7/27/2026

Cracker Barrel CEO Stepping Down After Logo Controversy, Investor Pressure

Wall Street Journal (07/27/26) Haddon, Heather; Hart, Connor

Cracker Barrel (NASDAQ: CBRL) Chief Executive Julie Masino is stepping down, ending a three-year tenure that promised significant changes to the family dining chain but put it at the center of a political firestorm before she walked back some of her plans. Masino sought to update the brand founded in 1969 for a younger generation of consumers, with initiatives that included remaking the folksy logo atop Cracker Barrel restaurants, pulling antique tchotchkes off the walls and changing the menu. But many of the changes ended up alienating some core diners and conservatives. The resulting controversy, magnified on social media by online bots, led her to scrap much of her strategy and contend with plummeting sales and profit. The company’s stock price fell sharply, and Masino cut staff and costs to try to stem the losses. Despite the firestorm last year, Cracker Barrel’s business had recently shown signs of improvement. Shares slumped as much as 6% in Monday trading. Masino will be succeeded on Aug. 10 by David Deno, the former chief executive of Outback Steakhouse owner Bloomin’ Brands (NASDQ: BLMN). Deno, 69 years old, has 40 years of experience in retail and restaurants, including leadership positions at Best Buy (NYSE: BBY) and Yum Brands (NYSE: YUM). The company said he was selected after a search process. Deno will also join the board of directors. Masino, 55, will stay on in an advisory role until Oct. 9 to support a smooth transition, the company said. Cracker Barrel said it would provide Masino separation payments and related benefits, including continuing to provide her protection services as necessary. “Cracker Barrel is a truly iconic American brand, defined by its unique combination of warm country hospitality, timeless appeal, and deep connection with guests across generations,” Deno said in a written statement. The Lebanon, Tenn.-based Cracker Barrel last August reversed its logo change—which replaced its longtime logo that features a man in overalls leaning against a barrel, with a streamlined version bearing just the chain’s name—after everyone from die-hard customers to President Trump weighed in, accusing the company of abandoning its heritage and tradition. Shares in Cracker Barrel plunged amid the controversy, losing more than half their value. Sardar Biglari sought to replace Masino last year, citing Cracker Barrel’s “poor capital allocation record” and saying that its transformation plan didn’t boost investor confidence. Shareholders voted to retain Masino in November, but the company removed another board member. Masino abandoned many elements of her strategy after the widespread backlash, and her last earnings report sent Cracker Barrel’s shares up sharply. The company lifted its full-year outlook after reporting a higher quarterly profit. Cost cuts had helped the chain’s bottom line, and sales remained down compared with last year but were improving. Last week, Cracker Barrel said it would divest itself from its Maple Street Biscuit business, a plank of Biglari’s campaign with the company. Maple Street had become a distraction for Cracker Barrel and wasn’t contributing enough in sales, Biglari had said. Cracker Barrel said it was also on track to meet or exceed its full-year outlook, and said it sold 26 of its company-owned locations and would lease them back. The move helped it to reduce debt but contributed to the company’s long-term obligations, Wall Street analysts said. Some investors weren’t happy with the abrupt switch after the company’s momentum seemed to be returning. As of Friday’s close, shares had doubled in value year to date. “This is a bit of a surprising move given the brand appeared to be gaining some same-store sale momentum,” Citi analysts said in a note Monday.

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7/24/2026

Lamb Weston Delivers Improved FY2026, Beats Estimates

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

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

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7/24/2026

Devon Said to Mull $4 Billion Exit From Eagle Ford, Powder River

Bloomberg (07/24/26) Carnevali, David; Wethe, David

Devon Energy Corp. (NYSE: DVN) is exploring a sale of its Eagle Ford and Powder River shale assets as part of a streamlining of its portfolio, which together could fetch more than $4 billion, according to people familiar with the matter. Devon aims to announce a strategic review of the assets, located in South Texas and Wyoming, respectively, when it reports earnings in early August, one of the people said, asking not to be identified because the discussions are private. No final decision has been made, the timing could change or Devon could opt to hold onto the assets, the people added. U.S. shale operators have been selling assets to pay down debt following a consolidation wave totaling more than $450 billion in deals since the start of 2023. Devon has been pushed by investors to sell assets and focus on its largest business in the Permian Basin of West Texas and New Mexico following its $25 billion acquisition of Coterra Energy Inc. (NYSE: CTRA), which was announced in February. “Acquiring Coterra further diversifies a fairly diffuse asset base,” Vince Piazza, an analyst at Bloomberg Intelligence, wrote in a July 20 report. “Though Permian concentration will grow, asset sales will likely be needed.” Kimmeridge Energy Management Co., an outspoken shale investor, criticized Devon’s divestment program this month as too slow. Toms Capital Investment Management, a top-five shareholder in the stock, is considering all options to spur action at Devon, Bloomberg News reported this month. Last month, Devon Chief Executive Officer Clay Gaspar told investors in New York that the company is moving with haste to evaluate its portfolio, calling it a months-long rather than a years-long exercise.

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7/23/2026

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

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

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

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7/23/2026

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

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

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

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7/22/2026

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

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

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

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7/22/2026

Vale Shareholdders Elect New Chair Following Governance Dispute

Financial Times (07/22/26)

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

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