Callouts & quotes from 1,012+ activist slides

""For Mr. Andersen, those relationships included ordinary course commercial transactions between our company and an entity for which Mr. Andersen is a director." — XPO 2016 Proxy Statement, p.18"

""For Mr. Andersen, those relationships included ordinary course commercial transactions between our company and an entity for which Mr. Andersen is a director." — XPO 2016 Proxy Statement, p.18"

"Ms. Velando has both C-suite level experience at a global cosmetics company; and held Global Vice President/Managing Director roles at key international competitors of Kao (Coty, L'Oreal etc)."

"Recall: In Nov 2017 the SAIC charged Momo with of "Filing Corporate Information With the Intent To Conceal The Truth And Falsify" and three Directors abruptly resigned for "personal reasons"."

"ISS recommended shareholders vote against three incumbent AOL Board members, including James Stengel, who is Chair of AOL’s Compensation Committee and one of the directors we are challenging."

"If XPO didn't work with Andersen's firm to issue private placements, then it could have business dealings with Terex, where Andersen has long served as a Director according to his biography."

"Senior Independent Director Blanc's lack of engagement reflects a discrepancy with her public rhetoric, which could be interpreted as an abuse of the guardianship privileges afforded to her."

""Having a classified board is not an accountability issue for Alcoa. The company's corporate governance policies hold directors accountable to shareholders." — Alcoa's 2011 Proxy Statement"

"Despite legal challenges by Epiq, the Missouri Jackson County Circuit Court has ruled that Villere & Co. can nominate a competing slate of directors for Epiq's upcoming 2016 annual meeting"

"With lower capital intensity, a focused board of directors, a streamlined portfolio and a credibly reduced exploration budget, we believe Hess International can achieve a premium multiple"

"Inconvenient truths are hidden under Directors and hand-waved away to be fixed later - the result is significant technical debt (in my opinion) in the core products while trying to scale."

"The annual election of directors reflects standard best practice in corporate governance, as evidenced by the fact that it has been adopted by nearly 90% of the companies in the S&P 500."

"Shareholders are deciding whether to elect Nelson Peltz to the existing Board so that, as a Director, he can have full transparency into what is causing P&G’s consistent underperformance"

"BlackRock’s Directors Mr. Gerber (24 year), Mr. Slim (13 year) and Mr. Freda (12 year), lack the presumption of independence and dilute the level of ‘true’ Independent Directors to 62.5%"

"Elliott’s Streamline 66 plan could drive shares to $180 or higher—an increase of 75% or more—but it will take a Board of Directors willing and able to capture this significant potential."

"The annual election of directors reflects standard best practice in corporate governance, as evidenced by the fact that it has been adopted by nearly 90% of the companies in the S&P 500."

"Taubman's problems are self-inflicted – Taubman has repeatedly blamed poor performance on the industry when the problems lie with management and poor oversight by the Board of Directors"

"There needs to be a new board of directors selected to pick the next CEO; this new board needs sufficient experience in the important areas of media, technology, digital, mobile and OTT"

"Should these directors not receive a majority of the votes cast at the Annual Meeting, we believe it would clearly be inappropriate for such directors to continue to serve on the Board."

"PHILLIPS CLAIMS: The annual election policy proposal would force directors to resign and therefore could be found by a court to conflict with its charter and Delaware law. — Phillips 66"

"Ballard is 76% owned by the public, making it a heavily retail driven stock. Ballard's management and directors own virtually no shares and its current ownership is near all-time lows."

"Shareholders can hold McDonald's accountable and inject much-needed ESG expertise and experience in the boardroom by voting on the GOLD proxy card to elect our two director candidates"

"It seems clear to us that the current Board is laden with significant interconnections among directors that have created an insular boardroom environment that lacks true independence."

"John Tartol, Chairman’s Club member and an Herbalife director, stated in an Herbalife newsletter that Distributors today could make it to the President’s Team in less than three years"

"The ability to elect directors is the single most important use of the shareholder franchise, and all directors should be accountable on an annual basis. — ISS Proxy Advisory Services"

"The ability to elect directors is the single most important use of the shareholder franchise, and all directors should be accountable on an annual basis. — ISS Proxy Advisory Services"

"The ability to elect directors is the single most important use of the shareholder franchise, and all directors should be accountable on an annual basis. — ISS Proxy Advisory Services"

""Reporting revenue in the wrong period gives investors a distorted view of a company's financial condition" — Melissa Hodgman, Associate Director in the SEC's Division of Enforcement."

"An oversized board (16 directors vs. 10.8 of S&P 500) characterized by long directorship tenure (10 years vs. 7.8 years of S&P 500) and low female participation (31% vs. 33% S&P 500)"

"An oversized board (16 directors vs. 10.8 of S&P 500) characterized by long directorship tenure (10 years vs. 7.8 years of S&P 500) and low female participation (31% vs. 33% S&P 500)"

""The Board of Directors elected by the shareholders is responsible for the strategic direction and supervision of the company." — Swiss Code of Best Practice for Corporate Governance"

"Elliott has assembled a purpose-built slate of independent directors who collectively bring expertise and perspectives urgently needed to address the issues Phillips 66 faces today."

"Elliott has assembled a purpose-built slate of independent directors who collectively bring expertise and perspectives urgently needed to address the issues Phillips 66 faces today."

"Elliott has assembled a purpose-built slate of independent directors who collectively bring expertise and perspectives urgently needed to address the issues Phillips 66 faces today."

"Spruce Point expresses concerns that BOOT's Audit Chair is Brenda I. Morris who also serves as Independent Director and Audit Chair of Xponential Fitness (Nasdaq: XPOF) since 2019."

"Value Proposition: As CIO of Trian, Mr. Garden has worked with management teams and boards of directors at a number of world-class businesses to implement operational improvements."

"Value Proposition: As CIO of Trian, Mr. Garden has worked with management teams and boards of directors at a number of world-class businesses to implement operational improvements."

"We intend to vote “AGAINST” incumbent directors, Robert Webb and Charlotte Swafford, who are up for election at the Annual Meeting, and urge our fellow shareholders to do the same."

"The Board should be reconstituted with new, truly independent directors from outside of Southwest who have best-in-class expertise in airlines, customer experience and technology."

"The Board should be reconstituted with new, truly independent directors from outside of Southwest who have best-in-class expertise in airlines, customer experience and technology."

"Based on information presented in a Tegus interview by a Strategy Director at Sportradar, they did not feel the price the NFL was asking for its rights was “economically viable.”"

"For these reasons, we believe Autodesk should delay the 2024 Annual Meeting and reopen the nomination window to give all shareholders the ability to nominate director candidates."

"Despite underperformance by the company, some directors' compensation has gone up. This implies very little accountability and lack of alignment to performance/financial results."

"Complacent leadership that does not see any upside opportunity vs. Highly credible independent directors nominated by a shareholder that sees a clear path to a $200+ share price"

"As such, we believe Board change is necessary at Autodesk, and we intend to nominate a minority slate of experienced director candidates for election at the 2025 Annual Meeting."

"In multiple engagements, Elliott has worked with companies to effect meaningful portfolio transformation, even after encountering initial skepticism from directors or management"

"In multiple engagements, Elliott has worked with companies to effect meaningful portfolio transformation, even after encountering initial skepticism from directors or management"

"Does Hess think this washes clean John Mullin’s relationship with the Hess family? Such closeness ought to be inappropriate for board membership, let alone lead directorship..."

"Does Hess think that washes clean John Mullin's relationship with the Hess family? Such closeness ought to be inappropriate for board membership, let alone lead directorship..."

"Investors should strongly evaluate O’s Board of Directors, and in particular, its audit committee members tasked with overseeing management’s accounting and financial policies."

"Without validation of ROVI’s strategy and strengthened oversight by new and independent directors, shareholders risk being set up for yet another costly round of disappointment"

"With these facts in mind, we respectfully ask BP's collective Board of Directors to: Answer, without further delay, the thirty-six questions which were refused at the 2024 AGM."

"Mr. Bradley is Chief Executive Officer and sole director of EOS Technology Holdings Inc. (formerly known as Data Vault Holdings Inc.) and the spouse of Sonia Choi. — Footnote 6"

"Momo insiders have sold $2 billion of stock since the IPO. Momo Executives and Directors, except for Tang Yan, are on pace in 2018 to sell more than 2x what they sold in 2017."

"The coming years will be critical execution years to unlock value at Sony Semiconductors, creating the need for oversight by a dedicated management team and Board of Directors"

"These independent directors agreed to join our board, because they believe in our outstanding plan and they recognize that our plan is the right plan... — John Hess's Nominees"

"“If the Lasertec tool is working, then great. If it's not working, I think people can get by, but it's slow...” — Ex-KLA director of engineering focused on EUV mask inspection"

"Vivendi has had issues with management... and appointed conflicted directors... who focused on Vivendi's interest over TIM... and as a consequence has destroyed value in TIM"

"Using a similar standard, Kao external directors whose most senior role is running a local subsidiary of a multinational with less than 1,000 employees would be unqualified."

"Given the Company's history of failed execution, we believe shareholders would welcome the appointment to the Board of two new directors with refining-operating experience."