horizon, management has delivered negative shareholder return and, only when the market realized Ancora had become material investors and may create change, has the stock price begun to rise.
  • Ancora is pushing for 4 board seats for: Kathy Turner, Craig Wallace, James Chadwick, and Andrew Clarke.
MRC MRC GLOBAL INC ENGINE CAPITAL N/A RESULT

  • MRC (MRC) and Engine Capital entered into a cooperation agreement (see above)

Proxy Fight Summary

  • Nominating two directors to the board: Brad Favreau and Daniel Silvers
  • Engine Capital believes that MRC is significantly underperforming, especially relative to DNOW Inc.
  • Engine Capital believes that MRC’s inability to settle it’s ongoing dispute with Cornell Capital is preventing MRC from optimizing capital structure
  • Engine Capital believes that MRC’s M&A strategy is flawed and that CEO Rob Saltiel does not have a successful track record in acquisitions or integrations
SBUX STARBUCKS CORP Strategic Organizing Center (SOC) March 15, 2024 Vote Results – MARCH 15, 2024

  • All SBUX directors were re-elected
  • The board received an average of 95.7% support
  • Mellody Hobson (90.1% FOR) and Jørgen Vig Knudstorp (90.3% FOR) received the lowest support
  • Ritch Allison (93.3% FOR), Andy Campion (95.7% FOR) and Jørgen Vig Knudstorp (90.3% FOR) were the “opposed” directors
  • So, while the support is definitely lower than typical, it remained relatively high and most shareholders were unswayed by SOC’s push

Proxy Fight Summary

  • The Strategic Organizing Center (SOC), a coalition of unions, believes that Starbucks has implemented a flawed human capital management strategy in response to a prolonged union movement.
  • Union Dispute: Baristas at almost 400 Starbucks-owned cafes have voted for organizing since late 2021, with the first successful unionization taking place in Buffalo. The unionization movement, primarily led by younger workers and intensified under former CEO Howard Schultz’s leadership, saw Schultz return as the union fight escalated before his departure last year, replaced by Laxman Narasimhan.
  • The SOC seeks to replace three current Starbucks board members with its nominees.
  • Starbucks defends its board, highlighting their expertise in driving current operations and future success. The company emphasizes its commitment to employees, citing investments in wage increases, training, and equipment. However, contract negotiations remain unresolved despite Starbucks’ expressed intent to resume talks in January.
  • Institutional Shareholder Services (ISS) has recommended shareholders vote in favor of all Starbucks board nominees
WH WYNDHAM HOTELS & RESORTS INC CHOICE HOTELS INTERNATIONAL INC N/A RESULT

March 11, 2024 — Choice abandons it’s takeover effort and proxy contest

BACKGROUND

 

LATEST PROXY CONTEST FILINGS

TICKER COMPANY LATEST PROXY SUMMARY FILED BY FILINGS
AHT ASHFORD HOSPITALITY TRUST INC 2024-05-02 – DEFC14A
  • Blackwell’s asking shareholders to vote against Monty J. Bennett, Amish Gupta, J. Robison Hays, III, Kamal Jafarnia, David W. Johnson, Frederick J. Kleisner, Sheri L. Pantermuehl, Davinder “Sonny” Sra and Alan L. Tallis
  • Blackwell’s believes that Chair Monty Bennett is “largely responsible for the overall lack of accountability at Ashford Trust given the Company’s persistent underperformance”
  • Blackwell’s is not proposing an alternative slate of directors
  • Because it is “uncontested” by definition, incumbent directors that do not receive the affirmative vote of a majority of shareholders must resign according to AHT policy
ASHFORD HOSPITALITY TRUST INC 2024-05-06 – DFAN14A
Blackwells Capital LLC 2024-05-03 – DFAN14A
2024-05-02 – DFAN14A
2024-05-02 – DEFC14A
BHR BRAEMAR HOTELS & RESORTS INC 2024-04-11 – PREC14A
  • Nominating four directors: Michael Cricenti, Jennifer M. Hill, Betsy L. McCoy and Steven J. Pully
  • Proposal to remove “overreaching” advance notice bylaw provision
  • Proposal to urge the Board to amend the Bylaws to preclude any current or former employee, director, officer, or control person of the Corporation or Ashford (as defined in the Proxy Statement) and Ashford’s affiliates from serving as the Corporation’s chairman of the Board
  • Proposal to require the Board to disclose all extraordinary transaction proposals made by stockholders, affiliates and third parties during the two most recently completed calendar years and the terms of those proposed transactions
  • Proposal to require the Board to disclose all compensation paid by the Corporation to members of the Bennett family, The Dallas Express and employees, directors or agents of The Dallas Express, including Louis Darrouzet
BRAEMAR HOTELS & RESORTS INC 2024-04-23 – DEFA14A
2024-04-11 – DEFA14A
2024-04-11 – DEFA14A
2024-04-11 – PREC14A
2024-04-02 – PREC14A
Blackwells Capital LLC 2024-05-03 – DFAN14A
2024-05-03 – DFAN14A
2024-05-02 – DFAN14A
CCI CROWN CASTLE INC 2024-04-11 – DEFC14A  

  • Crown Castle Inc. is facing a proxy battle initiated by its co-founder, Ted B. Miller, and his investment vehicle.
  • Ted B. Miller criticized the Board’s actions, asserting that they wasted shareholder resources during a period of significant value destruction.
  • Boots Capital called for immediate change, advocating for new independent directors and a fresh start.
  • Miller points to Crown Castle’s board rewriting its cooperation agreement with Elliott Management as an admission that the initial process was tainted.
  • The rewritten agreement still did not require Elliott to maintain an equity position in the company.
  • Miller has filed a lawsuit to invalidate Crown Castle’s cooperation agreement with Elliott.
CROWN CASTLE INC 2024-05-03 – DEFA14A
2024-05-03 – DEFA14A
2024-04-25 – DEFA14A
2024-04-24 – DEFA14A
2024-04-22 – DEFA14A
Boots Parallel 1, LP 2024-05-01 – DFAN14A
2024-04-23 – DFAN14A
2024-04-22 – DFAN14A
2024-04-22 – DFAN14A
2024-04-22 – DFAN14A
EAF GRAFTECH INTERNATIONAL LTD 2024-04-02 – DEFC14A
  • Undavia Group seeking to get Nilesh Undavia elected to the board
  • Undavia Group contends the board / company have made “egregious” mistakes including:
    • Failing to identify and appoint stable executive leadership as the Company has endured three different CEOs since 2019;
    • Failing to create and execute a comprehensive strategy to repair customer relationships damaged by the imposition and enforcement of long-term purchase agreements on the customer base amid the peak pricing environment of 2017-2018;
    • Mismanaging environmental risk along with the associated regulatory compliance and government relations resulting in a temporary suspension of one of the Company’s primary operating facilities in Mexico, which significantly impacted production and sales in 2023;
    • Failing to develop a CEO succession plan, which resulted in the search for a CEO for six months, only to appoint the former CFO as the CEO in March 2024; and
    • Rewarding directors by increasing their pay despite poor financial and share price performance.
GRAFTECH INTERNATIONAL LTD 2024-05-06 – DEFA14A
2024-04-29 – DEFA14A
2024-04-26 – DEFA14A
Undavia Nilesh 2024-05-01 – DFAN14A
2024-04-30 – DFAN14A
2024-04-23 – DFAN14A
2024-04-22 – DFAN14A
GNK GENCO SHIPPING & TRADING LTD 2024-04-17 – DEFC14A
  • GK Investor / George Economou has provided notice that it is nominating 2 directors: Randee Day and Robert M. Pons
  • George Economou: “As a significant Genco shareholder, I strongly believe in the Company’s potential to deliver improved value for shareholders. Both Randee and Robert have highly relevant backgrounds that would, in my view, be additive in the boardroom and would help address Genco’s lagging performance. I believe the entire Board would benefit from their fresh perspectives and collective knowledge of the maritime and technology sectors and experience in finance, corporate strategy and governance.”
GENCO SHIPPING & TRADING LTD 2024-05-03 – DEFA14A
2024-05-02 – DEFA14A
2024-04-30 – DEFA14A
2024-04-29 – DEFA14A
2024-04-24 – DEFA14A
2024-04-22 – DEFA14A
GK Investor LLC 2024-04-18 – DFAN14A
2024-04-17 – DEFC14A
2024-04-15 – PRRN14A
2024-04-08 – PREC14A
HCC WARRIOR MET COAL INC 2024-03-14 – DEFC14A
  • The American Federation of Labor and Congress of Industrial Organizations and United Mine Workers of America are jointly working to run a proxy fight against Warrior Met Coal
  • Proposal 1: Adopt a “poison pill” bylaw provision to require that any rights plan be submitted to a shareholder vote within one year of being adopted, extended or renewed by the Board of Directors.
  • Proposal 2: Adopt a “proxy access” bylaw provision to require that the Company include shareholder-nominated candidates in the Company’s proxy materials for up to 20 percent of the seats on the Board of Directors so long as the nominating stockholder (or a group of up to 20 stockholders) has beneficially owned at least 3 percent of Company’s outstanding shares continuously for at least three years.
  • Proposal 3: Adopt a “blank check” preferred stock amendment to the Company’s Certificate of Incorporation to prohibit the issuance of preferred stock without prior stockholder approval for any defensive or anti-takeover purpose or for the purpose of implementing any rights plan that has not been approved by stockholders within one year of adoption.
  • Proposal 4: Adopt a “golden parachute” severance agreement policy to require that all adopted, extended or renewed severance agreements with the Company’s senior executives be submitted for stockholder approval.
  • Proposal 5: Commission and oversee an independent, third-party assessment of the Company’s respect for the internationally recognized human rights of freedom of association and collective bargaining.
WARRIOR MET COAL INC 2024-04-15 – DFAN14A
2024-04-11 – DEFA14A
2024-04-11 – DEFA14A
American Federation of Labor Congress of Industrial Organizations 2024-04-15 – DFAN14A
2024-03-26 – DFAN14A2024-03-18 – PRRN14A
MASI MASIMO CORP
  • Politan Capital, owning ~9% of MASI, has nominated two directors to the board of Masimo
  • Politan Capital previously won two board seats at last year’s shareholder meeting
  • Politan has nominated William Jellison, former CFO of Stryker and Darlene Solomon, former CTO of Agilent Technologies
  • Politan paints a picture (see their filings) of MASI being uncooperative and freezing their board members out
  • Masimo (see their filings) refutes Politan’s claims
MASIMO CORP 2024-04-15 – DFAN14A
2024-04-02 – DEFA14A
2024-04-01 – DEFA14A
Politan Capital Management LP 2024-03-25 – DFAN14A
MFIN MEDALLION FINANCIAL CORP 2024-04-29 – DEFC14A
  • ZimCal looking to add Stephen Hodges and Judd Deppisch to the board
  • ZimCal flags long-term underperformance with Medallion down 40% over the last 10 years and heightened near-term risk from subprime exposure
  • ZimCal has published a site supporting its case at: https://restoretheshine.com/
MEDALLION FINANCIAL CORP 2024-04-29 – DEFC14A
ZimCal Asset Management, LLC 2024-05-02 – DFAN14A
2024-04-26 – DFAN14A
2024-04-26 – DEFC14A
2024-04-24 – DFAN14A
NSC NORFOLK SOUTHERN CORP 2024-03-26 – DEFC14A  

  • Norfolk Southern (NSC) has tried to fight back by “proactively” looking to refresh the board with two new directors: Richard Anderson, the former chief executive of Amtrak and Delta Airlines and former U.S. sentaor Mary Kathryn “Heidi” Heitkamp.
  • Ancora sent a scathing open letter to Chairwoman Amy Miles regarding CEO Shaw’s executive compensation increase.
  • WSJ has a good summary of the fight here.

Activist / Ancora Summary

  • Nominating 8 new directors to the board.
  • Believes that CEO Alan Shaw must go.
  • Wants to replace top executives and put Jim Barber Jr, former UPS COO, as CEO and Jamie Boychuck as COO.
NORFOLK SOUTHERN CORP 2024-05-06 – DEFA14A
2024-05-06 – DEFA14A
2024-05-06 – DEFA14A
2024-05-06 – DEFA14A
2024-05-06 – DFAN14A
2024-05-03 – DEFA14A
2024-05-02 – DEFA14A
2024-05-01 – DEFA14A
2024-05-01 – DEFA14A
2024-05-01 – DEFA14A
2024-04-30 – DEFA14A
2024-04-30 – DEFA14A
2024-04-30 – DEFA14A
2024-04-30 – DEFA14A
2024-04-29 – DEFA14A
2024-04-26 – DEFA14A
2024-04-26 – DEFA14A
2024-04-26 – DEFA14A
Ancora 2024-05-03 – DFAN14A
2024-05-02 – DFAN14A
2024-05-01 – DFAN14A
2024-04-30 – DFAN14A
2024-04-29 – DFAN14A
2024-04-29 – DFAN14A
2024-04-26 – DFAN14A
2024-04-25 – DFAN14A
2024-04-24 – DFAN14A
NVAX NOVAVAX INC 2024-05-06 – PREC14A
  • Shah Capital Management intends to vote against Novavax directors Richard H. Douglas, Margaret G. McGlynn, and David Mott
  • Shah Capital Management believes that Novavax is undervalued and continues to suffer from poor profitability, despite the substantial value to be unlocked in the Company’s Matrix-M adjuvant platform and non-mRNA protein vaccine portfolio.
  • Shah Capital Management met with management and the board multiple times over the course of 2023 and 2024, but believes Novavax has been unresponsive to their suggestions.
NOVAVAX INC
2024-04-29 – DEFA14A
SHAH CAPITAL MANAGEMENT 2024-05-06 – PREC14A
SBOW SILVERBOW RESOURCES INC 2024-04-10 – DEFC14A
  • SilverBow Resources has rejected multiple offers, over the past two years, by Kimmeridge Energy Management — the latest offer valued SBW at $2.1 billion
  • SilverBow believes the offer substantially undervalues the company
  • Kimmeridge holds a 12.9% stake in SilverBow, along with Riposte Capital, the second-largest shareholder
  • Kimmeridge is also attempting to get 3 directors onto the board
  • SilverBow has rejected the three nominees citing concerns over their independence and representation of all shareholders’ interests
SILVERBOW RESOURCES INC 2024-05-03 – DEFA14A
2024-05-02 – DEFA14A
2024-05-01 – DEFA14A
2024-05-01 – DEFA14A
2024-04-29 – DEFA14A
2024-04-22 – DEFA14A
Kimmeridge Energy Management Company, LLC 2024-05-02 – DFAN14A
2024-04-29 – DFAN14A
2024-04-29 – DFAN14A
2024-04-29 – DFAN14A
SPRU SPRUCE POWER HOLDING CORP 2024-04-17 – PREC14A
  • Clayton Partners, JSCC Family Trust, and Jason Stankowski are contesting the proxy
  • Clayton is nominating Jason Stankowski and Clara Nagy McBane to the board
  • Clayton believes the company is not being managed to the benefit of its shareholders — believes “Spruce is, at worst, a break-even business and has significant opportunities for positive cash flow generation going forward”
  • Clayton disagrees with the company not buying back any stock despite trading at a 25% discount to the estimated value of the stock
Clayton Partners LLC 2024-04-18 – DFAN14A
2024-04-17 – PREC14A
WSR WHITESTONE REIT 2024-04-05 – DEFC14A WHITESTONE REIT 2024-05-02 – DEFA14A
2024-04-29 – DEFA14A
2024-04-24 – DEFA14A
2024-04-24 – DEFA14A
Erez REIT Opportunities LP 2024-04-30 – DFAN14A
2024-04-30 – DFAN14A
2024-04-26 – DFAN14A
2024-04-23 – DFAN14A
2024-04-22 – DFAN14A
2024-04-22 – DFAN14A
WT WISDOMTREE INC 2024-05-03 – DEFC14A
  • ETFS Capital owns approximately 10% of Wisdom Tree (WT) and believes “immediate action to unlock significant value for all stockholders and halt further value destruction.”
  • Puts a focus on WT’s strategy of transitioning to a decentralized finance (DeFi) business and believes that it resulted in poor management of the core, profitable ETF business.
  • Believes the company’s true value lies in its ETF business, which suffers from poor profitability despite record assets under management.
  • Believes its attempts to be collaborative have been met with ” a public and bafflingly hostile response.”
  • Seeking
WISDOMTREE INC 2024-04-30 – DEFA14A
2024-04-29 – DEFA14A
2024-04-29 – DEFC14A
2024-04-29 – DEFA14A
ETFS Capital Limited. 2024-05-03 – DEFC14A
2024-05-03 – DFAN14A
2024-04-30 – PRRN14A
XPER XPERI INC 2024-04-17 – DEFC14A
  • Rubric Capital opposes 2 of the 5 directors up for re-election: Deborah S. Conrad and Thomas A. Lacey
  • Rubric filed their first 13 D on January 23, 2024
  • Rubric sent XPER board a letter on January 22, 2024 nominating their directors
  • Xperi began trading as a separate company on Oct 1, 2022 after spinning out of Xperi Holding (no named Adeia Inc)
  • Xperi is down nearly 30% since the spin-off
  • Xperi has an elevated Boadroom Alpha Activist Vulnerability Score and C- average board rating
  • CEO Kirchner was paid $9.9M in 2022 despite the significant shareholder losses
  • Xperi powers the next generation of smart devices, automobiles and entertainment experiences of all kinds
Rubric Capital Management LP 2024-05-02 – DEFA14A
2024-04-30 – DEFA14A
XPERI INC 2024-05-03 – DFAN14A
2024-05-01 – DFAN14A
2024-04-30 – DFAN14A
2024-04-29 – DFAN14A

 

CEO & CFO MOVES

COMPANY MARKET CAP / TSR ROLE LEAVING JOINING JOINER BIOGRAPHY
3M CO (MMM)  Mkt Cap: $53.8B
1-Yr TSR: 19.4%
CEO Michael F Roman
5.8 yrs ; -6.0% TSR
William M Brown William M. Brown 61 Former Chairman of the Board and Chief Executive Officer, L3Harris Technologies Director since New nominee Professional Highlights Mr. Brown is the former Chairman of the Board and Chief Executive Officer of L3Harris Technologies, a global innovator in aerospace and defense technology solutions, where he served as Executive Chair from June 2021 to June 2022, after having served…read full bio
AGILENT TECHNOLOGIES INC (A)  Mkt Cap: $40.9B
1-Yr TSR: 4.4%
CEO Michael R McMullen
9.2 yrs ; 15.3% TSR
Padraig McDonnell McDonnell, 52, has been president of ACG since May 2020 and was also named chief commercial officer in November 2021. In his most recent role, McDonnell drove exceptional growth in Agilent’s Services business, with significant improvements in profitability and customer satisfaction. As chief commercial officer he also led the transformation of the customer experience at Agilent by improving …read full bio
AKARI THERAPEUTICS PLC (AKTX)  Mkt Cap: $6.9M
1-Yr TSR: -62.7%
CEO Rachelle Suzanne Jacques
2.2 yrs ; -74.1% TSR
Samir Rashmikant Patel
(interim)
Dr. Patel will be compensated for his services as Interim President and Chief Executive Officer monthly in the form of restricted stock units (“RSUs”) with a fair market value of $50,000. Dr. Patel has served as a member of our board of directors since November 2023. Dr. Patel is founder and, since April 2017, principal of PranaBio Investments, LLC, a firm providing consulting, strategic advisory,…read full bio
ALAMO GROUP INC (ALG)  Mkt Cap: $2.3B
1-Yr TSR: 9.2%
CFO Richard J Wehrle
2.8 yrs ; 12.1% TSR
Agnes Kamps Ms. Kamps joins the Company from Americas Styrenics, LLC, where she has served as Vice President and Chief Financial Officer since January 2021. Prior to her role with Americas Styrenics, Ms. Kamps served in various accounting management capacities with several Siemens companies and with United Technologies. Ms. Kamps holds a Bachelor of Business Administration with an accounting concentratio…read full bio
ALTUS POWER INC (AMPS)  Mkt Cap: $692.0M
1-Yr TSR: 4.3%
CEO Lars Norell
2.3 yrs ; -31.2% TSR
Consolidating to single CEO Consolidating to single CEO
ANNOVIS BIO INC (ANVS)  Mkt Cap: $53.2M
1-Yr TSR: -62.5%
CFO Henry Hagopian III
1.7 yrs ; -7.3% TSR
Maria-Luisa Maccecchini
(interim)
Dr. Maccecchini founded Annovis, formerly QR Pharma, and has served as President and CEO since May 2008. She has over 30 years of experience in neuroscience and the workings of the brain. She was partner and director of two angel groups, Robin Hood Ventures, from 2002 to 2009, and MidAtlantic Angel Group, from 2005 to 2009. In 1992, she founded and became chief executive officer of Symphony Pharma…read full bio
BEACON ROOFING SUPPLY INC (BECN)  Mkt Cap: $6.1B
1-Yr TSR: 59.3%
CFO Carmelo Carrubba
.3 yrs *interim;
Prithvi Gandhi Mr. Gandhi has served as the Vice President of Finance and Chief Financial Officer of TAMKO Building Products LLC, a national building products manufacturer and supplier, since August 2022. Mr. Gandhi previously served as the Chief Financial Officer of Fast Radius, Inc. (previously NASDAQ: FSRD), a cloud manufacturing and digital supply chain company, from August 2021 to July 2022. Prior to joinin…read full bio
BIOSIG TECHNOLOGIES INC (BSGM)  Mkt Cap: $19.1M
1-Yr TSR: -86.8%
CEO Frederick Hrkac
.2 yrs
Anthony Amato Mr. Anthony Amato, age 56, served on the Company’s advisory board from January 2021 until February 2024 and as a consultant to the Company since March 2024. Mr. Amato is a business leader and entrepreneurial thinker with an intuitive ability to rapidly assess challenges and identify growth opportunities. He quickly sees organizational vision and understands goals, taking appropriate ownershi…read full bio
CHEGG INC (CHGG)  Mkt Cap: $535.6M
1-Yr TSR: -42.3%
CEO Daniel Rosensweig
14.3 yrs ; -2.1% TSR
Nathan J Schultz Prior to his appointment as CEO, Mr. Schultz served as the Company’s Chief Operating Officer since October 2022 and previously served as the President of Learning Services from December 2018 to October 2022, the Chief Learning Officer from June 2014 until December 2018, the Chief Content Officer from May 2012 until June 2014, the Vice President of Content Management from 2010 to May 2012 and…read full bio
CINCINNATI FINANCIAL CORP (CINF)  Mkt Cap: $18.3B
1-Yr TSR: 16.1%
CEO Steven J Johnston
13.0 yrs ; 14.0% TSR
Stephen M Spray Stephen M. Spray Age: 57 Director since 2024 President Committees: Executive U.S. Insurance Subsidiary Director Mr. Spray serves as president of Cincinnati Financial Corporation and its U.S.-based subsidiaries. He holds executive oversight of property casualty sales and marketing, admitted and nonadmitted commercial and personal lines underwriting, human resources, corporate communications and lif…read full bio
CLEARWAY ENERGY INC (CWEN)  Mkt Cap: $4.9B
1-Yr TSR: -13.3%
CEO Christopher S Sotos
8.1 yrs ; 11.3% TSR
Craig Cornelius Mr. Cornelius, age 44, currently serves as the Chief Executive Officer of the Company’s sponsor, Clearway Energy Group LLC (“CEG”). Prior to becoming the Chief Executive Officer of CEG at its formation through a spin-out of NRG Energy Inc.’s (“NRG”) clean energy businesses in 2018, Mr. Cornelius was President of NRG’s renewables division. In…read full bio
COGNEX CORP (CGNX)  Mkt Cap: $7.5B
1-Yr TSR: -5.1%
CFO Laura MacDonald
.2 yrs *interim;
Dennis Fehr Mr. Fehr, 44, will lead the Company’s global finance organization including accounting and controllership, financial planning and analysis, tax, investor relations, internal audit and treasury, as well as the Company’s global information technology organization. Most recently, Mr. Fehr was the Chief Financial Officer of 6K Inc., a manufacturing technology company focused on strategic materia…read full bio
COMPLETE SOLARIA INC (CSLR)  Mkt Cap: $45.4M
1-Yr TSR: -91.1%
CFO Brian Wuebbels
.8 yrs ; -95.6% TSR
TBD TBD
DRAFTKINGS INC (DKNG)  Mkt Cap: $19.9B
1-Yr TSR: 89.8%
CFO Jason Park
4.1 yrs ; 8.5% TSR
Alan Ellingson Mr. Ellingson, age 44, joined the Company in 2020 as Vice President of Financial Planning and Analysis and worked to build out the Company’s forecasting and performance management capabilities. In this capacity, he expanded his responsibilities within the Company and now directs the Company’s financial planning and treasury departments, as well as the analytics teams across the Company…read full bio
DRIVEN BRANDS HOLDINGS INC (DRVN)  Mkt Cap: $1.9B
1-Yr TSR: -61.7%
CFO Gary W Ferrera
1.0 yrs ; -49.7% TSR
Joel Arnao
(interim)
Mr. Arnao, age 51, has served as the Company’s Senior Vice President, FP&A, Treasury, and Investor Relations since July 2023. Prior to joining the Company, he served as Vice President of FP&A and Strategic Initiatives at Rite Aid from 2020 to 2023. Prior to his time at Rite Aid, he was a Senior Advisor at Navio Consulting in 2020 and Vice President and Chief Financial Officer at…read full bio
DUOS TECHNOLOGIES GROUP INC (DUOT)  Mkt Cap: $22.4M
1-Yr TSR: -17.7%
CFO Andrew Winslow Murphy
1.4 yrs ; -9.1% TSR
Adrian Graham Goldfarb Mr. Goldfarb has a long experience with the Company. Most recently, he was Chief Financial Officer of the Company through November 15, 2022. Since then, he has been Strategic Advisor to the Company, reporting to Charles Ferry, our Chief Executive Officer. He served as a Director from April 2010 to November 2020. Effective July 1, 2012, he was appointed as President and Chief Financial Officer of I…read full bio
ENVISTA HOLDINGS CORP (NVST)  Mkt Cap: $3.3B
1-Yr TSR: -49.3%
CEO Amir Aghdaei
5.0 yrs ; -6.9% TSR
Paul A Keel Mr. Keel, age 54, served as Chief Executive Officer of Smiths Group plc, a global technology company and FTSE 100 constituent from May 2021 to March 2024. Prior to that, Mr. Keel served as Group President of 3M Company’s Consumer Business Group from March 2019 to August 2020. Mr. Keel joined 3M in 2004 and held various leadership roles including President of 3M Medical and Presiden…read full bio
FLEXSTEEL INDUSTRIES INC (FLXS)  Mkt Cap: $193.5M
1-Yr TSR: 128.3%
CEO Jerald K Dittmer
5.5 yrs ; 11.6% TSR
Derek P Schmidt Mr. Schmidt will also continue to serve as the Company’s President. Mr. Schmidt will succeed Jerald K. Dittmer who has announced his resignation from the position of Chief Executive Officer effective June 30, 2024, and retirement from the Company on December 31, 2024. Derek Schmidt, age 51, joined the Company as Chief Financial Officer and Chief Operating Officer in April 2020, and was subsequentl…read full bio
FOUR CORNERS PROPERTY TRUST INC (FCPT)  Mkt Cap: $2.2B
1-Yr TSR: 2.1%
CFO Gerald R Morgan
8.7 yrs ; 12.6% TSR
Patrick L. Wernig Mr. Wernig currently serves as the Company’s Managing Director of Acquisitions. Mr. Wernig has served in such role since 2022 and has been with the Company since 2016. Mr. Wernig previously served as an Associate, Investment Banking, at JPMorgan Chase & Co. (“J.P. Morgan”) from 2013 to 2016 where he worked on Darden Restaurants’ real estate monetization effort, including the eventu…read full bio
FREIGHTCAR AMERICA INC (RAIL)  Mkt Cap: $70.8M
1-Yr TSR: 30.8%
CEO James R Meyer
6.8 yrs ; -19.9% TSR
Nicholas J Randall Mr. Randall, age 50, has served as Chief Operating Officer of the Company since June 2023. Mr. Randall previously led a division of Precision Castparts Corporation, a manufacturer in the aerospace industry, where he worked in various capacities from 2017 to 2023. From 2007 to 2017, Mr. Randall served in various capacities at Alcoa Corporation (“Alcoa”) and Arconic Corporation, a compan…read full bio
FRESHWORKS INC (FRSH)  Mkt Cap: $4.2B
1-Yr TSR: 9.2%
CEO Rathnagirish Mathrubootham
2.7 yrs ; -29.3% TSR
Dennis Woodside Mr. Woodside, age 55, has served as the Company’s President and as a member of the Board since September 2022. Prior to joining the Company, Mr. Woodside served as President at Impossible Foods Inc., a company that develops plant-based substitutes for meat products, from March 2019 to August 2022. From April 2014 to September 2018, Mr. Woodside served as Chief Operating Officer at Dropbox, I…read full bio
GENUINE PARTS CO (GPC)  Mkt Cap: $21.9B
1-Yr TSR: -5.5%
CEO Paul D Donahue
8.1 yrs ; 8.8% TSR
William P Stengel II Mr. Stengel, 46, has served as President and Chief Operating Officer of the Company since January 2023. Previously, Mr. Stengel served as President of the Company from January 2021 to January 2023 and as Executive Vice President and Chief Transformation Officer of the Company from November 2019 to January 2021. Prior to that, Mr. Stengel worked for HD Supply, an Atlanta-based indust…read full bio
GSE SYSTEMS INC (GVP)  Mkt Cap: $8.3M
1-Yr TSR: -58.9%
CEO Kyle Justin Loudermilk
8.7 yrs ; -17.6% TSR
Ravi Khanna Mr. Khanna joined the Company in August 2016 and most recently served as the Senior Vice President of Professional Services of the Systems & Simulation business unit of GSE Solutions. Mr. Khanna leverages his foundation in Chemical Engineering and over 25 years of industry experience in growing technology organizations serving Defense, Satellite Telecommunications, and Management Consulting se…read full bio
HCA HEALTHCARE INC (HCA)  Mkt Cap: $80.6B
1-Yr TSR: 10.7%
CFO Bill B Rutherford
10.3 yrs ; 20.8% TSR
Michael A. Marks Michael A. Marks was appointed Senior Vice President — Finance effective January 1, 2023. Mr. Marks previously served as Vice President — Financial Operations Support from March 2021 to December 2022. Prior to that time, he served as CFO of the National Group from December 2008 to February 2021 and CFO of the West Florida Division from January 2006 to November 2008. Mr. Marks joined HCA Healthca…read full bio
HF FOODS GROUP INC (HFFG)  Mkt Cap: $155.9M
1-Yr TSR: -20.9%
CFO Xi Lin
.1 yrs *interim;
Cindy Yao Ms. Yao joins HF Foods with over three decades of Finance and Accounting leadership experience. For the past 10 years, Ms. Yao served as Chief Financial Officer and Executive Vice President for Markel Food Group, a company providing high-quality, innovative automated process solutions, consulting services and technical support to food producers. Prior to that, Ms. Yao served as Vice President and …read full bio
INSIGHT ENTERPRISES INC (NSIT)  Mkt Cap: $6.3B
1-Yr TSR: 62.3%
CFO Glynis Bryan
17.0 yrs ; 14.3% TSR
TBD TBD
INTERNATIONAL PAPER CO (IP)  Mkt Cap: $12.6B
1-Yr TSR: 18.6%
CEO Mark S Sutton
9.5 yrs ; 1.8% TSR
Andrew K Silvernail Mr. Silvernail joins the Company from KKR & Co., Inc., a global investment firm, where he has served as an executive advisor since 2022. Prior to this role, Mr. Silvernail served as chair and chief executive officer of Madison Industries, a private industrial and scientific products company (2021). He is the former chair and chief executive officer of IDEX Corporation (NYSE:IEX)…read full bio
KBR INC (KBR)  Mkt Cap: $9.0B
1-Yr TSR: 14.1%
CFO Mark W Sopp
7.3 yrs ; 21.5% TSR
Shad E Evans SHAD E. EVANS Age: 45 | Joined KBR in: 2018 | Senior Vice President of Finance Operations and Chief Accounting Officer Current Position since: August 2020 (Interim CAO since October 30, 2020, and CAO since July 29, 2021) Prior Business Experience Education * KBR Chief Financial Officer of Technology Solutions * Vice President, Finance and Business Operations Security Detection and Automation at Le…read full bio
LUNA INNOVATIONS INC (LUNA)  Mkt Cap: $103.9M
1-Yr TSR: -51.2%
CFO George Gomez- Quintero
.6 yrs ; -59.6% TSR
John Charles Roiko John C. Roiko, age 67, previously was employed at National Instruments Corporation in roles of increasing responsibility from 1998 to January 2021, most recently as Vice President, Finance and Chief Accounting Officer from 2017 to January 2021.  Prior to joining National Instruments Corporation, Mr. Roiko worked as a product line controller for the defense division at Honeywell before mo…read full bio
MARATHON OIL CORP (MRO)  Mkt Cap: $14.9B
1-Yr TSR: 17.9%
CFO Dane E Whitehead
7.2 yrs ; 9.2% TSR
Rob L White Mr. White, age 54, joined Marathon Oil in 1991 and has more than 30 years of experience in oil & gas accounting and finance. He has served as Vice President, Controller and Chief Accounting Officer since March 1, 2022. Prior to that, he served as Vice President of Internal Audit for the Company from May 2020 to March 2022, Director of Operations Planning from January 2018 to May 2020, and Dire…read full bio
NEXTRACKER INC (NXT)  Mkt Cap: $6.3B
1-Yr TSR: 55.3%
CFO David P Bennett
1.3 yrs ; 36.5% TSR
Charles “Chuck” Boynton Mr. Boynton, 56, has served as the Chief Financial Officer of Logitech International S.A., a digital product company founded in Lausanne, Switzerland, since February 2023. Mr. Boynton previously served as the Executive Vice President, Chief Financial Officer of Plantronics, Inc. (dba Poly), a technology company specializing in video solutions and team collaboration (acquired by HP Inc. in October …read full bio
NMI HOLDINGS INC (NMIH)  Mkt Cap: $2.6B
1-Yr TSR: 43.2%
CFO Ravi Mallela
2.3 yrs ; 17.3% TSR
Aurora Swithenbank Ms. Swithenbank, age 48, previously served as Chief Financial Officer of Vantage Group Holdings Ltd., a Bermuda based specialty insurance and reinsurance group, where she led the organization of the company’s finance department as its first chief financial officer and which she joined in October 2020. Prior to joining Vantage Group Holdings Ltd., Ms. Swithenbank spent more than two decades a…read full bio
OLAPLEX HOLDINGS INC (OLPX)  Mkt Cap: $1.1B
1-Yr TSR: -55.5%
CFO Eric Tiziani
2.7 yrs ; -65.4% TSR
Paul Kosturos
(interim)
Mr. Kosturos is a Managing Director at Alvarez & Marsal, where he has specialized in interim CFO assignments since 2009, and has worked in a variety of industries, including retail, consumer goods, restaurants, manufacturing, software solutions and telecommunications….read full bio
PARAMOUNT GLOBAL (PARA)  Mkt Cap: $8.6B
1-Yr TSR: -43.1%
CEO Robert M Bakish
4.3 yrs ; -21.2% TSR
TBD TBD
PAR PACIFIC HOLDINGS INC (PARR)  Mkt Cap: $1.8B
1-Yr TSR: 37.0%
CEO William Pate
8.5 yrs ; 6.7% TSR
William Monteleone William Monteleone has served as a member of our Board of Directors since August 2012. In addition, Mr. Monteleone has served as our President since January 2023 and has been appointed President and Chief Executive Officer effective as of our 2024 annual meeting of stockholders. Previously he served as our Executive Vice President and Chief Financial Officer from January 2022 to January 2023, Seni…read full bio
PELOTON INTERACTIVE INC (PTON)  Mkt Cap: $1.3B
1-Yr TSR: -60.2%
CEO Barry McCarthy
2.3 yrs ; -61.6% TSR
Karen Boone
(interim)
Ms. Boone, 50, has served as a member of the Board since January 2019, and as Chairperson since September 2022. Ms. Boone most recently served as the President and Chief Financial and Administrative Officer of Restoration Hardware, Inc., a home furnishings company, from May 2014 to August 2018 and as Chief Financial Officer from June 2012 to May 2014. Prior to that, from 1996 to 2012, Ms. Boone he…read full bio
PELOTON INTERACTIVE INC (PTON)  Mkt Cap: $1.3B
1-Yr TSR: -60.2%
CEO Barry McCarthy
2.3 yrs ; -61.6% TSR
Chris Bruzzo
(interim)
Mr. Bruzzo, 54, has served as a member of the Board since December 2023. He most recently served as Executive Vice President and Chief Experience Officer of Electronic Arts, an American video game company, from 2014 to 2023. Prior to that, Mr. Bruzzo served in various brand, marketing and communications roles, including as the Senior Vice President, Channel Brand Management for Starbucks Corporati…read full bio
PETMED EXPRESS INC (PETS)  Mkt Cap: $85.7M
1-Yr TSR: -71.8%
CEO Mathew N Hulett
2.7 yrs ; -48.4% TSR
Sandra Yvette Campos Ms. Campos, age 57, has served as a member of the Company’s board of directors since May 17, 2023, and a member of the Audit, Compensation, and Corporate Governance and Nominating committees from May 17, 2023 to April 29, 2024. Ms. Campos served as the chief executive officer of DVF (Diane von Furstenberg), a luxury fashion brand, from April 2018 to November 2020. Prior to joining DVF, Ms. C…read full bio
REAL GOOD FOOD COMPANY INC (RGF)  Mkt Cap: $28.6M
1-Yr TSR: -77.0%
CFO Akshay Jagdale
2.4 yrs ; -75.6% TSR
Jim Behling Mr. Behling, age 58, is an experienced finance executive with over 15 years of experience in both the food manufacturing and packaged goods industry. He most recently served as Chief Financial Officer for Sparkstone Electrical Group from October 2022 through March 2024, after working as SVP, Finance for ZENB from August 2018 through October 2022. Prior to that, Mr. Behling served as Chie…read full bio
SENSATA TECHNOLOGIES HOLDING PLC (ST)  Mkt Cap: $6.0B
1-Yr TSR: -5.3%
CEO Jeffrey J Cote
4.1 yrs ; -6.3% TSR
Martha N Sullivan
(interim)
Martha Sullivan has served as a director on Sensata’s Board since February 2013. Ms. Sullivan previously served as Sensata’s Chief Executive Officer and President from 2013 to 2020. Prior to being named CEO, Sullivan held various senior management positions at Sensata and its predecessor company, including Chief Operating Officer and President.   Sullivan currently serves on the B…read full bio
SENTI BIOSCIENCES INC (SNTI)  Mkt Cap: $16.9M
1-Yr TSR: -62.6%
CFO Deborah Knobelman
1.9 yrs ; -81.8% TSR
Timothy K Lu
(interim)
Timothy Lu, M.D., Ph.D. has served as a member of our board of directors since June 2016, our Chief Executive Officer since July 2016, and our President since February 2018, and is one of our co-founders. In June 2010, Dr. Lu joined Massachusetts Institute of Technology faculty at the Department of Electrical Engineering and Computer Science and in 2012, he obtained a joint appointment at the Depa…read full bio
TRIMBLE INC (TRMB)  Mkt Cap: $13.7B
1-Yr TSR: 21.6%
CFO David G Barnes
4.3 yrs ; 9.1% TSR
Phillip Sawarynski Phillip Sawarynski –Phillip Sawarynski has accepted the position of chief financial officer of Trimble Inc., to be effective in May 2024, replacing David Barnes who will be retiring from the Company at that time. Mr. Sawarynski served as the Company’s treasurer since 2018, as well as managing director and co-head of Trimble Ventures since 2021, and vice president of corporate development since 20…read full bio
TRUPANION INC (TRUP)  Mkt Cap: $834.1M
1-Yr TSR: -42.7%
CEO Darryl Rawlings
24.6 yrs ; 8.3% TSR
Margaret Tooth Margi Tooth, age 45, has served as President of the Company since February 2022, assuming full responsibility for the strategic and tactical delivery of the Company’s goals. Prior to her appointment as President, she served in the role as Co- President from January 2021 to February 2022. Prior to that, Ms. Tooth served in various roles of increasing responsibility at the Company including Ch…read full bio
UNITY SOFTWARE INC (U)  Mkt Cap: $9.5B
1-Yr TSR: -2.3%
CEO James M Whitehurst
.6 yrs *interim; ; -29.9% TSR
Matthew S Bromberg Mr. Bromberg is currently a Senior Advisor to Blackstone, a global alternative asset manager, a role he has held since March 2022. He also serves on the board of directors of Bumble Inc., a public technology company where he has been on the board since July 2020; Monzo, a privately held, U.K.-chartered bank; and Blast, a privately held esports company. From 2018 to 2021, he served on the board of …read full bio
VIR BIOTECHNOLOGY INC (VIR)  Mkt Cap: $1.4B
1-Yr TSR: -57.8%
CFO Sung Lee
1.2 yrs ; -59.7% TSR
TBD TBD

 

Recent Analysis

Daily SPAC Update – May 24, 2024

QRDO To Liquidate at $10.96. ShoulderUp Extends with 1.1M Redemptions. BFAC Extension Vote. Churchill Investor Deck. DIST Merger Agreement.

Daily SPAC Update – May 23, 2024

MAQC + Immersed Inc. Deal Terminated. GPAC Deal Vote Set. IVCB Extends w/ 2.1M Redemptions. CVII Investor Deck. PWUP Redemption Agreement.

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