6/2/2026

Elliott Management Builds $1 Billion Northern Star Stake

Australian Financial Review (06/02/26) Shapiro, Jonathan

Elliott Investment Management has built up a A$1 billion stake in Northern Star (ASX: NST), the ASX-listed gold mining giant already facing irate shareholders after failing to capitalize on the surge in demand for the precious metal. The arrival of one of the most aggressive funds on the register of the country’s largest gold miner will pile pressure on veteran Chairman Michael Chaney after a spate of production cuts wiped out $17 billion of shareholder value, sparking concerns of a discounted takeover play. Florida-headquartered Elliott oversees a portfolio of about $US80 billion ($111 billion) and has amassed about 4% of Northern Star’s register, according to people familiar with the fund’s activities who requested anonymity given the matter was confidential. The investment would be Elliott’s largest position in an ASX-listed company since 2017, when it led a high-profile campaign against BHP (ASX: BHP), then known as BHP Billiton, pushing it to collapse its dual-class share structure. Elliott is likely to demand Northern Star accelerate the appointment of a new chief executive – Stuart Tonkin announced his resignation in May but has yet to leave – a strategic review and sweeping changes to the board. Perth-headquartered Northern Star is the largest gold producer in Australia and operates the Kalgoorlie Super Pit – one of the biggest open-pit mines in the world as a result of a $16 billion merger with Saracen Minerals in 2021. But the company has failed to take advantage of the surging gold price and has faced operational setbacks and delays, leaving it vulnerable to a discounted takeover, amid increased merger activity in the sector. In March, Northern Star told analysts it expected to mine 1.5 million ounces of gold during the financial year, almost 20% below initial forecasts. The company blamed machinery problems at its flagship mine in Kalgoorlie for a series of production cuts that prompted furious analysts to speculate whether the company risked “being taken over at a discount." Some brokers have already speculated about the prospect that Northern Star could sell some assets, with UBS (NYSE: UBS) concluding in March that “the market would likely reward a cleaner, lower-risk portfolio, particularly if proceeds are recycled into returns or higher-tier production growth." Shares in Northern Star are down 30% this year, making it the worst-performing major gold miner on the ASX. The most direct comparison, Evolution Mining (ASX: EVN), is flat while a Van Eck exchange-traded fund that tracks gold miners and acts as a proxy for the sector is up about 4%. Over a three-year period, Northern Star shares have gained about 60%, well below Evolution’s 300% over the same time. A campaign for change at Northern Star would pit Elliott against one of the country’s most influential directors, Chaney. The 76-year-old businessman has been on the board since 2021, taking over after the company’s spectacular acquisition-led rise from junior miner into the top tier. Chaney is also the chairman of Perth-headquartered conglomerate Wesfarmers (ASX: WES), the owner of Kmart, Officeworks, and Bunnings, and was previously the chairman of National Australia Bank (ASX: NAB) and Woodside Energy (ASX: WDS). Northern Star’s market capitalization peaked at $44 billion in February, shortly after gold hit a record high of $US5597 an ounce as geopolitical tension and central bank buying drove record demand for the metal. Northern Star’s acquisition of smaller rival De Grey Mining in a $6 billion deal last year also added to investor optimism. That gave the miner control of the Pilbara’s Hemi resource, an asset many in the industry believe is one of the best undeveloped gold prospects in the country. But Northern Star’s market valuation has since slid to $26 billion, primarily due to production downgrades. The company also said that the Hemi mine would not produce gold until 2030, three years later than first thought. There have also been concerns that Northern Stars’ governance and disclosure processes have failed to keep pace with its rapid ascend into the ranks of the Australian share market’s largest companies. In January, the ASX ordered Northern Star to explain why it took almost a month to disclose that a crusher at its Kalgoorlie processing plant, a critical piece of equipment, had broken down. The delay raised the ire of analysts, who singled out Tonkin for poor communication with the market.

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6/2/2026

In Face of Activist Investment, a Preference for Chairman Choi’s Good Governance and Leadership Maturity Wins at Korea Zinc

International Business Times (06/02/26) Thompson, David

The Republic of Korea's corporate governance landscape is undergoing one of the most significant transformations the country has witnessed in decades, aimed at protecting shareholder interests, boosting management accountability, and increasing transparency requirements. In parallel with government initiatives to this effect, several activist investment funds are seeking to strengthen shareholder returns and redefine their relationships with the boards of companies in which they hold stakes. Rather than heralding an environment of instability, however, examples from the ongoing annual general meeting (AGM) season demonstrate that what we are witnessing is a refinement of governance practices, with a strong preference for striking a balance between investor oversight and leadership continuity. Last month, the incumbent leadership of Korea Zinc (KRX: 010130) witnessed a victory following an intense proxy fight, as investors sought to gain greater control over the company. In March, Samsung Electronics (KRX: 005930) also saw a successful re-endorsement of its leadership's direction, despite shareholders voicing stronger demands for returns. Several executive roles were also reconfirmed during the AGMs of Hyundai Motor Group (KRX: 005380), indicating a clear preference for continuity over change. This process is particularly relevant in industries that are critical to Korea's overall economic performance, including high-tech manufacturing, battery and EV technology, and the critical metals smelting and refining sector. Under President Lee Jae Myung's initiative to address negative perceptions of the so-called "Korea Discount" — referring to the lower valuation of Korean companies due to weak governance structures — extensive revisions have been implemented to the Commercial Code to strengthen minority shareholder rights alongside broader corporate governance reforms. Several domestic investment companies, as well as foreign hedge funds, have capitalized on the opportunities created by this new regulatory landscape to better represent their interests. These regulatory reforms have also begun to reshape corporate governance dynamics within Korea's most strategically significant conglomerates, highlighting both increased shareholder engagement and management-led efforts to align with the evolving governance framework. Korea Zinc, for example, has emerged as a notable case where incumbent management has sought to position the company in line with the direction of these reforms. The company has been involved in a high-stakes contest between its existing leadership, led by Chairman Choi Yoon-beom, widely regarded as the face of the company, and a consortium led by private equity firm MBK Partners and Young Poong — even though neither of these companies has experience in the metals smelting and refining sector, which would be critical to running the company properly. Given Korea Zinc's central role in critical minerals supply chains, the company is of strategic importance not only to the Republic of Korea but also to its allies' economic and geopolitical strategies, making developments at the company significant at the international level. Against this backdrop, Chairman Choi attempted to align the company with the proposed reforms and enhance the protection of minority shareholders, but the initiative was voted down by the MBK-Young Poong consortium. The decisions taken at Korea Zinc's AGM, including the reappointment of Chairman Choi alongside the election of two outside directors, demonstrate that despite pessimistic forecasts about investor pushback, shareholders recognize the value of governance maturity and a proven track record of profitability and sound management. Importantly, shareholder decisions have likely been influenced by the questionable governance records of Young Poong and MBK Partners. MBK Chairman Kim Byung-ju and other executives have been under investigation by the Prosecutors' Office on allegations of fraudulent activities. In addition, Young Poong has faced criticism over persistent deficits across several of its companies, alongside reported instances of accounting irregularities. While investor activism can produce constructive outcomes, the credibility of such demands must also be carefully assessed. The outcome of the AGM therefore represents not only a vote of confidence in Chairman Choi, but also in the broader vision and practices embodied by Korea Zinc's leadership. Given that corporate governance was the central point of contention in this year's AGM, the results carry particular significance. Combined with other examples from Korea's corporate landscape, it is clear that critical industries have reached an important juncture. The restraint demonstrated by shareholders throughout the AGM season, even as they pursue their interests, provides grounds for cautious optimism. It reflects the Korean business community's ability to move beyond a historically conservative governance culture while preserving leadership stability and institutional continuity. The result may well be a constructive compromise that fosters a more open and contestable corporate structure, long advocated by both government officials and international observers. Rather than triggering disorder, activist investor pressure is prompting a more thoughtful recalibration of governance in Korea. Companies are being challenged, but not destabilized. They are required to operate with greater transparency, justify their strategies, and engage more meaningfully with their shareholders. If sustained, this balance could emerge as one of Korea's most important competitive advantages, creating a system capable of accommodating scrutiny while preserving the continuity necessary for complex, capital-intensive industries to thrive.

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6/2/2026

Victoria's Secret Soars 50% as Turnaround Powers Upbeat Annual Forecasts

Reuters (06/02/26) Shekhar, Sanskriti; Venugopal, Aishwarya

Victoria's Secret (BMV: VSCO) shares jumped about 50% to a record high and were set for their best day ever on Tuesday, after the lingerie retailer raised its annual forecasts after posting double-digit quarterly revenue growth across its brands. The upbeat forecasts underscore CEO Hillary Super's efforts to stem several years of declining sales by reining in discounting and leaning back into its former "sexy" image. The company has revived its popular annual runway show after a six-year hiatus and in May announced it would change its ticker on the New York Stock Exchange to "VSXY" from "VSCO," saying "sexy has always been part of our DNA." "Victoria's Secret, PINK, and Beauty are gaining cultural relevance and expanding their customer files, and we have a strong pipeline of product launches, partnerships, and brand moments ahead," Super, who took charge in 2024, said on Tuesday. The results also reinforced a bifurcation in U.S. consumer spending, with higher-income shoppers continuing to spend on discretionary and "nice-to-have" items, while lower-income households pull back under persistent inflationary pressure and economic uncertainty. Shares of Victoria's Secret were last up 40% at $75.61 after hitting a record high of $81.28 earlier in the session. As of last close, the stock has nearly tripled in value in the past 12 months. About 19% of the company's publicly available shares are shorted, according to Ortex data, an elevated level that some analysts say could leave the stock exposed to a short squeeze. Victoria's Secret now expects fiscal year 2026 net sales in the range of $7.03 billion to $7.13 billion, compared with its previous range of $6.85 billion to $6.95 billion. The company, which is trying to fend off investor pressure, forecast annual adjusted operating income in the range of $550 million to $580 million, compared with its prior forecast of $430 million to $460 million. The company expects about $15 million in tariff impact in the current quarter. "The leadership team and strategies are beginning to bear fruit through an evolving assortment across brands, supported by improved messaging and brand storytelling," Telsey Advisory's Dana Telsey said. Sales rose 15% to $1.56 billion in the three months ended May 2, marking the company's fourth straight quarter of growth and topping estimates of $1.52 billion, according to LSEG data. Victoria's Secret also reported an adjusted profit of 60 cents per share, well above estimates of 30 cents.

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6/1/2026

HPE Names Chris Hsu to Board of Directors

Business Wire (06/01/26)

HPE (NYSE: HPE) announced the appointment of Christopher (Chris) Hsu, a Partner at Elliott Investment Management L.P., to its Board of Directors, effective immediately. Hsu will join the Board's Strategy Committee, as well as its Finance & Investment Committee. Hsu serves as Head of Portfolio Operations and Co-Lead of Private Equity at Elliott. Prior to joining the investment firm, he was CEO of Azibo, CEO of Micro Focus International and held leadership positions at HPE and Hewlett-Packard Company (NYSE: HPQ). He currently serves on the boards of Nielsen, Syneos Health (NASDAQ: SYNH), Cloud Software Group, and Redaptive. “We look forward to Chris bringing his past and current experiences to the Board in the execution of HPE’s strategy and driving value for shareholders,” said Pat Russo, chair of the Board of Directors, HPE. “HPE’s recent results reflect the strength of its strategy and strong execution by management, especially as the company integrates the Juniper acquisition. We look forward to Chris’s contributions to the Board’s work and HPE’s ongoing progress.” “Having spent valuable years of my career at HPE, I have an appreciation for what this company has built and for the opportunities ahead,” Hsu said. “HPE has strong assets that are well positioned for today’s networking, cloud, and AI needs. We have been encouraged by the meaningful progress HPE has made on the execution of its strategy. I look forward to working with the HPE board and management team.” “HPE is well positioned to benefit from the AI infrastructure buildout and strong enterprise IT demand,” said Jesse Cohn, Managing Partner at Elliott. “Today’s addition of Chris to the Board reflects our commitment to the company’s success. HPE has strategic and operational opportunities available to it, and we look forward to supporting the company as it executes on that potential.” The appointment was made in connection with HPE’s cooperation agreement with Elliott and reflects the Board’s ongoing commitment to long-term shareholder value creation. The agreement was filed on Form 8-K with the Securities and Exchange Commission in July 2025.

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6/1/2026

Toms Capital Ramps Up Campaign at Voya Financial

Bloomberg (06/01/26) Sun, Mengqi

Insurance company Voya Financial Inc. (NYSE: VOYA) is facing increased pressure from Toms Capital Investment Management to take M&A action and make changes. Toms Capital said in a letter to Voya’s board Monday that Voya should explore options, including a sale of the company, and engage with interested buyers. “As a high-quality franchise trading at a historically anomalous and self-inflicted discount, Voya is at an inflection point — one that this management team can no longer be trusted to navigate,” Toms Capital co-founder and Chief Investment Officer Benjamin Pass and principal Akash Bagaria wrote in the letter, which was reviewed by Bloomberg News. “The board’s continued inaction has become part of the problem.” The investor added that it believes multiple asset managers that would be logical buyers “signaled active M&A appetite and described their target profile in terms that map closely to Voya.” “We hope to see Voya finally get the value it deserves,” Pass and Bagaria wrote. Bloomberg News reported in April that Toms Capital had built a stake in Voya and was pushing for changes. The Voya campaign is a high-profile effort by Toms Capital, which tends to work behind the scenes and doesn’t usually write public letters. Shares of Voya have gained 22% over the past year, giving the company a market value of $7.36 billion. Toms Capital said in the letter that it still believes Voya to be a strong, but undervalued, company in financial services that is trading at a discount compared with its peers. The investor said Voya’s retirement and investment management segments have been performing well, having grown net assets and outperformed peers. Voya’s acquisition of benefits administrator Benefitfocus, though, was “ill-fated,” according to the letter. New York-based Voya, which provides retirement planning, insurance and workplace benefits, reported a 23% year-over-year increase in net income to $165 million for the quarter ended March 31. The letter to Voya comes amid a pickup in investor activity in asset management, which has been under pressure for years to consolidate against the backdrop of the rise of index funds. Nelson Peltz’s Trian Fund Management paid about $8 billion, or $52 a share, for asset manager Janus Henderson Group Plc (NYSE: JHG) in March after a bidding war from rival Victory Capital Holdings. Earlier this year, investment firm Nuveen paid £9.9 billion ($13.3 billion) for asset manager Schroders Plc (LON: SDR), creating one of the world’s largest active asset managers with almost $2.5 trillion of assets. Last year, New York-based Toms Capital pushed for strategic changes at Tylenol producer Kenvue Inc. (NYSE: KVUE). It has also built a stake in Target Corp. (NYSE: TGT). Reuters reported last week that Toms has an investment in spice maker McCormick & Co. (NYSE: MKC).

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6/1/2026

Uber Faces Prosus Challenge in Delivery Hero Pursuit

Financial Times (06/01/26) Smith, Kieran; Moens, Barbara

Uber (NYSE: UBER) faces a new challenge over its pursuit of Delivery Hero (DHER.DE), as a rival shareholder explores expanding its position to thwart a takeover attempt for the German food delivery group. Investment firm Prosus (AMS: PRX), which until last month was Delivery Hero’s largest shareholder, has spoken to other investors about the price for which they would sell their stakes in the business, according to people familiar with the matter. The move would pose a challenge to Uber, which has acquired a 37% stake in Delivery Hero, after a €33-a-share offer to buy the company — whose brands include Glovo, Talabat and Foodpanda — was rebuffed last month. Uber’s latest stake increase valued the group at more than €12 billion. Prosus, which had formerly had a 27% holding, had been forced to forfeit its voting rights and agreed to sell down its stake to “single digits” by August 2026 as part of a deal with EU antitrust authorities to acquire Just Eat Takeaway (Euronext Amsterdam: TKWY) last year. However, on Monday, the European Commission granted Prosus a waiver to extend the period by which it must sell down its position. It said the investment group “still has to fully comply” with its commitment to reduce its shareholding, but did not comment on the length of the extension. Prosus is considering using this waiver to temporarily increase its shareholding, either to thwart Uber’s takeover or to ensure it has a stronger bargaining position in any acquisition, according to a person familiar with the matter. The Amsterdam-based group could also seek to vote against any Uber takeover attempt, according to the person. Prosus had previously sold a 4.5 per cent stake to Uber in April, worth €270 million at the time. “The signals are that Prosus is close to being unshackled,” said Giles Thorne, head of European internet research at Jefferies. “The idea of tech sovereignty in the EU looks alive and well.” Prosus Chief Executive Fabricio Bloisi told the FT in December that the EU was at risk of becoming “irrelevant in terms of technology” due to its antitrust rules. The group has criticised European regulators for opening the door for an American takeover of Delivery Hero. One person familiar with Uber’s thinking said last week that the company was still weighing whether to pursue a formal tender offer for Delivery Hero and that a decision was probably “weeks away." Delivery Hero’s share price has risen more than 75% in the past month due to speculation of a potential takeover attempt.

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6/1/2026

After Settling With Jana Partners, Rapid7 Gets a New CEO

Boston Business Journal (06/01/26) Maffei, Lucia

After over ten years at the helm of one of Greater Boston's largest cybersecurity companies, Corey Thomas is no longer chief executive of Rapid7 Inc. (NASDAQ: RPD), though he's staying on as executive chairman. Rapid7 said Monday it appointed as CEO, effective immediately, current board member Wael Mohamed, one of the three members that the company added to its board last year after reaching a settlement with Jana Partners, which had been pushing for a sale of the business. Mohamed joined Rapid7's board as the founder of Global Forward Capital, a Singapore-based cybersecurity investment firm, and former CEO of Forescout Technologies, an enterprise security firm based in San Jose, Calif. He will be based in Boston, according to a spokesperson for Rapid7. Thomas, one of Boston's most influential business leaders, was promoted from COO to CEO of Rapid7 in 2012. Rapid7, one of the state's largest software developers by local headcount, helps enterprise customers improve the efficacy and productivity of their security operations — known as "SecOps." Its software help identify and remediate vulnerabilities, monitor for malicious behavior and investigate and shutdown cyber attacks. The firm had 476 local employees earlier this year, according to Business Journal research. In recent years, Rapid7 has reportedly explored a sale to private equity, but no deal has ever been finalized. "Wael quickly became an invaluable strategic advisor and partner to me," said Thomas in a statement. "His leadership will help customers see the benefit of Rapid7’s vision faster." In a separate statement, Mohamed said that Rapid7 has “the customers, technology, leadership, and talent to own the AI-SOC market." He added, "I am committed to driving focus on the core businesses where Rapid7 is excellent and honing all of our resources and effort into the success of that vision."

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5/29/2026

Executives at this Minnesota Company Commute Here by Plane. A Shareholder Wants to Change That.

Minnesota Star Tribune (05/29/26) Kennedy, Patrick

Most or all of Solventum’s (NYSE: SOLV) top leadership team, including CEO Bryan Hanson, live out of state, and one of its major shareholders is fighting the company over it. “We have never seen a situation like this where an entire C-suite is effectively remote,” the investor, Trian Fund Management, wrote in an open letter to the board in April. “In our view, this is not how strong organizations are built.” “We also expect this management team to start working together from one central headquarters and to stop commuting to work by private aircraft,” Trian wrote. “Shareholders are paying for this.” Trian said that besides Hanson, who lives in Florida, Solventum’s chief financial, commercial, human resources and transformation officers live in Connecticut, Illinois, Ohio, and Massachusetts, respectively. In addition, the presidents of its three main units — MedSurg, Health Information Systems and Dental Solutions — do not live in the same cities as the businesses are based. Trian officials declined to comment on details of the campaign. Solventum, too, declined to comment on whether its executives being outside Minnesota affected performance. But Trian in its latest letter said the health care company has done more to maximize compensation for a remote management team than increase shareholder value. Solventum, it said, has not delivered on its potential. The letters note that before the spinoff from 3M (NYSE: MMM), analysts estimated that a post-spin Solventum would have a market capitalization of $25 billion. Instead, it is $13 billion. The stock has had a total return of 11% since its inception, and its current market cap is $13.3 billion. Meanwhile, 3M’s total return has been nearly 70% since the spinoff. Analysts from Baptista Research in May characterized the Solventum-Trian back-and-forth as a conflict between a newly independent company and an aggressive investor. “The central question is whether Solventum needs more time or more pressure,” they wrote. Trian’s latest letter might have swayed a “say-on-pay” vote at Solventum’s May 14 annual meeting. The nonbinding advisory proposal on the company’s executive compensation program passed with 74% voting in favor. Average shareholder support at S&P 500 companies for say-on-pay votes is 91% this year, according to Semler Brossy, an independent consulting firm that tracks executive pay. Trian is a multibillion-dollar investment fund that was founded in 2005 by Nelson Peltz and Peter May. It controls about 5% of Solventum’s stock, which it acquired after company spun off from 3M Corp. in April 2024. Trian in 2024 proposed adding someone associated with the investment fund to the board. In 2025, it suggested adding an additional independent director nominated by Trian who has been CEO of a Fortune 100 health care company. Solventum declined both recommendations. In its April letter, Trian suggested three main avenues for change. The investment fund wants Solventum to more aggressively cut overhead costs, streamline its portfolio of businesses and be more aggressive buying back its own shares, which Trian says are currently undervalued. Solventum said the company welcomes input from shareholders and will continue to engage with them and increase shareholder value. “Since spinning in April 2024, Solventum has acted with urgency and delivered meaningful progress against a clear three-phased transformation to stabilize the business, enhance strategic focus and optimize the portfolio, while executing a highly complex separation," said Brad Puffer, a Solventum spokesperson. Trian also took issue with Hanson’s compensation at Solventum. “The CEO has already been paid more than $80 million in just over two years, while the business has gone backwards,” Trian wrote. (That total includes grant date values of long-term equity awards.) Trian questions why the management team doesn’t take fuller advantage of its headquarters, surrounding talent and the proximity to other leading public companies such as Medtronic (NYSE: MDT), UnitedHealth (NYSE: UNH), 3M, and Fastenal (NASDAQ: FAST). Solventum is not the only company with a remote CEO, and the value of having a chief executive live where a multinational company is based has been debated. A lot of travel is part of a Fortune 500 executive’s job. For example, James Cracchiolo, CEO of Ameriprise (NYSE: AMP), one of the best-performing Minnesota-based companies, lives in New Jersey. Former Target (NYSE: TGT) CEO Brian Cornell lived in Florida at least part of his time running the company. Yet Dave Bozeman of C.H. Robinson (NASDAQ: CHRW) and Linda Findley of Sleep Number Corp. (NASDAQ: SNBR) both chose to move to Minnesota, noting the need to be close at hand to guide turnarounds at those companies. Lauren D’Innocenzo, professor of organizational behavior at Drexel University’s LeBow College of Business, said there are pros and cons to being remote. The key for C-suite executives is how they present themselves, she said. “I’d never advocate for 100% remoteness, especially for C-suites,” D’Innocenzo said. “There needs to be some active in-person involvement as well." If executives are remote, they need to be purposeful and intentional in showing up at key company events, she said. In those moments, asking employees how they can serve them is more effective than asking what or how employees are doing things. “When you’re remote, you want to manage those perceptions that employees have,” D’Innocenzo said. In 2025, Solventum had annual revenue of $8.3 billion, with 58% of revenue coming from its MedSurg segment that makes wound care products, surgical supplies, medical tapes and stethoscopes. Trian wants Solventum to focus on the MedSurg business and “immediately” divest its dental unit (16% of 2025 sales) and health information systems business (16% of 2025 sales). Michael Piccolo, an analyst with Wedbush Securities, recently initiated coverage on Solventum with a “buy” recommendation that referenced Trian’s view of Solventum’s portfolio. “Our investment thesis centers on the divestiture and/or spin-off of non-core health information systems and dental solutions segments,” Piccolo wrote. “We believe the probability of near-term portfolio action is high.”

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