Rogers Corporation ROG
Starboard's 6.5% stake in Rogers Corporation backs a board slate of specialty-materials veterans, arguing undervalued shares warrant fresh director expertise after the failed DuPont sale.
Thesis
Starboard Value discloses a 6.5% position (1,222,000 shares) in Rogers Corporation, a Massachusetts-based specialty materials and advanced manufacturing company, via this joint Schedule 13D triggered by a December 15, 2022 nomination letter for the 2023 Annual Meeting. The filing's thesis, stated minimally in Item 4, is that Rogers shares were undervalued when purchased and represent an attractive investment opportunity. The operative action is the nomination of a six-person slate, of which Starboard intends to advance one independent nominee alongside withdrawing its three internal representatives (Feld, Molinelli, Smith); the remaining independents are Jacques Croisetière (former CFO of Rohm & Haas and Versum director), Armand F. Lauzon Jr. (former CEO of C&D Technologies and Sequa), and Susan C. Schnabel (aPriori Capital, former Versum and PetSmart). The filing signals a proxy contest aimed at board reconstitution.
SCQA
Rogers Corporation is a Massachusetts-based specialty materials and advanced manufacturing company whose pending sale to DuPont was terminated in late 2022, leaving it standalone and under renewed investor scrutiny.
Starboard believes the shares are undervalued and that the incumbent board lacks sufficient specialty-materials and advanced-manufacturing operating expertise to drive a credible post-termination standalone plan.
Starboard is soliciting proxies for the 2023 Annual Meeting to elect its slate of independent nominees — Croisetière, Lauzon, Schnabel — with specialty-materials, finance, and public-company governance backgrounds.
Filing does not quantify upside; the implicit reward is a re-rating as a reconstituted board executes operational and strategic improvements to close the gap between trading price and intrinsic value.
The three reasons
- 1
Rogers shares were undervalued when purchased and represent an attractive investment opportunity
- 2
Slate brings deep operating experience in specialty materials and advanced manufacturing
- 3
Board composition requires independent directors with relevant public-company governance expertise
Primary demands
- Elect Starboard's independent director nominee(s) to the Rogers Corporation Board at the 2023 Annual Meeting
- Reconstitute the Board with directors experienced in specialty materials and advanced manufacturing
KPIs cited
Pattern membership
Where this document fits across the library's 12 rhetorical / structural patterns.
Notable slides (3)
Notes
Schedule 13D filing — not a slide deck. Item 4 thesis is boilerplate ('undervalued, attractive investment opportunity'). Real substance is the nomination of a six-person slate delivered to Rogers on 2022-12-15; Starboard states it intends to withdraw its three internal representatives (Feld, Molinelli, Smith) and advance one of the remaining independents (Croisetière, Lauzon, Schnabel). Context: DuPont terminated its Rogers acquisition in November 2022, setting up this proxy campaign. Signed by Jeffrey C. Smith. No charts, no valuation, no quantified price target in the document itself.