Callouts & quotes from 1,012+ activist slides

""But at the end of the day, I think investors usually, and appropriately so, try to determine whether the company can generate higher returns than the synthetic alternative(1)." — Doug Terreson, Phillips 66 Director"

"Niccolo De Masi, Genius director and CEO of DMYD, has been vocal about Genius on his Twitter account. We find it very uncommon for a Company executive to be publicly promoting a sell-side analyst’s research report."

"Spruce Point believes that Zebra needs a refresh at the Board level. We are concerned that 50% of the Board has been entrenched for over a decade with Directors Maniere and Smith having served for over two decades."

"Since January 2012, DuPont has provided nine different versions of 2011 EPS. Can DuPont’s independent directors explain why that is? Trian’s nominees will seek to ensure that the board holds management accountable."

"Since January 2012, DuPont has provided nine different versions of 2011 EPS. Can DuPont's independent directors explain why that is? Trian's nominees will seek to ensure that the board holds management accountable."

"Rather than constructively engage with shareholders over legitimate concerns, the Board instead chose to hastily remove four committee chairs and appoint three new directors who largely lack public board experience"

"Since January 2012, DuPont has provided nine different versions of 2011 EPS. Can DuPont’s independent directors explain why that is? Trian’s nominees will seek to ensure that the board holds management accountable."

"Since January 2012, DuPont has provided nine different versions of 2011 EPS. Can DuPont’s independent directors explain why that is? Trian’s nominees will seek to ensure that the board holds management accountable."

"Pershing Square and its director candidates have demonstrated a lack of knowledge and understanding of ADP and its current operations, which is a cause for concern given their lack of relevant technology experience"

"The fact that each independent director signed off on a letter full of purposefully misleading statements and accusations has made us more certain than ever that significant change is needed on Phillips 66's Board."

"Why did Kao subvert its own standards and only have the same two members of the Committee for the Examination of Director Nominees interview the Oasis candidates instead of the full five members of the Committee?"

"Here’s more evidence we believe the CEO is not entirely focused on ABML. He attempted to hide a recent Director role at True Nature Holdings. Cole’s other undisclosed positions were also with troubled companies."

"The outside directors have overseen persistent capital allocation failings, dismissed shareholder concerns, and failed to ensure basic checks and balances on management - rendering their ongoing tenure untenable"

"The Board should immediately form a Special Committee of independent directors with its own independent legal counsel and financial advisor to protect the independence and confidentiality of their deliberations."

"This is a crucial time for Sony Technologies to capitalize on growth opportunities. A dedicated management team and Board of Directors would increase likelihood of achieving targets laid out at 2019 Investor Day"

"We encourage all shareholders to attend Oasis's Kao shareholder investor information day at The Okura Hotel on March 6 in order to meet Oasis's Outside Director candidates and hear Oasis's plan for A Better Kao."

"Darden's directors have overseen an average underperformance of 153% during their tenure on the Board, and the four that are running for reelection performed even worse, with an average underperformance of 186%"

"Wall Street analysts have expressed enthusiasm for the quality of Starboard’s director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."

"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."

"Darden's directors have overseen an average underperformance of 153% during their tenure on the Board, and the four that are running for reelection performed even worse, with an average underperformance of 186%"

"Landmark illustrates the need for independent directors with experience in distribution to provide proper oversight and protect shareholders from reckless deployment of capital and poorly conceived acquisitions"

"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."

"Wall Street analysts have expressed enthusiasm for the quality of Starboard's director nominees, and seem to believe they will be incredibly valuable in helping the Company improve accountability and execution."

"The medical director stated that directors at Blue Cross affiliates around the country are in close touch, and that a domino effect would occur once of them forced usage of regular diazoxide suspension instead."

""Penumbra is not held to the same standard as [us] and [competitor].... We have to be much more cautious [about our spending]. We have limits that we have to stay under." — Neurovascular Products Sales Director"

"The majority of Keisei’s incumbent Board are insiders, led by a tenured President, Toshiya Kobayashi. Within the outside director cohort, both ISS and Glass Lewis have flagged significant independence concerns"

"Three key directors of C3, with otherwise impressive credentials, fail to disclose their corporate director roles at companies that went through accounting scandals and/or were alleged to have committed fraud."

"We believe that Ms. Ogilvie’s substantial business experience and financial background coupled with her extensive experience serving as a director of public companies make her a valuable addition to the Board."

"prolonged high prices would result if the decline in fossil fuel investment in this scenario were to precede the expansion of clean energy — IEA Executive Director; far from guaranteed — IEA Executive Director"

"“We pack garbage for them anyway and they always take it, but we’ve hit new lows.” — Randal Rahal, former Director of SK Foods (the predecessor to Olam Tomato Processing) on SK Foods prior to its sale to Olam."

"The latest in Elliott Investment Management’s efforts to help streamline Phillips 66 and enhance shareholder value, featuring conversations with industry experts and Elliott’s exceptional director candidates."

"The latest in Elliott Investment Management's efforts to help streamline Phillips 66 and enhance shareholder value, featuring conversations with industry experts and Elliott's exceptional director candidates."

"The latest in Elliott Investment Management’s efforts to help streamline Phillips 66 and enhance shareholder value, featuring conversations with industry experts and Elliott’s exceptional director candidates."

"The latest in Elliott Investment Management's efforts to help streamline Phillips 66 and enhance shareholder value, featuring conversations with industry experts and Elliott's exceptional director candidates."

"We also find it concerning that Disney's culture seemingly rewards executives and directors for avoiding conflict and punishes those who respectfully challenge the assumptions of leaders – even when justified"

"We also find it concerning that Disney’s culture seemingly rewards executives and directors for avoiding conflict and punishes those who respectfully challenge the assumptions of leaders – even when justified"

"Why is Lester Fernandes, former CFO of Nuvei who departed in 2018, still being listed as a Secretary, Treasurer and Director of GlobalOnePay according to a 2020 Texas Franchise Tax Public Information Report?"

"Election Proposal- to elect, without a stockholders’ meeting, each of the following individuals to serve as a director of Edgewater: Frederick DiSanto, Jeffrey Rutherford, Matthew Carpenter, and Kurtis Wolf"

"XPO’s CEO Brad Jacobs Known Business Associates Include Two Convicted Felons, A Director Whose Firm Was Just Sanctioned By FINRA, And An Audit Committee Director With A Role Promoting A $700M+ Ponzi Scheme"

"XPO's CEO Brad Jacobs Known Business Associates Include Two Convicted Felons, A Director Whose Firm Was Just Sanctioned By FINRA, And An Audit Committee Director With A Role Promoting A $700M+ Ponzi Scheme"

"If any members of the Board had knowledge of these serious issues for longer than what is implied in the Company’s recent disclosures, we believe those directors should immediately resign from the Board."

""You're getting to a point where you've acquired a very significant proportion of the U.S. adult population, and your ability to grow further is constrained..." — Former Director at Intuit, Tegus, 8/2/22"

"Between that line and a few that followed, McLoughlin threw the board under the bus and with that, we don't see how Chairman [Les] Vinney and a few other directors can continue serving as board members."

"We recap below the events and main points which we believe justifies our conviction that the Chairman (Helge Lund) of the Board and the Lead Independent Director (Dame Amanda Blanc) should be removed."

"Allowed CEO Mark Lashier to consolidate Chairman role, add new directors with questionable independence from the CEO and receive generous compensation despite stock underperformance and missed targets"

"Institutional Shareholder Services (“ISS”), a leading proxy advisory firm, recommended WITHHOLD votes for all incumbent directors with greater than one-year tenure in 2016, 2017, 2018, 2019, and 2020."

"Kao claims that "(the) current compensation system for Directors... is appropriate... the compensation system proposed by Oasis does not contribute to enhancing our corporate value". — Kao Corporation"

"Our director candidates are committed to improving corporate governance and instilling a culture of trust and transparency between senior management and shareholders, by taking actions that include:"

"Avery's Proxy Statements are incomplete and inaccurate as it relates to Mr. Barker. He has been a Director at UK Listed Riverstone Energy Ltd. (LSE: RSE) since 2013. Why hasn't this been disclosed?"

"Outside of Michael Maroone, an experienced auto dealer executive with companies including AutoNation, no member of the Board of Directors is both independent and deeply experienced in the industry."

"This is a once-in-a-generation opportunity for us, Norfolk Southern's owners, to put in place the right slate of directors, the right management team and the right strategy - all at the right time."

"Directors now cannot defer compensation and must take it in the current period. This raises our suspicion that insiders are opting to take cash out before financial stress increases in the future."

"Crank Logic's founder Laing states on his LinkedIn biography he was Director of Retail Development. Yet, using the Wayback Machine, we see that his official title was Director of Cloud Technology."

"Earthworx also connects GFL, Mr. Dovigi and Director Dino Chiesa, to Gordon Churchill of Port Perry. Mr Churchill, in addition to Mr. Villa, were both referenced as directors/owners of Earthworx."

"We do not believe an individual that has demonstrated such hostility towards stockholders attempting to exercise their fundamental rights is suitable for serving as our Lead Independent Director."

"“historically, DCD livers were utilized, in a gray area, maybe 8% of the time...so very, very low utilization.” — Transplant surgeon and surgical director at a high volume academic center in Utah"

"According to the FTC, fraud has become a nearly $16 billion industry in the USA and continues to grow, as stated by Lois Greisman, Associate Director of the FTC's Division of Marketing Practices."

"The latest in Elliott Investment Management's efforts to help restore Southwest Airlines to its industry-leading position, including conversations with Elliott's exceptional director candidates."

"To prevent further value destruction, Ancora urges shareholders to vote “AGAINST” Board Chair George S. Mayes, Jr., Director Javier Polit and Director Laurie A. Tucker at the 2025 Annual Meeting"

"Why does Mr. Nayar conceal he is being paid by BC Partners on his GFL biography? GFL Directors receive no compensation from the Company, but is Mr. Nayar receiving compensation from BC Partners?"