7/24/2026

Lamb Weston Delivers Improved FY2026, Beats Estimates

Food Processing (07/24/26) Fusaro, Dave

Potato processor Lamb Weston (NYSE: LW), which spent the past year and a half in a mild reorganization, today (July 24) revealed positive full-fiscal year results that beat analysts’ expectations and its own guidance. Sales in the fourth quarter alone were up nearly $1 billion, and that included an 11% volume increase in North America. For the full fiscal year, which ended May 31, sales were up 2% to $6.612 billion, although net income slipped -19% to $290 million. Fourth quarter and full year results were aided by an extra week. That accounted for an additional $127 million in sales for the year and $29 million in profit, the company said. “In our view, F4Q26 results and the company’s FY27 outlook help to demonstrate that its key North America segment is indeed on stronger footing,” wrote BNP Paribas senior analyst Max Gumport. However, “The International segment has been a pain point for the company due primarily to an intense competitive environment, [and profitability in the fourth quarter] came in even worse than feared.” Lamb Weston has been under pressure for nearly two years from investors, first from Jana Partners and more recently from Starboard Value LP, which publicly pressured the company to double its cost-cutting efforts and to consider divesting parts of its Asia Pacific division to help the company improve shareholder value. Partly to appease investors, the company in February hired Jan Craps as executive chair to assist CEO Mike Smith. Craps spent more than 20 years at Anheuser-Busch InBev and was CEO of the brewer’s APAC business. “This past year marked an important inflection point for our company,” said Smith. “We overdelivered on our financial guidance with solid performance in sales and profitability, led by volume growth in North America. While disruption in the Middle East and input cost inflation have impacted our EMEA business, we have been taking actions to help mitigate this volatility in a challenging competitive environment.”

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7/23/2026

Align Partners' BNK-JB Merger Proposal Draws Fierce Regional Opposition

Korea Times (07/23/26) Hyo-jin, Lee

Align Partners Capital Management's proposal to merge BNK Financial Group (KRX: 138930) and JB Financial Group (KRX: 175330) has sparked fierce opposition from regional business groups and labor unions, which argue the deal would prioritize short-term shareholder returns at the expense of the public role and regional identity of local lenders, industry officials said Friday. Align holds a 14.83% stake in JB Financial, making it the group's second-largest shareholder, and owns more than a 1 percent stake in BNK Financial. JB Financial is the holding company of Jeonbuk Bank and Kwangju Bank, while BNK Financial controls Busan Bank and Kyongnam Bank. The fund has urged the two regional financial groups to review the strategic merits of a merger, arguing that consolidation would strengthen their long-term competitiveness. At a July 14 press conference, Align CEO Lee Chang-hwan asked the companies to announce by Aug. 7 whether they would begin a formal review and disclose any implementation plan when they report third-quarter earnings. The proposal has since faced mounting opposition from regional business groups and labor unions, which have urged Align to withdraw the proposal. "Undermining a financial group that has grown with deep roots in the region in pursuit of short-term investment gains would jeopardize the province's bid to become the country's third-largest financial hub," the North Jeolla-based Jeonbuk Chamber of Commerce and Industry said in a statement. In a separate statement, the Gwangju Chamber of Commerce and Industry warned that merging two banking groups serving different regional economies would weaken support for local businesses. Labor unions at the two financial groups' banking subsidiaries have also protested against the proposal. Busan Bank's labor union argued that the proposed share exchange ratio would unfairly disadvantage BNK shareholders in a potential merger, given BNK's larger contribution to the combined group. The labor union at Jeonbuk Bank, for its part, said a potential merger would ultimately weaken the group's operations. "Although the proposal is being presented as a strategy to achieve economies of scale and support AI (artificial intelligence) investment, at its core, it is aimed at driving up the share price and allowing short-term investors to cash out," the union said. "This will ultimately result in organizational downsizing, widespread job losses and branch closures." The union urged JB Financial's board to reject the proposal. Kwangju Bank's labor union echoed those concerns, warning that a rushed review of the merger would weaken the public role of regional finance and ultimately reduce support for local companies and small businesses. Industry insiders have also cast doubt on the feasibility of the merger. They said the proposal runs counter to the original purpose of regional banks, which were established to support local economies, as BNK Financial and JB Financial operate in separate markets with limited regional overlap. “It would be difficult to secure approval from shareholders of both financial groups. Even if they reached an agreement, the chances of obtaining regulatory approval would be slim,” a banking industry official said.

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7/23/2026

Investor Coalition Urges SEC to ‘Largely Retain’ Shareholder Proposal Rule

ESG Dive (07/23/26) Johnson, Lamar

The U.S. Securities and Exchange Commission (SEC) has signaled it will propose changes to an agency rule governing the shareholder proposal process this year, spurring pushback from a coalition of investor advocates who are asking for any alterations to “largely retain the rule” after an unusual proxy season. Close on the heels of a speech where SEC Chair Paul Atkins hinted at more wholesale changes to Rule 14a-8 — which governs the shareholder proposal process — a group of investor advocates filed a regulatory petition with the agency, pushing for any alterations to be narrower and not include the complete rescission of the rule, according to a press release and the petition shared with ESG Dive. The SEC decided in November to sit out the bulk of the no-action process during the 2025-26 proxy season, citing the monthlong government shutdown as the reason at the time. At a corporate governance conference earlier this month, Atkins said “the staff’s absence this season did not create the chaos that many feared,” and, beyond the agency’s role in the process, “the SEC is also holistically evaluating the rule itself.” In a July 23 petition addressing the SEC, the investor advocates asked the agency to immediately reinstate the no-action process and consider implementing a mandatory two-week engagement period after companies issue an exclusion notice, along with other tweaks to the exclusion process. The coalition includes investor groups Ceres, the U.S. Sustainable Investment Forum, the Interfaith Center on Corporate Responsibility, the Shareholder Rights Group and For the Long Term, as well as New York State Comptroller Thomas DiNapoli. “The right to file a shareholder proposal that appears on the corporate proxy statement is not a courtesy extended by management. It is a foundational aspect of corporate ownership,” the petition says. “This voice is also a source of market efficiency. … Curtailing that voice weakens one of the few mechanisms through which dispersed owners can hold management to account.” In addition to suggesting changes that would potentially streamline the exclusion of shareholder proposals before it reaches the SEC, the petition asks that, if the agency is considering larger changes to the process, it should “also evaluate alternatives that maintain the federal rules while eliminating the no-action process The petition said that “outright rescission of Rule 14a-8 would upset a longstanding balance between investors and their companies.” In the latest federal regulatory agenda, the SEC said it plans to propose “amendments to modernize certain rules regarding the proxy solicitation process, including certain filing and procedural requirements relating to proxy solicitations and shareholder meetings, to reduce costs and compliance burdens,” with plans to propose amendments by October. Atkins noted in a speech July 9 at the Society for Corporate Governance Conference that six lawsuits arose from the lack of staff review, but said “they represent but a small fraction of the overall proposals excluded.” Atkins said his “greatest takeaway is that the Commission staff’s interposition between companies and shareholder proponents is unnecessary to effectively and efficiently resolve whether shareholder proposals should be included in proxy statements.” However, the percentage of challenged shareholder proposals that didn’t make it to a proxy statement jumped from 50% in 2025 to 82% in 2026, Beth-ann Roth, the Interfaith Council on Corporate Responsibility’s general counsel, said on a press call Thursday morning. In addition to filing the regulator petition, the Shareholder Rights Group and nonprofit legal group Democracy Forward filed a Freedom of Information Act request “seeking correspondence and calendar entries regarding previewing of the Commission's 14a-8 rulemaking plans to external entities,” Shareholder Rights Group Director Sanford Lewis said Thursday. Lewis said the coalition also delivered additional petitions with over 32,000 signatures to the agency from investment firms, investors and beneficiaries that also urged the SEC to retain Rule 14a-8. “This rule has been called a cornerstone of U.S. corporate governance and engagement,” Lewis said on Thursday’s press call. “If the SEC considers radical measures that would essentially remove that cornerstone, it’s imperative under the Administrative Procedure Act that they also consider alternatives less harmful to the market.”

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7/22/2026

Prologis Makes Final $18.7 Billion Bid to Take Over U.K.’s Segro

Wall Street Journal (07/22/26) Calatayud, Adrià

U.S. warehouse landlord Prologis (PLD) sweetened its bid for U.K. rival Segro (LON: SGRO) to 14 billion pounds ($18.72 billion), saying this was its final proposal and ruling out further increases. The move came after shareholders in both companies called on their boards to enter talks over a possible deal that would see Prologis, the world’s largest owner of industrial real estate, take over its smaller rival, which owns industrial and logistics properties across Europe and is developing a portfolio of data centers. Prologis said Wednesday that it is offering 0.092 new shares for each Segro share tendered. Its latest offer values the U.K. company at 10.32 pounds a share, or 3.9% more than its previous proposal and 9.5% above the initial approach. The company is also offering a partial cash alternative of up to 3.5 billion pounds, or a quarter of the total price. Segro didn’t respond to a request for comment. The company earlier this week said it had rejected a previous proposal from Prologis but that it would be available to engage with its suitor with an improved bid on the table. Shares in Segro were up 3.7% in European afternoon trading, still trading below the price implied by the bid. Prologis said it improved its bid after listening to feedback from shareholders, and that it sees the revised proposal as a compelling offer to the Segro board. “There is no doubt a combination of both companies would deliver meaningful value,” Prologis Chief Executive Dan Letter said. “We run Prologis with discipline and this is our best and final offer.” Prologis urged Segro to seek an extension to the deadline, currently set to expire Wednesday, by which it must either announce a firm intention to make an offer or walk away under U.K. takeover rules. An extension would allow both parties to agree to other terms of a deal, Prologis said. The company said it intends to explore a secondary listing on the London Stock Exchange in connection with the combination, but that it needs to engage with Segro’s board to proceed. Palliser Capital, which holds a small stake in Segro, also urged the company’s board to seek a bid-deadline extension to facilitate talks with Prologis. “The ‘best and final proposal’ from Prologis presents a compelling shareholder value proposition that deserves full and meaningful engagement by the [Segro] board,” Palliser said. Segro declined to comment on Palliser’s demands. Other shareholders in both Prologis and Segro have publicly asked their boards to open takeover talks. Norges Bank Investment Management, the arm of Norway’s central bank that manages the country’s $2.3 trillion sovereign-wealth fund, said Tuesday that it believed the proposal merited consideration. APG Asset Management echoed the call, saying a collaborative process offered the greatest prospect of achieving a successful outcome.

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7/22/2026

Vale Shareholdders Elect New Chair Following Governance Dispute

Financial Times (07/22/26)

A corporate governance clash at Brazilian mining group Vale (NYSE: VALE) has come to a head with the election of a new chair by shareholders of the world’s largest iron ore producer. Investors chose lead independent director Manuel Oliveira to helm the board on Wednesday, according to a person familiar with the matter, in the culmination of a dispute that had revived warnings of potential state meddling in the $65 billion-valued company. The situation was triggered when Vale’s largest domestic shareholder, the pension fund Previ, last month called for the replacement of former chair Daniel Stieler ahead of his term ending in April. Previ argued that its nomination of Oliveira for the role aimed to improve governance and “strategic management.” However, the maneuver drew resistance from several board members. A majority opted not to recommend Stieler’s removal at a board meeting last month, with vice chair Marcelo Gasparino — who unsuccessfully stood against Oliveira — alleging that it raised “the risk of political interference.” Despite condemning Previ’s move as a “possible abuse of voting power,” Stieler resigned earlier this month. The retirement scheme holds a 7% stake in the Rio de Janeiro-headquartered group. The new chair is an accountant with experience in the mining sector, including a spell at Anglo American. Shares in Vale were up 3% on Wednesday. Considered one of the most important companies in South America’s largest economy, the miner has periodically faced government pressure since its privatization in 1997. Brasilia’s leftwing administration was forced to deny claims in 2024 that it tried to get a party ally of President Luiz Inácio Lula da Silva appointed Vale chief executive. As the pension scheme for employees of state-controlled Banco do Brasil, Previ was historically viewed as a conduit for government influence in Vale. The pension fund has denied that its shake-up of the boardroom stemmed from a political request, saying it wanted an independent figure to oversee the chair succession process next year. Stieler was previously president of Previ, which nominated him to the board in 2021. Leading proxy advisers, whose voting recommendations are taken into account by many institutional investors, were split over the contest. ISS backed Gasparino for the chair position, while Glass Lewis supported Oliveira. Previ's nominee for the vacant board position was not elected, leaving it with just one seat.

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7/21/2026

Genesco Shareholders Re-elect All Nine Board Directors After Proxy Fight

Women's Wear Daily (07/21/26) Young, Vicki

Genesco Inc. (NYSE: GCO) got a big win on Tuesday at its Annual Shareholders’ Meeting after they voted to re-elect all nine board directors who stood for re-election. The shareholder votes effectively ended a push for board change. The director nominees re-elected to the board were Gregory Sandfort, Mimi Vaughn, Joanna Barsh, Matt Bilunas, Carolyn Bojanowski, John Lambros, Thurgood Marshall, Jr., Angel Martinez, and Mary Meixelsperger. “We greatly appreciate the strong support of Genesco’s shareholders in electing all nine of the Company’s directors, and the confidence they have shown in our Board, management team and Footwear First strategy to create shareholder value. We are advancing our four strategic growth drivers — curate and create winning product; elevate distinctive brands; create exceptional customer experiences; and build amazing teams. Our full focus is on continuing to build on the clear momentum our organization has underway. We are confident in our path forward and excited to capitalize on the opportunities we see ahead for our brands,” Genesco said in a statement Tuesday. Just prior to the shareholders’ meeting, Genesco received the support of all three independent proxy advisory firms, putting it in good stance to beat an activist’s push for a revamping of the company’s board at this year’s annual shareholders’ meeting on July 21. Bradley L. Radoff and Jumana Capital Investments said Genesco directors declined to “meaningfully consider” their suggestions to improve shareholder value, after which they pushed for a proxy fight to replace board directors Joanna Barsh and Thurgood Marshall, Jr., on grounds they are over-tenured and unqualified, with their own picks. Earlier this month, Genesco received the support of independent advisory firm ISS, advising shareholders to vote for Genesco’s slate for nine directors standing for election. ISS reasoned that the “dissidents have not made a compelling case for change. That was followed by information from Genesco that Glass Lewis & Co. and Egan-Jones Proxy Services — two other independent proxy advisory firms — have also determined that shareholders should vote for Genesco’s nine directors on the “White” proxy card. “The support of all three independent proxy advisory firms for Genesco’s director candidates reinforces the qualifications and experience of our Board, and its active oversight of the clear momentum underway as we execute our winning strategy,” Genesco said in a statement. “In their recommendations, each of the proxy advisory firms emphasizes that Bradley Radoff has not made a compelling case for change in his unnecessary proxy fight at Genesco.” Genesco disclosed that Glass Lewis noted in its report that “available materials indicate Genesco has more recently charted a reasonably favorable course under the stewardship of Ms. Vaughn and the board, underpinned, in particular, by an iterative strategic initiative that appears to be driving stronger operational performance, improved investor returns and buoyed guidance.” In addition, the report from Egan-Jones concluded that the “recent trajectory of Genesco’s fundamentals and operating execution supports maintaining the current board composition while the Footwear First strategy continues to gain traction, particularly given recovering cash flow, modestly improving profitability, and early evidence of successful Journeys repositioning and store remodel performance.” Egan-Jones also noted that the strong total shareholder return of Genesco over the past year “demonstrates market optimism around the new strategy.” The Nashville-based shoe firm in May posted a first quarter net loss of $14.81 million on a net sales increase of 3 percent to $487.03 million. And last month, the owner of the Journeys chain named Jonathan Collins as its new senior vice president, finance and chief financial officer, starting Aug. 3. He succeeds former finance chief Cassandra “Sandra” Harris. Collins will report to Vaughn.

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7/21/2026

Icahn to Sell Auto-Service Chain Pep Boys to Mavis for $700 Million

Wall Street Journal (07/21/26) Thomas, Lauren

Carl Icahn’s company, Icahn Enterprises (IEP), has struck a deal to sell auto-service chain Pep Boys to private-equity owned Mavis Tire Express Services, according to people familiar with the matter. Mavis will pay roughly $700 million in cash under the deal, which is expected to be unveiled Tuesday, the people said. A subsidiary of Mavis is expected to take over the business from a subsidiary of Icahn Enterprises, the people said. Icahn Enterprises, known by its ticker IEP, is expected to hold on to some owned real estate, along with the AAMCO Transmissions and Precision Tune Auto Care businesses, the people added. Mavis, based in White Plains, N.Y., offers tire services and general automotive repair across its more than 3,600 owned and franchised shops around the United States and Canada. Its other auto-service center brands include Midas, Tire Kingdom and Tuffy. It is jointly run by brothers David and Stephen Sorbaro. A group of private-equity firms including BayPine and TSG Consumer Partners won an auction in 2021 to acquire Mavis in a deal that valued the auto-service chain at around $6 billion, including debt. Icahn bought Pep Boys in 2016 for around $1 billion after prevailing in a fierce bidding war against Japanese tire maker Bridgestone (TYO: 5108). He had been on the hunt for assets to compliment his existing portfolio of auto-related businesses. The bet proved more complex than anticipated. In 2018, IEP announced it was selling off Federal-Mogul after owning the car-parts maker for roughly a decade. One of IEP’s other auto businesses, Auto Plus, filed for bankruptcy in 2023. Last year, IEP transferred most of the real estate associated with its auto segment to a real-estate division of IEP. IEP is selling Pep Boys for more than the valuation it carried it at, but not much more, the people familiar with the matter said. Pep Boys was founded in Philadelphia in 1921. Today it counts over 750 locations across the United States and Puerto Rico, offering auto repair and tire services that include oil changes and brake maintenance. An acquisition of Pep Boys should help Mavis grow its presence into new and existing markets—particularly across the Western part of the United States where Pep Boys already has a sizable retail footprint.

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7/21/2026

Barington Capital Pushes Chemed for Strategic Review

Investing.com (07/21/26) Juricic, Louis

Barington Capital Group increased pressure on Chemed Corp. (NYSE: CHE) on Tuesday, calling for the holding company to conduct a strategic review and refresh its board of directors. Barington Chairman and Chief Executive Officer James Mitarotonda sent a letter to Chemed’s board stating the company has two outstanding businesses whose value is not being maximized, according to Bloomberg News. Mitarotonda wrote that Chemed has underperformed its peer group and the broader market, while its management and board have responded to challenges with insufficient urgency. Chemed, based in Cincinnati, operates two units: hospice provider Vitas Healthcare and plumbing and drain-cleaning services firm Roto-Rooter. Barington said it has held discussions with Kevin McNamara, Chemed’s Chief Executive Officer, and Michael Witzeman, the company’s chief financial officer. A Chemed representative did not immediately respond to a request for comment. The investor is urging the board to perform a strategic review and develop plans to improve profitability, including examining whether the current multi-business structure has led to under-investment in Roto-Rooter. Barington is also calling for cost reductions, starting with perks such as the CEO’s personal use of company aircraft, tickets for sporting events and club membership. The investor argues Chemed needs to rebuild its executive compensation program after shareholders voted against an advisory measure on it. Barington said the company also needs to refresh its board and has recommended a new director candidate.

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