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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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5/29/2026

Toms Capital has Built Stake in McCormick as it Works on Unilever Food Deal

Reuters (05/29/26) Herbst-Bayliss, Svea; Summerville, Abigail

Toms Capital Investment Management, a U.S. hedge fund, has built a significant stake in McCormick & Co (MKC.N), according to sources familiar with the matter, at a time the U.S. food company is working on a prominent takeover deal. Run by Benjamin Pass, Toms Capital invested in McCormick during the second quarter after the spice company announced its planned acquisition of Unilever's (ULVR.L), said the sources who were not permitted to discuss the matter publicly. The size of its stake and what Toms Capital intends to push for at McCormick could not immediately be learned. Unlike some investors, Toms Capital prefers to stay in the background and push for changes out of the limelight, rather than launching public and noisy campaigns. A successful takeover of Unilever's food business would create a $65 billion sauce-and-spice giant, home to brands including Hellmann's mayonnaise and French's yellow mustard. It would help Hunt Valley, Maryland-based McCormick tap London-headquartered Unilever's global scale and expertise, company executives told investors after the plans were announced in late March. A representative for Toms Capital declined to comment, while a representative for McCormick could not be reached for comment. Both companies' share prices have been under pressure since the deal was announced. McCormick has underperformed the State Street Consumer Staples Index (XLP.P) by 15% and Unilever has underperformed the MSCI Europe Consumer Staples Index by 8%. The deal is expected to close by mid-2027, subject to regulatory and McCormick shareholder approval. Unilever shareholder approval is not required, the companies said. McCormick has been engaging with institutional investors who have told the company they see the merits of the deal but are pushing for it to close more quickly, a separate source familiar with the discussions said. The deal has also raised concerns about its structure and antitrust risks. In the past, Toms Capital has owned a stake in Kenvue (NYSE: KVUE) and pushed for a merger. The Band-Aid and Tylenol maker sold itself to Kimberly-Clark (NASDAQ: KMB) for nearly $48.7 billion last year. More recently, the hedge fund has pressed Voya Financial (NYSE: VOYA), which oversees some $1.1 trillion in assets under management, to sell the entire company or sell its health insurer unit.

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5/28/2026

Fertitta-Owned Firm to Buy Caesars Entertainment in Nearly $18 Billion Leisure Push

Reuters (05/28/26) Tripathy, Anshuman

Caesars Entertainment (CZR.O) said on Thursday it will be bought out by Tilman Fertitta-owned firm in a $17.6 billion deal, as the hospitality billionaire looks to expand his leisure empire. The deal, which will take one of the Las Vegas Strip's most prized casino operators private, includes about $11.9 billion in assumed debt, the company said. Shares of the casino operator rose 2.5% in premarket trading and have gained about 16% since the deal was first reported in February. Fertitta, the U.S. ambassador to Italy and San Marino and owner of Fertitta Entertainment, offered $31 per share — a nearly 50% premium to the stock's closing price before the deal was first reported. Top executives, including CEO Tom Reeg and CFO Bret Yunker, are expected to stay on. The deal includes a "go-shop" period through July 11, allowing Caesars to consider and negotiate alternative proposals. Fertitta Entertainment, which owns the Golden Nugget Hotel and Casinos and basketball team Houston Rockets, had approached Caesars in 2018 about merging it with his own gaming empire, Reuters had reported. Through his restaurant and hospitality company, Fertitta owns more than 600 properties in 36 states and over 15 countries, including casual dining brands such as Rainforest Café and Bubba Gump Shrimp. Caesars combined with smaller rival Eldorado Resorts in 2020 to form one of the biggest casino and entertainment companies in the United States — a deal set in motion after Carl Icahn built a stake a year before and pushed the company to pursue a sale. Caesars controls more than 50 casinos across North America, including Caesars Palace, Harrah's and Eldorado. It also runs a retail and online sports-betting app. The company faces mounting pressure as fewer visitors to Las Vegas — its core market — dent revenue at resorts, hotels and casinos, while its online betting arm trails larger rivals like FanDuel and DraftKings and faces growing competition from prediction markets.

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5/28/2026

Korea to Require Digital Shareholder Meetings for 210 Top Companies

Korea Times (05/28/26) Kyung-min, Lee

Korea is moving to dismantle one of the most persistent inconveniences of its corporate governance calendar, mandating electronic shareholder meetings for the country’s largest listed companies in a sweeping regulatory overhaul aimed at expanding investor participation. The Ministry of Justice said Thursday that it has proposed amendments to the enforcement decree of the Commercial Act that will require electronic general meetings of shareholders for companies with total assets of at least 2 trillion won ($1.3 billion), covering 210 listed firms as of the end of 2025. Officials said the measure is designed to address long-standing criticism that traditional shareholder meetings, often concentrated on a single annual “peak season,” have effectively excluded retail and overseas investors who cannot travel to physical venues. Under the new rules, affected companies will be required to provide systems allowing shareholders to attend and vote remotely through the internet, effectively enabling participation “anytime, anywhere,” according to the ministry. The ministry said the reform will establish detailed procedural standards for running hybrid and fully electronic meetings, including authentication methods, voting systems and safeguards to ensure the legitimacy of remote participation. The move follows recent revisions to the Commercial Act requiring listed companies to adopt electronic shareholder meetings and represents an early-stage implementation framework focused on large corporations. The ministry said the 210 affected companies include 201 firms listed on the benchmark KOSPI and nine on the secondary Kosdaq. Justice Minister Jeong Seong-ho said the reform would remove barriers of time and distance that have limited shareholder rights. He said the government would continue working to improve investor access and strengthen communication between companies and shareholders. The ministry said it will cooperate with the Korea Securities Depository to conduct a mock electronic shareholder meeting in the second half of 2026 in preparation for full implementation. The system is scheduled to take effect on Jan. 1, 2027.

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5/28/2026

Korean Scheme Bolsters Shareholder Activism but Fails to Draw Foreign Capital

Asia Asset Management (05/28/26) Hui, Chinghoo

A two-year-old South Korean scheme to draw foreign capital into local stocks has failed to realize its potential thus far, but has bolstered shareholder activism, according to financial industry players who shared their insights at Asia Asset Management’s recent investment forum. The Corporate Value-add Programme was launched in February 2024 to address the so-called “Korean discount,” where stocks trade at relatively lower valuations compared to global peers. It includes measures such as tax reforms and voluntary disclosure to enhance transparency and corporate governance. According to Daniel Yoo, head of global asset allocation division at Yuanta Securities Korea and one of three participants in a panel discussion at the forum in Seoul on May 20, the share of global investments in the Korean stock market remains small because foreign investors are put off by high volatility and low returns. He said the average shareholder return rate in Korea is only around 30%, whereas it's 90% in the United States and 55% in Japan. He suggested that the government should refine the value-add program by strengthening shareholder policies to encourage long-term commitment from foreign investors and foster a more stable investment environment. Another panelist, Je Ho Byun, director general of the Financial Services Commission's capital markets bureau, said shareholder activism has improved since the program was introduced. He said shareholders are more willing to voice opposition and pursue legal actions against listed companies. According to the third panelist, Hyunyoung Hwang, research fellow at the Korea Capital Market Institute, the value-add program plays a crucial role in improving market efficiency and transparency. He highlighted voluntary reporting as one of the major changes introduced in the program. It incentivizes listed firms to disclose their three-year corporate value-add plans, including financial status and management strategies by providing benefits such as tax incentives. Hwang said that as of last month, around 714 companies, representing 77% of Korea's stock market capitalization, have submitted their value-add plans to financial regulators.

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5/28/2026

Ousted BP Chair Met Shareholder Elliott Without Direct Knowledge of Other Directors, Sources Say

Reuters (05/28/26) Nasralla, Shadia

Ousted BP (BP.L) Chairman Albert Manifold met with shareholder Elliott Management during his tenure without telling fellow board members directly, two sources with knowledge of the matter told Reuters. BP dismissed Manifold this week after less than eight months as chairman, sending BP's shares plunging and dealing a blow to the leadership's attempt to prove that it had steadied the ship. BP cited governance and conduct issues when it ousted Manifold. BP hired Manifold last year to oversee its efforts to rebuild investor confidence after years of strategy and leadership changes and high debt. He replaced Helge Lund, whose shareholder support sagged before his exit. Manifold's previously unreported meetings with Elliott come on top of complaints about bullying behavior to both executive and lower-level staff which alarmed the board, according to sources. Manifold's interactions with Elliott were not technically a breach of any specific rule and not the main reason for his dismissal, but were an example of acting unilaterally and not in good faith towards other board members, one of the two sources with knowledge of the matter said. The meetings with Elliott were not hidden from the company because Manifold had informed BP's investor relations team that he met Elliott on several occasions and all shareholder interactions should have been reported to the board as part of routine investor relations updates, said one source with knowledge of the matter. Elliott disclosed last year that it had a stake of over 5% in BP and has given no public update since then on how much of the company it owns. Elliott wanted BP to cut costs, shift focus and spending from renewable projects to oil and gas and simplify BP's organizational structure, sources have told Reuters over the past year. Manifold wanted to accelerate the revamp of BP, which implemented most of these changes in recent months. Elliott did not reply to requests for comment on any meetings with Manifold. BP declined to comment and, when asked about the way information is supposed to flow about such meetings, referred back to earlier statements about Manifold's conduct. Manifold has said his dismissal came without warning, that he disputed the characterization of his conduct and was ready to challenge any "false narrative." "Is it possible that in my determination to drive change on costs, performance, the balance sheet and shareholder communications, I pushed hard and challenged people directly Yes, it is," he said in a statement on Thursday. "What I do not accept is that lies can be told about me, nor that anyone should be allowed to hide behind anonymity when commenting on my time at BP," he added. Manifold has Mishcon de Reya to represent him in the aftermath of his dismissal, a source previously told Reuters on Wednesday. A spokesperson for Manifold declined to comment on Thursday regarding what, if any, action he was planning to take against BP. Manifold's departure is the third abrupt or forced exit of a senior BP leader in three years after ex-CEOs Bernard Looney and Murray Auchincloss, raising questions about its ability to deliver a turnaround strategy investors had only just begun to back. Manifold had acted aggressively with different colleagues across the company making his position untenable, four sources told Reuters on Tuesday. The company has appointed Ian Tyler as interim chairman.

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5/28/2026

Six Flags Hires Hot Topic CFO for Finance Chief

CFO Dive (05/28/26) Sadovi, Maura Webber

Amusement park operator Six Flags Entertainment (NYSE: FUN) hired Ash Walia, most recently finance chief for retailer Hot Topic and a former Starbucks (NASDAQ: SBUX) executive, as its next CFO effective June 17, the company announced in a Wednesday filing and press release. Walia succeeds Brian Witherow, who left the company on May 8 after serving as finance chief beginning July 2024, according to Witherow’s LinkedIn page and a securities filing. Dave Hoffman, who stepped in as interim CFO earlier this month, will continue to serve in his role as chief accounting officer with Walia’s appointment. The latest leadership change comes amid pressure from an investor, and follows about six months after John Reilly joined as president and CEO, according to a press release at the time. Reilly most recently served as CEO of Palace Entertainment U.S. and group chief operating officer at Parques Reunidos. Walia is joining the company as it faces a challenges by Jana Partners which, along with football star Travis Kelce, has pushed the company to improve its marketing and customer experience, Reuters reported in October. In March, Jana called for a sale of the company, with Six Flags separately announcing Kelce would serve as a “brand ambassador” that month. Walia, 62, has served as finance chief for Hot Topic since 2021 and previously was CFO of 99 Cents Only Stores. From 2011 to 2018, he served in a number of senior leadership roles at coffee giant Starbucks. In his new role, he will earn an initial base salary of $690,000 and will receive restricted stock units with a grant date value of $1.25 million. He will also receive an annual equity grant with a target value of $1.8 million, according to the filing with the Securities and Exchange Commission. “Six Flags is a storied business with a renowned portfolio of parks, and it is an honor to be joining the Company at such a pivotal moment,” Walia said in a statement in the release. “With a new operating philosophy and clear strategic priorities, I believe Six Flags is well positioned to capture the tremendous opportunities ahead.” Six Flags reported a net loss that widened to $269 million in the first quarter from $220 million, even as attendance increased 4% over the period and net revenues rose 12% to $225.6 million.

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5/28/2026

Starboard Presses Flowserve to Boost Results in Letter to Board

Bloomberg (05/28/26) Sun, Mengqi; Baker, Liana

Starboard Value is questioning Flowserve Corp. (NYSE: FLS) management team’s execution and urging its board to press for changes after the hedge fund found the industrial equipment maker’s first-quarter results disappointing. The investor made its views known in a letter to Flowserve’s board. “We hope that management can deliver on this remarkable opportunity, but it is the board’s responsibility to ensure Flowserve has the right leadership in place to realize the value available to shareholders,” Starboard Chief Executive Officer Jeff Smith said in the letter dated Thursday. Starboard believes the company has “a strong foundation in attractive core markets” that can benefit from several current growth drivers, but management has been slow to execute operational improvements and needs to start now, according to the letter. Starboard contends Flowserve could benefit from the increasing need for electricity and energy security, including renewed interest in nuclear energy, as the boom in artificial intelligence increases power demand amid geopolitical turmoil. “Flowserve is a great business in a strong industry that has been held back by inconsistent execution,” Smith wrote. Flowserve, based in Irving, Texas, is one of the world’s biggest providers of pumps, seals, valve controls and other equipment for moving and controlling fluids in heavy industries including oil and gas, chemicals and power generation. Its business model hinges on selling critical parts and then servicing them for years. While Flowserve beat earnings estimates for the first quarter, the company lowered its sales forecast for 2026. Since reporting earnings on April 29, the company’s shares have fallen 13%. Flowserve closed down 0.5% to $72.97 in New York trading Wednesday, giving the company a market value of about $9.3 billion. Starboard said Flowserve needs to urgently improve its margins or risk falling behind its competitors. The company’s peers have set a median operating profit margin target of 23% by 2028, while Flowserve has set a target of 20% by 2030, according to Starboard. Starboard said in Thursday’s letter that it has been holding constructive discussions with Flowserve’s team for the past few months and it looks forward to working with the company and the board. “We will track the company’s progress closely and will not hesitate to hold the board accountable if Flowserve fails to deliver results commensurate with the quality of its business,” Smith said in the letter. Flowserve stands to benefit greatly from the growth of nuclear energy in particular, Starboard argues. Nuclear plants already account for 20% of Flowserve’s backlog and the company could become the “supplier of choice” for both traditional utility-scale nuclear plants and the small modular reactors now being developed for commercial use, according to Starboard.

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5/28/2026

Jana Pushes Fintech Alkami to Reboot Sales Process

Bloomberg (05/28/26) Sun, Mengqi; Baker, Liana

Jana Partners is pushing Alkami Technology Inc. (NASDAQ: ALKT) to restart a sales process, according to a person familiar with the matter, after the financial technology company tapped advisers to explore strategic options several months ago. Jana, which has a stake in the Plano, Texas-based company, still believes Alkami is an attractive takeover candidate for private equity or a public company, said the person, who asked to not be identified because the details aren’t public. Jana Managing Partner Scott Ostfeld said at a conference in December that Alkami is undervalued and should explore a sale. The following month, Bloomberg News reported the company was working with a financial adviser to gauge interest from potential suitors. Alkami rose 4.1% to $17.48 at 3:17 p.m. in New York trading Thursday, giving the company a market value of about $1.9 billion. The stock has fallen roughly 40% over the past year, amid a rout in software-oriented technology stocks. Investors have soured on the sector recently due to concerns that artificial intelligence could undercut traditional fintech business models. Founded in 2009, Alkami’s sales and services platform caters to community banks and credit unions in the United States.

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