Callouts & quotes from 26,677+ activist slides

"On its FQ4 earnings call, Intuit management revealed that $50 million of Desktop revenue was pulled into FQ1-FQ3 and $60 million was pulled into FQ4, both from FQ1 2025. Thus, total QuickBooks software YoY revenue growth was between 166 to 563 basis points lower than reported (assuming equal allocation of the revenue to FQ1-FQ3)."

"THIS GENERAL INVESTMENT FUND RISK DISCLOSURE IS NOT COMPLETE. THE ABOVE SUMMARY IS NOT A COMPLETE LIST OF THE RISKS AND OTHER IMPORTANT DISCLOSURES INVOLVED IN INVESTING IN PSH AND IS SUBJECT TO THE MORE COMPLETE DISCLOSURES CONTAINED IN PERSHING SQUARE'S FORM ADV PART 2A AND IN PSH'S PROSPECTUS, WHICH MUST BE REVIEWED CAREFULLY."

"THIS GENERAL INVESTMENT FUND RISK DISCLOSURE IS NOT COMPLETE. THE ABOVE SUMMARY IS NOT A COMPLETE LIST OF THE RISKS AND OTHER IMPORTANT DISCLOSURES INVOLVED IN INVESTING IN PSH AND IS SUBJECT TO THE MORE COMPLETE DISCLOSURES CONTAINED IN PERSHING SQUARE'S FORM ADV PART 2A AND IN PSH'S PROSPECTUS, WHICH MUST BE REVIEWED CAREFULLY."

"Like I said, my impression is that it's down at least as often as the Ushio light source...they have similar issues...they have the exact same inspection issues, so the Lasertec Urashima source has all the same problems. The light source has its own set of weaknesses. I think that probably contributes to downtime on that machine."

"We have selected candidates who have directly relevant experience and skill sets in areas that we believe would be of substantial value to the Board, including expertise in dollar store and broader retail operations, integration and restructuring, mergers and acquisitions, strategic transformation, and public company governance."

"The key point to note is that in the 2003 Annual Report, TRE began disclosing that it needed to conduct business through authorized intermediaries due to lack of proper licensing, while failing to disclose that in the fourth quarter of the year, it was winding down an existing WFOE that had the business scope to do the business."

"We observe that FND changed its language recently from “comparable customer transactions” to just “comparable transactions”. We are of the view that changes such as this are not made arbitrarily but could signal a shift in reporting. This unexplained change undermines our confidence that these transactions are really comparable."

"While our research has identified numerous important substantive issues with Ströer's business and financials, it is items such as these failures to disclose that raise critical questions such as: Are this person's interests really aligned with those of investors? Is this person likely to deal with investors in a forthright way?"

"A KOL provided particularly devastating color, alleging that “at least” two patients in their early 20’s developed diabetes while on the drug and dropped out; that neither was pre-diabetic nor obese; that the diabetes occurred rapidly, within a few months on drug; and that the diabetes is still uncontrolled, several years later."

"He also stated that investigators were kept in the dark and that Soleno was overly “secretive” – “we didn't see much of the data...it was presented more to use as one might...in a paper or presentation...a sort of group data...we didn't get feedback on our own individual participants...more secretive than they should have been.”"

"At the recommended doses, pitolisant does not prolong the QT interval. However, patients with moderate liver impairment, moderate and severe kidney impairment, and patients taking medications that affect the metabolism of pitolisant may have higher blood concentrations of pitolisant and a higher risk of QT interval prolongation."

"Now, as pandemic-era spending dries up and district staffing costs have ballooned to their highest levels ever, Spruce Point believes that school districts across the country will face a major fiscal cliff, effectively ending the gravy train of federal funding that ed-tech companies have been milking for the past several years."

"WSP positions itself as an industry leader in ESG and has attracted numerous shareholders aligned with ESG investing. WSP cites its “AA” MSCI rating (MSCI itself a hypocritical ESG company we previously profiled(1)). An AA rating denotes that WSP has no major controversies. Does a whistleblower claim alleging tax evasion count?"

"Mirroring our concerns with FND's sharply declining workers per store, we find that among 40 stores recently opened since Dec 2022, at least 8 store managers have limited work history with the Company while others had no prior experience in the home improvement / flooring / tile industry according to their LinkedIn biographies."

"It appears that SMCI's auditors are applying more, not less, scrutiny to SMCI's inventory accounting assumptions. We note that the disclosure around auditor testing of its procedures has increased materially. Of particular concern, we observe that the auditor is now turning to data specialists to "recalculate historical rates.""

"We believe Stryker's 2018 acquisitions were abysmal. It spent $2,451 million on acquisitions (and recorded an additional $108 million for acquisition and integration related charges), which contributed $236 million of revenue. However, according to the proxy statement, the operating income contribution was negative -$3 million."

"Based on a Freedom of Information Act (FOIA) request with the Florida Department of Transportation, we see that 2023 was a spectacular contract award year, totaling 30 for a combined value of $275 million. However, this creates a difficult comparison for 2024 where 29 awards totaling $215 million were received or down -22% YoY."

"Since coming public in 2005, insider ownership has declined dramatically from heavy liquidations in almost every single year. Meanwhile, iRobot's diluted share count has increased ~3.0% per annum. The Company has announced two share repurchase programs of $25m and $50m in 2013 and 2014, yet has never repurchased a single share!"

"I would be most concerned about starting this medicine in someone that was pre-diabetic...the people that I'm the most concerned about are those borderline A1c patients that are obese and pre-diabetic...and I hesitate to start this medicine, and if I am, then I'm having a conversation about stopping it if they develop diabetes."

"A hotel representative confirmed that the hotel would keep the stay of Ukrainian children confidential from the press and any third parties, adding that "at the present moment, our head office is located on the territory of the Russian Federation, and there is no communication or exchange of information with the French office.""

"Procept generally recognizes systems revenue upon delivery to either the customer or distributor, which strikes us as relatively straight forward. However, we note that Procept disclosed a material weakness in its internal controls at IPO, and the Company's auditors consider systems revenue recognition a critical audit matter."

"Opportunities such as better scheduling, prep savings, and tabletop tablets could be realized quickly, while savings associated with reduced menu complexity would be dependent on the timing of new menu roll outs. Further benefits associated with kitchen technology, which we have not quantified, could also be realized over time"

"Opportunities such as better scheduling, prep savings, and tabletop tablets could be realized quickly, while savings associated with reduced menu complexity would be dependent on the timing of new menu roll outs. Further benefits associated with kitchen technology, which we have not quantified, could also be realized over time"

"Arconic cannot blame poor performance on the disastrous Firth Rixson acquisition. From 2013-2016, the Company invested over $3 billion in capital apart from the Firth Rixson deal. But merely generated an incremental $109 million of Net Operating Profit After Tax (NOPAT) for a Return on Incremental Invested Capital of only 3.4%"

"AMR management's short-term bonus in safety is being tied to NFDL which the company claims is "widely" used by others in the industry. However, after conducting a benchmark analysis, we find that more coal companies with U.S. production use TRIR or the Total Reportable Incident Rate. AMR is the only company we find using NFDL."

"The mere existence of this Committee: threatens to represent an unwelcome influence on the Board of Director committees; threatens to diminish the role of the Board of Directors; threatens to diminish the role of the Lead Independent Director; raises serious questions about the true independency of the “Independent Directors”."

"Current Mettler investors should be aware of the fact that its long-time Audit Chair, John D. Macomber, also served in audit roles at Xerox Corp and Lehman Brothers. The SEC later charged Xerox with accounting fraud, while Lehman Brothers infamously collapsed due in part to creative accounting that concealed its true leverage."

"Management also claims that near-term efforts to expand into foreign markets will support sales growth going forward. However, with Hill-Rom already having made a number of failed attempts to grow its international business, we have little confidence that foreign markets can serve as a meaningful growth engine for the Company."

"The mere existence of this Committee: threatens to represent an unwelcome influence on the Board of Director committees; threatens to diminish the role of the Board of Directors; threatens to diminish the role of the Lead Independent Director; raises serious questions about the true independency of the "Independent Directors"."

"We find COO Michael Smith’s biography has changed since 2015 when it was promoting his contribution to vertical integration and world leading biopolymer manufacturing processes. The change leads us to question Danimer’s execution of its prior objectives, current competitive advantages, and the Company’s messaging to investors."

"DWAC's ability to close its merger with TMTG is materially threatened along two distinct but inextricably linked regulatory paths: the need to file and have deemed effective an S-4 registration statement regarding the proposed merger with TMTG, and the active SEC investigation in material misstatements contained in DWAC's S-1."

"It is a common tactic of aggressively promotional management teams to bring on board members with name recognition and/or government connections, and who can bestow the company with some level of prestige and legitimacy, but who lack the experience and industry knowledge necessary to serve as an effective member of the board."

"Given the recent deterioration of the Exchange's financial performance and historical precedent, we believe it is increasingly likely that ERIE's management fee will decline for the first time in decades which could reset earnings expectations by approximately 20% and slow premium growth at the Exchange over the coming years."

"Unfortunately, execution has fallen well short of expectations, with last year's annual billings growth below 10% for the first time in the Company's public history, continued negative GAAP earnings, and a share price that is still below where it closed after its first day of trading following its IPO more than six years ago."

"Despite FND getting ensnared in an industry-wide scandal that alleged products sold were falsely labeled as compliant with formaldehyde emissions standards and settling a lawsuit for $16 million, management was rewarded with merit-based salary increases and the CEO received a discretionary bonus for "exceptional" performance."

"Disney should consider issuing a long-term free cash flow growth target beyond FY 2024 to anchor investors on a clearer strategic vision, improve investor outlook, and provide shareholders with a tangible commitment that the Company will allocate capital in a disciplined way to continually maximize long-term shareholder value"

"They were historically based in desktop display media and desktop video, right? So even in-app, I think they did a okay job of trying to catch up, but they actually deprecated their homegrown solution and relied on what was OM SDK, which is an industry standard in order to develop their technology in a mobile app environment."

"Not all percentages are created equal. The illustrative example below demonstrates why the top 1% of Herbalife’s distributors generate 88% of Recruiting Rewards, and why Herbalife’s compensation plan incentivizes distributors to recruit dramatically more so than other MLMs (there is a greater reward if you can get to the top)"

"Using the Wayback Machine, we find troubles with key performance indicators reported by Burgiss. Burgiss consistently referenced serving over 1,000 clients since 2019. However, now MSCI says it has approximately 1,000 clients. This suggests that the Company's client count has been stagnant to potentially down over four years."

"Growth is a major factor that drives stock prices. In the case of PERI, both of its major businesses are slowing down, especially display which for the last few years has been promoted by management as its greatest opportunity. We now see that management claims search is its #1 growth driver. We view this is a major red flag."

"We believe Stryker's 2019 acquisitions were abysmal. It spent $802 million on acquisitions (and recorded an additional $208 million for acquisition and integration related charges), which contributed $354 million of revenue. However, according to the proxy statement, the operating income contribution was negative -$7 million."

"We believe the issues at SnapAV are just a microcosm of ADI’s overall problem. For example, one of the growing issues can be seen with Samsung, which ADI lists as a “Featured Brand”. Samsung also offers products direct and is actively promoting its “Business Account” program that offers volume discounts and financing options."

"A few Google searches for strain or microbial engineering, yeast expression services, microbial fermentation CRO, fermentation CDMO, etc. is all one needs to grasp the commodity, crowded nature of Ginkgo’s business – where large players like Lonza and Abbvie, and bottom-feeder CRO’s proliferating Google ads, compete on price."

"We believe Prestige is overvalued on both a revenue and EBITDA basis. Given Prestige's poor organic growth prospects, lack of competitive advantage, eroding market share, declining financial transparency, low quality management and governance practices, it is well justified for the Company to trade at a discount to its peers."

"We never cease to be surprised by what Wilson says. At the Stifel Conference in June 2021, Wilson claimed regarding the Element AIM, "we're not changing veterinarian behavior." We find this surprising, since we believe doing more point of care fecal testing AND buying from Heska would both be material changes in vet behavior."

"We believe that while the vast majority of distributors earn little to no income, those who do are rewarded primarily for recruiting new distributors. Based on public data and the assumptions detailed in our presentation, we believe that recruiting-related rewards constitute over 90% of the earnings of Herbalife distributors."

"Disney should consider issuing a long-term free cash flow growth target beyond FY 2024 to anchor investors on a clearer strategic vision, improve investor outlook, and provide shareholders with a tangible commitment that the Company will allocate capital in a disciplined way to continually maximize long-term shareholder value"

"When management is inevitably forced to curtail its use of operating-type sale/leasebacks to support sales today, the resulting decline in revenue growth could be even more dramatic, as there will be no remaining deferred revenue or profit associated with these operating leasebacks left to be recognized in subsequent periods."

"When management is inevitably forced to curtail its use of operating-type sale/leasebacks to support sales today, the resulting decline in revenue growth could be even more dramatic, as there will be no remaining deferred revenue or profit associated with these operating leasebacks left to be recognized in subsequent periods."

"Based upon Herbalife's own internal documents, Herbalife does not calculate China Sales Employees (a/k/a China royalties) based upon "Hourly Consulting Fees." Instead, Herbalife calculates royalty compensation in China as percentages of Retail Sales . . . just as Herbalife calculates royalty overrides in the rest of the world"

"One possible reason for the increase in the assessment of the inventory value could have been a material increase in coal prices. However, Contura's own investor presentation described key Met Coal prices as "Firm" and there doesn't appear to be any material price change between merger announcement (April) and closing (Nov)."

"You should assume that as of the publication date of our reports and research, Muddy Waters, LLC... has a short position in all stocks (and/or options, swaps, and other derivatives related to the stock) and bonds covered herein, and therefore stands to realize significant gains in the event that the price of either declines."

"Shouldn't DV investors be concerned that it cannot specifically quantify its total number of customers and has reported the same boilerplate figure of "over 1,000" since first filing with the SEC in September 2020? Even worse, DV doesn't define what exactly is a customer, while its close peer IAS gives a lengthy description."

"Our proposal is not rooted in a mere abstract preference for the separation of the Chair (to be independent) and CEO, disregarding other viable governance structures. Rather, it stems from our specific assessment of the unequivocal failure of BlackRock's governance to provide independent oversight on the company's management"

"BLI instrument has so many problems that Amgen staff strongly resist using it; have to be occasionally forced to do so; machine is mind-numbingly difficult to use and error-prone, scaring even tech-savvy scientists at the company; error-handling protocol alone is 4 pages; “very hard” to develop a new process with the device."

"Companies that consistently invested their cash flow and resources in a share repurchase program have generated material outperformance over the past 5, 10 and 15 year periods, leading to an average of more than 4% greater annualized returns versus the S&P 500 index and 4x the amount of investor gains over the 15-year period"

"In its 2019 IPO prospectus, PGNY references its treatment outcomes (most often referred to as "superior" or "optimal") a whopping 57 times, and the Company frequently references its superior outcomes data relative to non-members, both in-network and outside the PGNY network of clinics. We believe these claims are disputable."

"Heska's gross margins generally fall between those of high value-added diagnostic equipment companies and pure animal health distributors. Heska's EBITDA margins fall below those of nearly all possible comparable companies. We believe this is indicative of Heska's lack of proprietary technology and poor competitive position."

"The potential payment of US$30 million, largely to senior executives, is truly jarring when assessed against the chronic underperformance, pervasive misallocation of capital, culture of excessive pay and track record of wasteful administrative spend that these same executives have been accountable for over the past decade..."

"The recent explosion of normothermic regional perfusion (NRP) – an inexpensive way to retrieve DCD organs, the entire use case for TransMedics and driver of its growth – renders TransMedics essentially obsolete, given NRP is $3,000 per case versus $80-90K for OCS plus another $40-100K or more for its NOP procurement service."