4/27/2026

Daikin Shares Edge Up After Elliott Outlines Cost Cuts

Nikkei Asia (04/27/26) Obe, Mitsuru

Shares of Daikin Industries (TYO: 6367) firmed on Monday after Elliott Investment Management laid out a plan to boost returns at the world's largest air-conditioner maker. Daikin shares went up as much as 1.8% to 21,960 yen on the Tokyo Stock Exchange following the release of the plan by Elliott before the market's 9 a.m. open. The 48-page slide deck, entitled "Elliott's Perspectives on Daikin," highlights how the company's shares have underperformed global peers and broader markets over the past three years. It lays out a "pathway" to lift Daikin's operating profit margin to 14% from 9% and double return on equity to 20% over the next five years. The move comes ahead of the Osaka-based company's release of a five-year business plan, dubbed Fusion 2030, and full-year earnings results on May 12. Daikin shares hit a high of 23,065 yen on April 16 after Nikkei reported that the New York hedge fund acquired 3% of Daikin shares and demanded share buybacks worth up to 1 trillion yen ($6.3 billion). Elliott argues that Daikin's corporate value is discounted by nearly 50% relative to global peers, despite the company expanding its share of the global heating, ventilation and air-conditioning (HVAC) market to 14% in 2025, up from 11% in 2015. In 2025, Daikin was the global market leader, followed by China's Midea (000333.SZ) at 10% and Gree (000651.SZ) at 9%, and U.S. rivals Trane (NYSE: TT) at 9% and Carrier (NYSE: CARR) at 8%, Elliott said. Daikin shares have traded sideways over the past two years, even as Tokyo and New York stocks rose about 50%. The company's price-earnings multiple stands at 17.9, compared with 24.7 for global peers, Elliott said. "Today, Daikin is the most discounted HVAC company globally," Elliott said, adding that a key source of the undervaluation is weak returns on equity and profit margins. Daikin's profit margin of 8.5% compares with 15.5% at global peers, while its ROE of 9.3% lags their 24.1%, it said. Elliott also cited comments from unnamed former Daikin executives who said the company still has room to improve profit margins without sacrificing its leadership in the industry. According to the former executives, Daikin has failed to fully integrate acquired businesses and kept associated costs in place, built new facilities that are now largely idle, and lacks discipline in capital spending. They also pointed to the company's purchasing efficiency, saying it often pays a higher price for components than most of its peers. Elliott also cites three subsidiaries and operations as warranting consideration for divestiture -- American Air Filter International; AHT Cooling Systems, which is an Austrian maker of refrigerated display cases for supermarkets; and the oil hydraulic business, saying they lack strategic fit. The investor added that Daikin's chemicals business, which includes supplying fluorochemical products to the semiconductor industry, "could be more optimally run as a fully separated business."

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4/27/2026

Japan to Tighten Rules for Shareholder Proposals Amid Pushback Against Activism

Reuters (04/27/26) Yamazaki, Makiko

Japan is moving to tighten the criteria for submitting shareholder proposals, signaling a growing backlash from companies frustrated by intensifying pressure from activist investors calling for change. The push for legislative change is being driven by lawmakers and business lobbies who argue that current rules have allowed what they describe as abusive proposals, forcing companies to divert resources away from long-term growth to deal with short-term investor demands. An influential group of lawmakers from Japan's ruling party plans to recommend raising shareholder proposal thresholds and restricting proposals on business execution to Prime Minister Sanae Takaichi next month. "Japan's rules on shareholder proposals and activism may be too lax, leaving more companies facing tough demands at shareholder meetings," Junichi Kanda, a key member of the parliamentary group, told reporters last week. Activist investors submitted shareholder proposals to a record 52 companies out of more than 2,000 firms holding annual meetings in June last year, up from 46 a year earlier, buoyed by corporate governance reforms first launched in the mid-2010s. Under current law, a shareholder may submit a proposal if they have held for six months either at least 1% of voting rights or at least 300 voting units in companies. Critics say the latter threshold has become far easier to meet in recent years as companies cut minimum share lot sizes and carried out stock splits, sharply reducing the cost of qualifying. A justice ministry advisory panel issued an interim proposal on revising the Companies Act in March, presenting two options on shareholder proposal rules: limiting eligibility to holders of at least 1% of voting rights, or retaining a unit-based criterion while raising the current 300-unit threshold. The justice ministry is seeking public comment before submitting a bill to parliament next year. Some investors have come out against Japan's pushback on corporate activism. "In general, any measures which reduce shareholders' ability to engage is a negative for corporate reform," said Manoj Jain, co-founder and Co-CIO of Hong Kong-based Maso Capital. "Activist investors will now need to make a minor adjustment as they formulate their plans." Yutaka Suzuki, chief researcher at Daiwa Institute of Research, said the removal of the 300-unit rule alone would have little impact on activism. "It would affect individual investors, but most activists own more than 1% of their targets," he said. Some business lobbies are calling for further raising the hurdles, increasing the 1% threshold to 5% or limiting the scope of proposals related to business execution. But such options are not under consideration at the justice ministry advisory panel right now. Activists found fertile ground in Japan to push for higher dividends, share buybacks and structural changes, sharpening management focus on capital discipline and supporting the stock market's record run. Reuters reported on Monday London-based Palliser Capital has made a "significant" investment in factory automation firm SMC Corp (6273.T), proposing it make a $3.8 billion share buyback. While keen to attract foreign investment, the Takaichi administration is also urging companies to step up capital spending and wage hikes to underpin long-term growth. Takaichi said in November that there had been "a slightly excessive focus" on shareholders, but she has recently avoided direct comments on the issue, instead stressing the importance of allocating resources not only to shareholder returns but also to investment in people and new business areas.

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4/27/2026

Palliser Takes Stake in Japan's SMC, Proposes $3.8 Billion Buyback

Reuters (04/27/26) Nussey, Sam; Bridge, Anton

Palliser Capital has made a "significant" investment in Japanese factory automation firm SMC Corp (6273.T) and has proposed it make a $3.8 billion share buyback, according to a letter sent to the company. Palliser believes SMC, which makes machinery used in chipmaking, has shown foresight in investing in production capacity but said the company is undervalued and should focus on improving utilization and margins, the letter, reviewed by Reuters, showed. SMC has capacity to conduct a 600 billion yen ($3.8 billion) share buyback over the next two years and maintain a consistent dividend payout ratio of at least 40%, the fund said in the letter. The letter did not provide further details on the stake, and Palliser declined to comment. SMC said it had received the letter and would announce earnings on May 14. As investment in artificial intelligence boosts the chipmaking sector, Japanese firms with strengths in niche areas of the supply chain have become a particular focus for investors. "With strengthening semiconductor demand and recovery in non-semiconductor industries, SMC is well positioned to optimize capacity utilization," Palliser said in the letter. Shares in SMC, which was founded in 1959 and whose products include valves, actuators and chillers, have underperformed its peers over the last five years, the letter said. SMC shares extended gains and were up 9% in Tokyo, compared with a 0.8% rise in the benchmark index. There is "a significant disconnect between SMC's current market valuation and the quality of its underlying business fundamentals," according to the letter. Surging activist activity in Japan is putting continued pressure on companies as corporate governance reforms push firms to unwind cross-holdings, sell non-core assets and buy back shares. Revisions to the corporate governance code stressing the need to ensure efficient use of cash are raising expectations that more companies may deploy their cash reserves. "SMC would demonstrate leadership in disciplined excess cash deployment ahead of the anticipated revisions to Japan's corporate governance code later this year," according to the letter. Palliser has previously taken stakes in MSG maker Ajinomoto (2802.T), which produces film used in package substrates for chips, and toilet manufacturer Toto (5332.T), which makes electrostatic chucks used to hold wafers during chipmaking. The proposals have included that Ajinomoto should increase disclosure around its functional materials business and increase prices. Its other investments have included Keisei Electric Railway (9009.T) and Japan Post Holdings (6178.T) in Japan and LG Chem (051910.KS) in South Korea.

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4/27/2026

Swatch Group Investor Battle Heats Up After ISS Backs Greenwood Investors

Bloomberg (04/27/26) Catelli, Allegra

The Swatch Group AG (UHR.SW) is facing renewed investor pressure after a key proxy adviser Institutional Shareholder Services recommended shareholders support a board candidate backed by a Greenwood Investors. Steven Wood, founder of Greenwood Investors, is pushing to be nominated as the representative of bearer shareholders on the board at the annual general meeting next month. ISS urged investors to vote for Wood, citing weak long-term performance and governance shortcomings, including a lack of board independence and the continued influence of the Hayek family on Swatch. The endorsement follows a similar stance from Swiss proxy adviser Ethos Foundation, which backed Wood’s candidacy at last year’s meeting, citing concerns about governance. Swatch has said Wood isn’t suitable as a representative of bearer shareholders, given only about 4% of what’s held by GreenWood Builders Fund IV is this type of stock. The company has instead proposed Andreas Rickenbacher to the board. The endorsement marks a setback for Swatch, which has argued its structure reflects its Swiss identity and long-term strategy. Shares have fallen around 6% since the start of the conflict in the Middle East, though they are still up since the start of the year. Operating profit fell by more than half in 2025. Greenwood welcomed the ISS recommendation, saying that Wood would bring “an independent expert with critical capital markets, industrial cross-border, and operational excellence skillsets.” “Our proposals and candidate represent necessary first steps to rectifying governance shortcomings and addressing the stagnation at the company,” Wood said. The outcome may hinge on Swatch’s voting structure, which has previously allowed the controlling Hayek family to block dissident nominees despite support from certain share classes.

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4/26/2026

Cevian Capital Backs Pearson Boss’ Pay Rise

London Times (04/26/26) Powell, Emma

Cevian Capital has said it will back a contentious plan that could hand the boss of Pearson (LON: PSON) a multimillion-pound pay increase amid a fight for global talent that has involved American executives being given outsized payouts. The education group has put forward a revised pay arrangement that would see Omar Abbosh, its chief executive, receive up to £12.8 million in total remuneration this year, deemed “excessive” by Glass Lewis and ISS, two influential shareholder advisory groups. The maximum payout would be an increase of about 45% on last year’s total potential package of £8.9 million, excluding the buyout by Pearson of share awards that he would have been entitled to under his previous employment. Cevian Capital, which in recent months has steadily built its stake to just over 18% to become Pearson’s largest shareholder, insisted that the policy had “clear pay-for-performance” that would encourage “long-term value creation." Alexander Svensson, a partner at Cevian, said: “Like many other leading UK companies, Pearson competes globally for talent, and support for its remuneration policy is key for retaining and incentivizing best-in-class leadership.” Research from Deloitte showed that 16 of the 55 FTSE 100 companies that have published their annual reports for last year had proposed significant pay increases to executive pay. The support from Cevian came despite both Glass Lewis and ISS recommending that shareholders vote against the executive pay proposals at the company’s annual meeting on May 1, which could leave it facing its third consecutive shareholder revolt over its pay policy. Pearson suffered shareholder rebellions over a change in its executive pay policy in 2020 and 2023. In 2023, just over 46% of investors voted against an increase in payout for Andy Bird, now 62, the former Disney executive who preceded Abbosh, in a binding vote. ISS told investors that the “substantial increase in the executives’ remuneration package and the resultant quantum are deemed excessive and are disproportionate to the company’s growth over the past few years." To qualify for the maximum payout Abbosh, 60, would need to meet certain performance-based targets including achieving a return on capital of 16% this year, compared with 11% last year, and adjusted operating profit growth of 14%, up from 6%. Abbosh’s fixed pay of £1.02 million would remain the same this year. Glass Lewis said that “shareholders may have reservations about the magnitude” of the increase in maximum rewards available under the long-term incentive plan, which would position the company at the upper end of the FTSE 100 despite its positioning in the lower quartile of the index” in market-value terms. Abbosh, a former Microsoft executive, was appointed to lead the FTSE 100 constituent at the start of 2024 and has sought to position the group as a technology-focused business that can benefit from the rise of artificial intelligence. A spokeswoman for Pearson said: “We firmly believe that a performance-based approach to pay, dependent on the delivery of strong earnings growth and shareholder returns, is aligned to the interests of our shareholders. “As such, we have materially increased the threshold and maximum payout targets, which will require delivery of exceptional performance against a redefined competitor set including some of the largest and most profitable companies globally.” Its proposed remuneration policy had “been carefully considered to reflect the commercial reality of the talent markets in which we compete, especially in a technology and AI-driven era,” the spokeswoman added.

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4/25/2026

ISS Urges WEX Investors Elect two Impactive Board Candidates

Reuters (04/25/26) Herbst-Bayliss, Svea

Institutional Shareholder Services said WEX (NYSE: WEX) shareholders should elect two of Impactive Capital's candidates, echoing a similar recommendation from other proxy advisory firms. ISS, whose reports are closely watched by investors, backed the hedge fund's co-founder, Lauren Taylor Wolfe, and technology and payments executive Kurt Adams for election in what is shaping up to be one of the year's most bitter board fights. It's recommendation, seen by Reuters on Saturday, urged investors to withhold votes from company directors Nancy Altobello and Stephen Smith at the May 5 annual meeting. Rival proxy advisory firm Glass Lewis recommended electing Taylor Wolfe and Adams and urged shareholders to remove Stephen Smith and CEO Melissa Smith from the board. Egan-Jones, the smallest of the proxy advisory firms, recommended investors elect all three of Impactive's director candidates. ISS said Taylor Wolfe and Adams bring fresh independence to the board and notes Adams "has more relevant professional experience in the areas where WEX is most challenged." It also dismisses the company's criticisms against Taylor Wolfe and said she would join the board as "an informed participant by virtue of her longstanding, active investment in WEX." Impactive, which owns just under 5% of WEX, has spent over a year preparing for this fight and is now asking investors to elect three newcomers to the nine member board. It blames CEO Melissa Smith for the company's lagging share price, saying her pay is too high, and considers the board's governance record poor. But the hedge fund stopped short of calling for Smith's ouster as CEO. ISS agreed with Impactive and said WEX has underperformed its self-selected peers for the majority of the CEO's tenure. It is "difficult to reconcile this track record with the board's positioning of results," ISS said. But ISS also notes that things are "not so dire that the CEO needs to be immediately removed from the board." WEX which offers payment processing and information management services has seen its stock price drop 34% in the last five years, cutting its market value to $5.2 billion. Earlier last week, WEX said the Glass Lewis recommendations "rest on thin analysis" while Impactive called the Glass Lewis report "unequivocal."

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4/24/2026

Billionaire Niel Faces GAM Minority Shareholder Revolt on Board

Bloomberg (04/24/26) Lepido, Daniele; Catelli, Allegra

GAM Holding AG (SWX: GAM), the Swiss asset manager backed by Xavier Niel, is facing a challenge from minority shareholders who claim the billionaire is misusing his position to override their rights and reshape the company at will. A group of shareholders holding about 2.5% of GAM’s voting rights sent a formal complaint to Switzerland’s Takeover Board on April 20 and a lawyer for the regulator acknowledged receipt two days later, according to emails reviewed by Bloomberg News. The complaint centers on Rock Investment, GAM’s majority shareholder and Niel’s investment vehicle. Minority investors said Rock was granted special treatment under Swiss takeover rules to help stabilize GAM, but is now using that position to reshape the company and avoid paying minority holders a control premium, according to people familiar with the matter. The filing also challenged GAM’s proposed board lineup for the annual meeting. The investors objected to the nomination of the billionaire’s 24-year-old son and said the company was resisting stronger independent oversight, the people said. Minority shareholders say their complaints go beyond governance. They argue GAM’s 2024 capital increase heavily diluted existing investors and let Xavier Niel’s vehicle lift its stake from about 30% to more than 70% without paying a premium. They say the Swiss regulator accepted that only because GAM was in distress. Both the minority shareholders and a spokesperson for the Swiss Financial Market Supervisory Authority declined to comment on the filings. The complaint raises the stakes ahead of GAM’s May 12 annual meeting because it turns a fight over board seats into a broader test of shareholder rights at the Swiss asset manager, which is still recovering from years of losses, outflows and upheaval. GAM’s assets under management fell to 12.5 billion Swiss francs ($15.9 billion) last year from a peak of 164 billion francs in 2018. GAM said in its annual meeting materials that it opposed the minority shareholders’ alternative board proposal and recommended investors vote against it. “The board of directors of GAM Holding AG acts in the interests of all shareholders,” a spokesperson said in an emailed statement. “The board’s proposals to be voted on at the annual general meeting on May 12, 2026 are set out in the published invitation of April 20, 2026.” Rock, a unit of Niel’s NJJ Holding, ended 2025 with an indirect 76% stake in GAM after a recapitalization and has provided the company with a 100 million francs loan facility. GAM reported a net loss of 74.2 million francs for 2025. Several key senior staff also left the asset manager over the past few years, including two of the longest serving fund managers. Shares of the company have tumbled more than 95% since the end of 2019. The dispute also comes as European asset managers face pressure from lower-cost passive products and closer scrutiny of fund fees. For Swiss firms, growth will depend on expanding abroad and investing in new products and technology.

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4/23/2026

Nelson Peltz’s Son Builds First Public Activist Stake in Intertek

Financial Times (04/23/26) Pollard, Amelia; Levingston, Ivan

Matt Peltz, the son of Nelson Peltz, has built a stake in Intertek (LON: ITRK), the FTSE 100 group that is both the target of a potential £9.7 billion takeover and is also mulling a break-up. Lost Coast Collective, the firm Peltz founded last year after stepping down as co-chief investment officer of his father’s firm Trian, has built a more than 1% stake in Intertek, worth roughly £88 million, according to a public filing this week. Peltz’s stake is disclosed as the London-listed company has emerged as a potential takeover target of EQT, the private equity firm. The Swedish group improved its offer on Wednesday to £54 a share after Intertek rejected an earlier bid. The company, which carries out safety testing and certification, said it is considering EQT’s improved proposal. Lost Coast told the FT that it had commended Intertek’s board and management for rejecting the initial offer that was “way below intrinsic value.” It declined to comment on EQT’s improved offer. The investment is the Florida-based hedge fund’s first to be made public since Peltz founded the firm last year, according to people familiar with the matter. Lost Coast, which was initially affiliated with Trian but is now independent, manages less than $1 billion. Peltz began buying Intertek stock last year, and the company became one of his first options as he got Lost Coast off the ground, the people added. He had already spoken with management and pushed for a potential break-up before Intertek announced on April 14 that it would hold a strategic review to explore separating out its energy and infrastructure business, either through a sale or demerger, the people added. People familiar with the fund described those talks as “constructive.” Intertek declined to comment on Peltz or Lost Coast’s stake. Two days later, Intertek confirmed that it had been approached by EQT. Intertek shares have gained about 10% over the past year, after surging following the disclosure of EQT’s bid. Shares closed up at £49.81 on Wednesday in London trading on news of the improved proposal that Intertek was considering. The stock had plunged 18% in a single day in early March after disappointing forecasts for two of its key business lines. Peltz told the company’s board of directors in March that he foresaw a host of potential deal opportunities for the company, according to a letter seen by the FT. Peltz previously worked for nearly two decades at Trian, which has a reputation on Wall Street for hard-charging activist battles against major companies including a drawn-out proxy fight in 2024 against Walt Disney (NYSE: DIS). While at Trian, the younger Peltz sat on company boards including the restaurant chain Wendy’s (NASDAQ: WEN). Trian has pursued campaigns in the UK, including at the publicly listed consumer giant Unilever, where it successfully pushed for large asset sales to create a slimmer company focused on health and personal care. The firm has also taken a stake in the UK pest control group Rentokil (LON: RTO), which had been struggling with the integration of its U.S. business Terminix. Yet the younger Peltz’s activity at Intertek comes amid a broader slowdown of activist campaigns in Europe. The region had just five campaigns in the first quarter of this year, according to data from Barclays, marking a 50% year-on-year drop.

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