10/24/2025

Dye & Durham Shares Dive as CIBC Backs Out of Leading Sale Process

Toronto Globe and Mail (10/24/25) Silcoff, Sean

Dye & Durham Ltd. (DND) stock plummeted for the second time in a week Thursday after the company disclosed that CIBC Capital Markets had backed out of leading D&D’s sale process, three days after being announced as an adviser to the embattled real estate software provider. The Toronto company said in a release that CIBC (CM) “has decided not to proceed as financial adviser,” adding the board was looking to hire a replacement and remains committed to a strategic process that could lead to its sale. Dye & Durham stock hit an all-time low of $4.20 before closing at $4.33, down 16.7% on the day. The stock also fell sharply on Monday after ex-chief executive officer Matt Proud withdrew his offer to buy the company for $10.25 a share. It has shed more than one-third of its value this week and is 81-per-cent off its 52-week high from last December. D&D has had a brutal 2025, following Proud’s exit and the election of a new board last December after a successful activist campaign led by hedge fund Engine Capital LP. The new board’s efforts to hire a CEO dragged on as D&D’s results disappointed and it rehired and then quickly fired a former chief financial officer. D&D also had to seek permission from its lenders to delay filing its annual financial statements, which remain overdue. Also this month, S&P Global Ratings and Moody’s Ratings cut their credit ratings on the company, flagging concerns about its leadership and governance issues. Proud led his own activist campaign against his former company earlier this year, agreeing to back off in July when D&D reached a standstill agreement with him. Under the deal, D&D appointed a new director suggested by Proud, one of the company’s largest shareholders through his private company Plantro Ltd., and it promised to launch a strategic review by the end of the year. Then last month, Proud tabled his offer, supported by former board members Tyler Proud – his brother – and Ronnie Wahi. D&D responded by enacting a poison pill to prevent what it warned could be a creeping takeover. Proud blamed his decision to pull the offer on a “material deterioration” in D&D’s earnings, a lack of engagement by the board on his offer, concerns about potential debt default and the recent sale of a British business owned by the company, among other reasons. The company hit back with a lawsuit to enforce their co-operation agreement and accused Proud of making misleading statements about its financial leverage and future prospects. D&D said in its release Thursday it was nonetheless willing to settle its litigation if Proud and Plantro “unequivocally reaffirm their commitment to the bargain struck in July, abide by the Cooperation Agreement and respect the principles of a fair and transparent strategic review.” D&D’s continuing turmoil follows years of concerns by large shareholders about the acquisitive company’s rising debt, its management and governance under Proud’s leadership, which culminated in their support for Engine’s campaign last year. Engine founder Arnaud Ajdler is chairman of D&D.

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10/24/2025

Why Jana’s Partnership with Travis Kelce Could Tip the Balance and Revive Six Flags’ Business

CNBC (10/24/25) Squire, Kenneth

Six Flags Entertainment (FUN) is a regional amusement-resort operator with approximately 27 amusement parks, 15 water parks, and nine resort properties across 17 states in the United States, Canada, and Mexico. The company has a stock market value of $2.60 billion ($25.63 per share). Jana Partners has an approximately 9% stake in Six Flags Entertainment. Jana is a very experienced activist investor founded in 2001 by Barry Rosenstein. On Oct. 21, Jana announced that it had partnered with Travis Kelce, Glenn Murphy, and Dave Habiger in an investment in Six Flags Entertainment and plans to engage with the company’s board and management regarding opportunities to enhance shareholder value and improve the guest experience. In November 2023, Six Flags announced that it would be merging with Cedar Fair. While this news received backlash from some investors, most notably from activist Land & Buildings, the merger was completed in July 2024. At the time, this merger seemed like an opportunity to combine Six Flags’ regional dominance in amusement parks, strong licensing arrangements, and modern tech and pricing backbone with Cedar Fair’s operational discipline, best-in-class park experience and high customer satisfaction rate to generate synergies and elevate Six Flags’ asset value. However, this arrangement has not really gone as planned. In the second quarter, Six Flags faced severe weather conditions during their typical peak May to June season, which resulted in substantial EBITDA and attendance misses. Moreover, the company entered this period highly levered from the merger, and these misses only amplified the company’s balance sheet problems in the eyes of investors. This sent Six Flags’ share price down over 58% from the completion of the Cedar Fair merger to the day prior to Jana’s announcement. Stock action like this on otherwise strong businesses that is due to an idiosyncratic event like weather that is not likely to recur generally gets the attention of good value investors. However, Six Flags does have other issues, namely poor operational execution, integrating the Cedar Fair merger and identifying a new CEO, as CEO Richard Zimmerman has announced he is stepping down from his role at the end of 2025. Jana Partners is now the fifth activist investor in this stock. Others include Sachem Head (4.82%), H Partners (4.59%), Dendur (4.38%), and Land & Buildings (n/a). All of those other activists, except L&B, have received board representation. Jana, as it often does, is coming in with an All-Star team: Glenn Murphy, executive chairman of Petco and former chairman and CEO of the Gap; Dave Habiger, chairman of Reddit; and NFL Superstar Travis Kelce. The investment group holds a roughly 9% economic interest and plans to engage Six Flags’ board and management team to explore ways to enhance shareholder value and improve the guest experience. Much of Jana’s campaign echoes the qualms already raised by the other activists in the stock, including the company’s potential to unlock value by reinvigorating the business as a standalone company with a new CEO and/or monetizing the real estate, or even selling the entire company. Regardless of which plan is pursued, the company must immediately start down the road of fixing its operational issues. Operationally, Six Flags has forfeited a substantial opportunity by failing to integrate its consumer-facing technology. More than a year post-merger, Six Flags still operates over 10 different apps, and even basic transactions like purchasing a season pass on the website have been unreliable, so modernizing and streamlining this technology could go a long way. The company also needs to reexamine its operating strategy during inclement weather and adopt a more disciplined capex framework. For example, despite this poor weather during the second quarter, Six Flags still kept its parks open on more days during this quarter than the same period last year, resulting in significant and unnecessary losses. Jana also believes Six Flags has the opportunity to leverage its existing real estate to implement year-round and inclement weatherproof experiences, such as indoor skydiving and trampoline parks. Next, the company needs to reinvigorate its advertising and marketing. Six Flags is one of the most recognizable entertainment brands, but its advertising has been stale, abandoning regional marketing efforts while also missing the opportunity to leverage its national scale. While the new CEO will likely have good ideas in this area, having access to Travis Kelce, one of the most popular and liked celebrities in the world across all demographics is a valuable potential marketing asset. Kelce has not signed on as a brand ambassador or in any capacity other than as a shareholder, but he is a true fan of amusement parks like Six Flags, has already added advertising value to the company just by talking about it on his podcast, and there is always a potential to do more with him either informally or through some sort of an agreement. Brand revitalization catalyzed by Kelce’s active involvement provides a meaningful opportunity to lift attendance and engagement at Six Flags. Finally, and probably most importantly, the ongoing effort to name a new CEO presents a golden opportunity to recruit a world class operator capable of executing upon these initiatives. In the world of shareholder activism, there are not many better opportunities for value creation than the activist having a say in identifying a new CEO for a great but struggling business. That all being said, a CEO vacancy is also often the perfect time to explore strategic alternatives, and Jana is still urging the company to evaluate a potential sale of underperforming parks and/or the entire company. Should Six Flags position itself for a sale, there would likely be both private equity and strategic interest. Apollo, for example, attempted to acquire Cedar Fair back in 2010 before their merger fell through due to lack of investor support. In terms of strategics, the growing media and entertainment trend of integrating physical park assets into cross-platform media ecosystems makes the industry a logical candidate. Media titans like Disney and Comcast have already provided the blueprint on how to leverage amusement parks to promote intellectual property. "Jana is a highly experienced activist with a track record for showing up with operators tailor-made for a company’s specific problems, and that’s exactly what they have done here," concludes Ken Squire, founder and president of 13D Monitor. "The perfect brand ambassador and two corporate legends with almost unparalleled consumer and technology-based operational turnaround expertise may be exactly the medicine required here. With that in mind, we would normally argue that this is too crowded of a shareholder base for Jana to gain board representation, as there are already six directors on the board who were appointed pursuant to an activist settlement. However, we believe that the activists with representatives already on the board are like-minded to Jana and would welcome directors of this quality to help pursue a path they all seem to agree on."

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10/24/2025

Novo Nordisk's New Chairman has 'Carte Blanche' After Board Clear-out

Reuters (10/24/25) Fick, Maggie; Gronholt-Pedersen, Jacob

A boardroom shake-up at Novo Nordisk (NVO) has handed unprecedented power to its top shareholder, the Novo Nordisk Foundation, rattling investors despite calls for stronger leadership at the drugmaker behind weight-loss treatment Wegovy. Once Europe's most valuable firm thanks to its blockbuster obesity drug, Novo Nordisk has stumbled in the last year. Slowing sales and intensifying competition from U.S. rival Eli Lilly (LLY) have eroded its market share and shaken investor confidence. The Novo Nordisk Foundation, which holds more than three-quarters of the firm's voting shares, this week pushed out Novo's board chairman and independent members for not acting quickly enough to stem the decline in its key U.S. market. Foundation chair Lars Rebien Sorensen — a former long-time Novo chief executive — will also become the company board chairman. The dual role is unprecedented in the firm's history. Evan Seigerman, healthcare analyst at BMO Capital Markets, said the move showed the Foundation — which says on its website that it plays an "arm's length" role in the company — was in full control, given its 77% vote share. The Novo Nordisk Foundation, established in 1989 though with roots back to the 1950s, was set up to ensure financial and strategic stability of the Novo Group while advancing scientific research and humanitarian causes. Foundation and incoming company chair Sorensen, who led the company from 2000-2016, has publicly backed CEO Mike Doustdar, a long-time company insider appointed in July. "Doustdar has the steering wheel in his hands, but of course he will have a board chairman who will look upon him with very strict eyes," said Flemming Poulfelt, a professor emeritus of management and strategy at the Copenhagen Business School. Sorensen has said he plans to serve as chairman for 2-3 years. Mikael Bak, head of the Danish Shareholders' Association which he says has 17,000 members — a majority of them invested in Novo — said the foundation ownership model needed an arm's length approach and an independent board to support the CEO. "What we need to make sure is that the Foundation and Novo Nordisk is not mixed up," he told Reuters, calling for an independent chairman to be installed within 18 months. "Our message is that this has to be short." Sorensen's dual role is being seen as a test of the foundation-ownership model also used by other big Danish firms like Maersk and Carlsberg. Rajesh Kumar, an analyst at HSBC, said the foundation was "not being unlike an activist investor," a break from the norm where foundations usually gave more leeway to management. "What we have is an unprecedented concentration of power," said Thomas Bernt Henriksen, a business columnist at Danish newspaper Berlingske. Novo's shares are down some 5% since the board shake-up, extending a decline that has seen the stock lose two-thirds of its value since a 2024 peak. Doustdar is now leading a sweeping restructuring aimed at refocusing the company and cutting costs. Even before the board upheaval, he faced a daunting task. The company issued a profit warning on the day of his appointment, triggering a share fall of as much as 30%. Within months, he announced plans to cut 9,000 jobs, more than half of them in Denmark. "As a new CEO trying to find your space, I don't know. I'm just glad that I'm not the new CEO," said a senior life sciences executive in Denmark, asking not to be named. Doustdar's public comments have echoed the urgency voiced by Sorensen, who criticized the previous board for its sluggish response to competitive threats. Investors have responded positively to the restructuring plan, with Novo's shares up since the announcement. Sorensen's tighter grip on management has been welcomed by some investors. Markus Manns, a portfolio manager at Union Investment and Novo Nordisk shareholder, said the company has made several "strategic missteps" in recent years. That included launching Wegovy without enough manufacturing capacity, losing its first-mover advantage and underestimating both the self-pay consumer segment and the risk from compounded copycat drugs market in the U.S. "The board cannot be given a good review on its performance in overseeing Novo given the company's major strategic missteps in the U.S.," agreed Claus Henrik Johansen, CEO of Global Health Invest, a Danish healthcare investment fund. Manns said a strong board could be a good thing, though Novo ideally would also have a strong CEO to match it. "We have to watch how the relationship plays out," he added. "Governance is certainly an issue, but in the current situation shareholders might accept this deficit temporarily."

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10/23/2025

Honeywell Posts Better-than-expected Third-quarter Earnings, Lifts Annual Guidance

StreetInsider.com (10/23/25)

Honeywell (HON) reported third-quarter income which exceeded expectations, leading the conglomerate to raise its full-year guidance despite the separation of specialty chemicals subsidiary Solstice Advanced Materials at the end of this month. Among Honeywell’s sprawling operations, which include everything from industrial automation to sustainability solutions, its aerospace technologies division was one of the main drivers behind a 7% uptick in group-wide sales. Total revenue of $10.41 billion also exceeded Wall Street projections. Earlier this month, Honeywell executives said the aerospace unit had been bolstered by demand for aviation electronics — items that have not been as exposed to recent decreased availability of raw materials. Attaining engine manufacturing parts like castings and forgings, on the other hand, has proved to be more difficult for Honeywell, but signs of improvement have begun to emerge. Organic sales at the aerospace business climbed by 12% to $4.51 billion, topping expectations of $4.32 billion. Honeywell said the aerospace unit's commercial original equipment returned to growth during the quarter thanks to higher shipment volumes, while orders expanded at a double-digit rate. Meanwhile, sales at the group's industrial automation segment, which helps factories and warehouses mechanize their operations, rose by 1%. Analysts had anticipated that the figure would slip by 2.2%. The results come as Honeywell, under pressure from activist investor Elliott Management, is splitting into three independently listed companies. Its aerospace and automation units will become separate entities, along with its Solstice advanced materials segment. "As we progressed toward separating into three industry-leading public companies, we drove strong financial results and unlocked new value creation opportunities during the third quarter," said CEO Vimal Kapur in a statement. Although the spinoff of Solstice — set to be completed on October 30 — is tipped to impact full-year returns, Honeywell raised its annual adjusted earnings per share guidance to $10.60 to $10.70, up $0.10 from its prior guidance range at the midpoint. Sales for the fiscal year are now expected to be $40.7 billion to $40.9 billion, versus $40.8 billion to $41.3 billion previously.

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10/22/2025

Travis Kelce Teams Up With Investor for Activist Campaign at Six Flags

Wall Street Journal (10/22/25) Thomas, Lauren

An activist investor pushing for big changes at Six Flags (FUN) has teamed up with Travis Kelce. New York-based hedge fund Jana Partners, the National Football League star and other investors have a combined stake of about 9% of the theme-park operator’s shares, or $200 million. Jana managing partner Scott Ostfeld unveiled the position and detailed their thesis at a conference Tuesday afternoon. The news sent Six Flags shares up roughly 18% Tuesday, giving the company a market value of around $2.6 billion. Prior to that, the company’s shares had been down roughly 50% year-to-date, weighed down by bad weather and declining visits to its parks. Jana wants Six Flags to improve its marketing and the customer experience at its parks. It also sees opportunities to modernize technology, refresh leadership and evaluate a potential sale as ways to boost the company’s share price. Ostfeld said at the 13D Monitor Active-Passive Investor Summit in New York that there is a big opportunity to boost park attendance and improve the Six Flags brand with Kelce’s backing. Investors in Six Flags have been taken for a “vomit-inducing ride,” in large part due to self-inflicted errors, he said. Kelce, long a well-known athlete, became a household name more recently thanks to his relationship with pop megastar Taylor Swift. News of their relationship broke in 2023 and the pair revealed their engagement in August. Kelce is a self-described theme-park “superfan” who grew up frequenting parks in his home state of Ohio, including Cedar Point. He talked about his affinity for roller coasters on a prior episode of his popular “New Heights” podcast, which he hosts with brother Jason, a former Philadelphia Eagles player. “I am a lifelong Six Flags fan and grew up going to these parks with my family and friends,” Kelce said in a statement. “The chance to help make Six Flags special for the next generation is one I couldn’t pass up.” Kelce shared videos of himself enjoying Cedar Point rides as a child on his Instagram account Tuesday afternoon. “I have some exciting news!!!” he wrote of his investment in Six Flags. Activist investors often enlist celebrities to bring awareness to campaigns, especially those at consumer-facing companies. The celebrity partners typically share in profits if a targeted company’s shares rise. Jana in the past tapped retired basketball star Dwyane Wade and former baseball player CC Sabathia as special advisers on a campaign at pet-food maker Freshpet (FRPT). Shaquille O’Neal joined the board of Papa John’s (PZZA) after fellow activist Starboard Value invested in the pizza chain. As part of its Six Flags investor consortium, Jana also brought in former Gap CEO Glenn Murphy and Reddit chair Dave Habiger. The two men are potential board nominees, according to Ostfeld, while Kelce isn’t. Jana is known for pushing for changes at Whole Foods before its sale to Amazon and for urging Apple to make its phones safer for young people. Murphy had partnered with Jana on the Whole Foods investment. Six Flags said in August that Chief Executive Richard Zimmerman would exit by the end of the year and kicked off a search for a replacement. Earlier this month, it announced that both its executive chairman and lead independent director would step down at the end of the year. Other activist investors have already piled in: Six Flags added an executive from hedge fund Sachem Head Capital Management to its board earlier this month. And last month, real estate focused activist Land & Buildings reiterated a previous push for Six Flags to sell or spin out its real estate into a real-estate investment trust.

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10/22/2025

Staar Surgical's Top Investor Calls Shareholder Meeting to Remove Directors

Reuters (10/22/25) Sunny, Mariam

Medtech firm Staar Surgical's (STAA) biggest investor, Broadwood Partners, is planning to call a shareholder meeting to remove several directors, it said on Wednesday, amid tensions over a proposed takeover by Swiss eyecare firm Alcon (ALCC). Investment firm Broadwood has 27.5% stake and has actively opposed Alcon's acquisition, saying the offer did not reflect Staar's recent financial improvements and that the board has failed to fully assess alternative options. "It is clear to us that the board no longer has the confidence of shareholders, and that new directors are needed to properly steward the Company and restore shareholder trust," Neal Bradsher, Broadwood founder and president, said. The investors are scheduled to vote on the proposed deal on Thursday. Staar declined to comment on Broadwood's announcement. At least two other investors, Yunqi Capital and Defender Capital, which together own 6.5% stake, have also objected to the proposal, bringing the opposition to nearly 34% of outstanding shares. Earlier this month, proxy advisory firm Institutional Shareholder Services recommended Staar investors to reject the offer, citing the biggest shareholder's opposition and "various deficiencies, disconnects, and uncertainties" tied to the deal. Alcon said in early August that the boards of both companies had approved its offer of $28 per Staar share, valuing the business at $1.5 billion. Staar, which produces and markets implantable lenses for the eye, has struggled with declining revenue and a collapse of sales in China.

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10/22/2025

SEC Chief Fast Tracks Agenda, Averting Slog Through Rule Changes

Bloomberg Law (10/22/25) Ramonas, Andrew

SEC Chairman Paul Atkins is pursuing quick fixes to relax corporate reporting and restrict activist investors, with any lasting regulatory rollbacks many months, or even years, away. The SEC under the Trump appointee in July urged a federal court to toss Biden-era climate reporting requirements, in part to avoid the lengthy rulemaking that would be needed to undo them. The SEC in September then advised companies they can funnel investors’ fraud claims into mandatory arbitration, without new rules. Atkins also suggested in a speech this month that companies could block votes on shareholders’ environmental and social proposals now, using existing Delaware law. All three efforts raise the question of how far Atkins can go to make sweeping changes absent rulemaking. The Republican is working to propose new shareholder resolution and disclosure rules by April 2026, while trying to bring faster relief to companies. Atkins has said in recent months that he wants to have a “fundamental reassessment” of shareholder proposal regulations. The timeline for the various changes is unclear, though Atkins has pledged to fast-track periodic reporting changes, after President Donald Trump pushed for them in September. The SEC usually takes at least a year to adopt a regulation after the agency proposes it. Timing can vary based on how long the SEC takes to gather public input on a proposal and make any necessary changes. Subsequent lawsuits can keep rules in limbo for years. Atkins doesn’t need formal updates to ease public company requirements and advance other priorities, if new guidance on existing regulations is sufficient, said Lawrence Cunningham, director of the University of Delaware’s Weinberg Center for Corporate Governance. The SEC chairman also must consider the resources he has available with staff cuts and a government shutdown, Cunningham said. “He’s got a big toolbox to try to figure out, ‘OK, we’re on this. How can we lean on this agenda optimally?’” Cunningham said. Atkins' Oct. 9 remarks about curbing investors' environmental and social proposals came without public vetting by agency commissioners — and while most of SEC employees were furloughed due to the government shutdown that began Oct. 1. The chairman said he had “very high confidence” that the SEC would support company requests to block the shareholder proposals at their annual meetings under Delaware law. The agency is working to tighten its own rules for investors to file resolutions, but the process “does not happen overnight,” Atkins said.

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10/21/2025

Vanguard Adds $1.4 Trillion S&P Funds to Investor Proxy Program

Bloomberg (10/21/25) Greifeld, Katie

Vanguard Group is expanding its proxy voting program — designed to give shareholders a greater say on corporate resolutions at portfolio companies — to add the investment giant’s oldest index fund. Both the mutual fund and exchange-traded fund share classes of the Vanguard 500 Index Fund are set to be part of the firm’s Investor Choice program in 2026, according to a press release Tuesday. That includes the $645 billion Vanguard 500 Index Fund (ticker VFIAX) and the $769 billion Vanguard S&P 500 ETF (VOO), which ranks as the world’s largest ETF. With the additions, Vanguard’s Investor Choice program now spans more than half of the Valley Forge, Pennsylvania-based firm’s roughly $6 trillion in US equity index assets. Vanguard, which owns a stake in virtually every US-listed public company through its stable of index funds, launched the program in 2023 as an avenue for individual investors to indicate how they’d like Vanguard to vote during companies’ proxy ballots. Peers like BlackRock Inc. (BLK) and State Street Corp. (STT) have similar initiatives. The fund managers have been scrutinized by investors and politicians in Republican-led states over their big sway over companies and for promoting so-called liberal topics like climate change. Last week, Glass Lewis & Co. — which provides voting advice to large investment firms and has faced criticism from Republican leaders for supporting pro-environmental, social and governance issues — said it’s ending its decades-long practice of providing benchmark recommendations for shareholder votes. Institutional Shareholder Services, its biggest rival, said it will give its advice for investors who want it. In addition to the Vanguard 500 Index Fund, share classes of the Vanguard Extended Market Index Fund and the Vanguard Institutional Index Fund will also be added in 2026, the release said — doubling the number of eligible investors to roughly 20 million. More than 80,000 investors in Vanguard’s Investor Choice program made a policy selection during the 2025 proxy season. “Central to Vanguard Investor Choice is the core belief that investors should have the option to express a preference for how their index-fund holdings vote,” John Galloway, Vanguard’s global head of investment stewardship, said in the release.

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