Callouts & quotes from 215+ activist slides

"The Intel SPIE papers confirm challenges with Lasertec’s EUV tool, namely contamination and optics degradation from tin plasma (“ion induced damage to the optical components”); light source stability and brightness level; struggles in managing source brightness vs. source chamber pressure, as high pressure is needed to help mitigate tin debris but which reduces brightness; and unstable plasma which leads to dark pulses and inspection failures"

"Zebra changed its reporting of Contractual Obligations after 2020 and stopped disclosing that it did not have “take-or-pay arrangements.” However, recall on the previous slide that Zebra paid a $10 million to reduce its obligation to purchase inventory from a 2021 agreement. Therefore, it appears that Zebra did have an arrangement like a take-or-pay arrangement but chose not to disclose it."

"It sounds as if IPX's potential customer funnel has been dramatically reduced. After indicating that 200 potential customers had signed NDAs in October 2024, IPX said customer activities accelerated by June 2024. IPX now says it counts ~100 active potential customer programs which suggests that at least 50% of the potential customer pool may have already declined interest."

"However, Pioneer sold a 40% interest in part of its acreage to Sinochem in 2013. For a portion of the purchase price, Sinochem pays 75% of Pioneer's share of the capital spending on those acres for the next couple years. Last year, that payment was $485 million, which reduced Pioneer's Capex and flattered Pioneer's claimed cost per BOE by more than $3."

"Mettler has made two recent moves to acquire real estate. It is clear from footnote disclosures that Mettler is trying to reduce its lease expense, partially improved by the consolidation of two Swiss properties (Uznach and Schwerzenbach) in 2018, but also by the acquisition of properties, which is a way to capitalize the cost on the balance sheet."

"The CEO has been selling stock more aggressively since shares were relisted in 2020. However, even more concerning is that just in the recent eight-month period from Feb 28th – Nov 11th CEO Liang has sold the most shares in recent history. His stock sales are mirrored by the CFO’s sales, who reduced his holdings for the first time by 70%."

"Given the size of legal spend, it appears that Tessera pays full cash legal fees at extremely high hourly rates for all of its litigation instead of opting for performance driven structures, such as the use of partial contingency fees that reduce cash outlays, share risk and incentivize law firm performance as opposed to billable hours."

"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"

"Decoupling the provision of the monitoring device from real-time cardiac event supervision and report preparation would dramatically alter the economics of iRhythm’s business, as it would likely result in reduced revenue and effectively relegate the Company to simply supplying a largely commoditized patch product."

"Spruce Point finds additional evidence that insiders are extracting more value on easier terms than before from shareholders. For example, equity vesting was reduced from four to three years. Restricted stock units (RSUs) removed any performance condition which were previously linked to milestones such as an IPO."

"We estimate gross profit per system will continue to drop as the solar investment tax credit steps down over the next 2 years. Lower margins and a reduced benefit for tax equity investors look to pressure an industry which already has tight margins and relies on tax equity to support their negative cash flows."

"Given our concerns about FND's leasing strategy and that a large amount of leases having become legally binding but not yet recorded on the balance sheet, we observe that FND ceased providing the supplemental balance sheet with information related to operating leases. We find this reduced disclosure troubling."

"At DuPont’s 2013 Investor Day, management was not transparent about reducing margin targets, suggesting that reduced margin targets were correlated to the accounting change. Were DuPont’s independent directors aware of this? Trian’s nominees will seek to ensure that the board holds management accountable."

"At DuPont's 2013 Investor Day, management was not transparent about reducing margin targets, suggesting that reduced margin targets were correlated to the accounting change. Were DuPont's independent directors aware of this? Trian's nominees will seek to ensure that the board holds management accountable."

"At DuPont’s 2013 Investor Day, management was not transparent about reducing margin targets, suggesting that reduced margin targets were correlated to the accounting change. Were DuPont’s independent directors aware of this? Trian’s nominees will seek to ensure that the board holds management accountable."

"The structure relies on a web of “straight line / dotted line” reporting relationships that obfuscates “ownership” of decisions and reduces organizational agility, exacerbated by the fact there are three dimensions to the matrix between Category, Sales and Functions – from global, to regional, to country"

"According to an article by CryptoSlate which cites research from VanEck, app download data from Sensor Tower, and stablecoin data from Chainalysis, Western Union and MoneyGram are already seeing pressure from stablecoin through reduced app downloads and declining monthly active user (MAU) growth."

"Despite the seemingly sound logic of single embryo transfer, research suggests that PGNY’s claims that this practice will ensure the reduced incidence (and, most importantly, resultant costs) of pre-term births are questionable, or at least provide an incomplete picture of the aggregate outcomes."

"DuPont management has demonstrated that it disagrees: Investments(1) as a percentage of sales into growth businesses have been reduced more than investments into mature businesses (Coatings and Performance Chemicals), despite management's claims of increasing investments into growth businesses(2)"

"WD-40’s share price defies logic and trades at an extreme valuation. Post the last financial crisis in 2018, management has directed ~62% of total free cash flow into repurchasing shares at increasingly inflated prices, while it methodically reduces its stake in the Company to almost nothing."

"The JV structure creates substantial immediate value, akin to raising equity at a massive premium to the current market price, while highlighting the value of Macy’s real estate ownership, and preserving the optionality for future value creation, financial flexibility, and reduced risk."

"Spruce Point questions the heavy insider selling in Q4 2021 around the time we find both: 1) Unusual international revenue declining and, 2) Underestimation of the Zentrick termination payout by 2x that would have drastically reduced the Company’s 29% earnings beat for the quarter."

"Per the original JV contract, peak revenues were slated to be $170m in the year ending April 30, 2022. The most recent amendment has revised the contract for revenues to peak three years later (April 30, 2025) than the original agreement and at a reduced commitment level of $125m."

"Spruce Point has analyzed many struggling companies over the years, and a consistent theme we find is that challenges are often accompanied by reduced transparency and disclosures. We observe that as recently as FY 2022, Saputo has stopped providing at least three key disclosures."

"Moreover, we believe that there is a material risk that any insurance covering potential claw backs may be void if there is a determination of tax fraud, which could subject RUN and the tax equity investors to significant liabilities, and ABS holders to reduced cash flows."

"Washington state terminated coverage after a lengthy 2018 evidence review by 11 clinicians, slamming stimulators as unsafe with sky-high complication rates of 42-60%, and concluding that they fail to provide pain relief or reduce the need for pain medication like opioids."

"Dr. Fang (Blacksand founder and technology inventor), Raymond Nimrod (IperionX’s technology and patent portfolio advisor) and Lamont Leatherman (former Chief Geologist) either completely sold or materially reduced their stock holdings between August 31, 2024 and 2025."

"The acquisition of ADESA was an acknowledgement of these shortcomings. Far more brick-and-mortar infrastructure (over $2.2bn worth) was needed to properly scale, physically reduce the distance to its customers, and improve profitability by lowering logistics costs."

"No, I don't remember. $500 million—between $300 to 500 million and that basically translates to the POs that they had from Intel but the POs are at a significantly reduced price. They don't have a lot of margin on those tools, very low margins on those tools."

"Insiders have continued to reduce their stake in PGNY since its IPO in 2019. Insiders have reduced their stake from 52% prior to the IPO to 14% as of the 2021 proxy filed in April 2022. If insiders are selling at such a rapid clip, why are investors buying?"

"Initially submitted as an advisory proposal to solicit shareholder feedback, but rejected by Keisei, Palliser's binding proposal to reduce the OLC stake below 15% offered shareholders a voice on capital allocation, whilst preserving management flexibility"

"It is worth noting that, similar to past acquisitions, there will be some amount of MSCI shared expenses that will be allocated to the segment. These allocations will reduce the margins for Burgiss, while slightly increasing the margins in other segments."

"Based on our research, we have identified three frequent events that should result in write-offs of capitalized connected device costs, which would reduce reported gross margins. We are not confident that Samsara has been taking the requisite write-offs."

"In essence, neoclouds allow Nvidia to expand its sales reach without relying exclusively on hyperscalers who not only command significant pricing power but are also aggressively developing their own custom AI chips to reduce their dependence on Nvidia."

"It’s a huge red flag when management says one thing and does another. The CFO specifically said there would be no deal synergies for at least four years, yet it assigned $88m to goodwill, which it is using to reduce U.S. taxes and underpay the IRS."

"Granted coal prices were soft in 2019 and fell into 2020 during the pandemic, but this did not lead many coal companies to drastically reduce their proven and probable reserves – except for AMR which cut proven and probable reserves by almost 50%."

"As unfathomable as this is, Bennett's employment was terminated "without cause" (a "for cause" termination would have reduced the payment), a shocking decision considering he led the company through both a bankruptcy and the Bonanza Creek debacle."

"We believe that the Exit Multiple should reflect this significant change in the business as MLP-qualifying income in an MLP structure is extremely valuable to other MLPs and can serve to reduce TPCG's cash tax costs and lower its cost of capital."

"The FTC's complaint alleges that Northrop's proposed acquisition of Orbital ATK would have reduced competition in the market for missile systems purchased by the U.S. government, resulting in less innovation and higher prices for taxpayers."

"In November 2018, consistent with Trian's recommendations, P&G unveiled a new organization structure designed to "de-matrix" the company and create end-to-end P&L and operational responsibility, including a reduced number of business units"

"We believe LongHorn needs to reduce the prep items that customers are not giving them credit for, and focus their labor efforts on what customers actually care about. Estimated total savings from reducing prep costs is $6.5 – $12 million"

"We believe LongHorn needs to reduce the prep items that customers are not giving them credit for, and focus their labor efforts on what customers actually care about. Estimated total savings from reducing prep costs is $6.5 – $12 million"

"We have proposed a set of near and longer-term measures intended to rebuild investor trust and reduce the $25bn value gap between the company's market value and intrinsic value, equivalent to potential share price upside of up to ~170%."

"If management becomes more bearish about a recovery, it can reduce capacity further and shrink the cost base. We believe that if the business were right-sized to the current sales base of ~$3.3bn, EBIT margins could be approximately 10%"

"However, we believe this arbitrage is firstly unsustainable and secondly about to fall apart, because our findings imply that IIPR will in fact have to finance the 2020 dividend from capital raises or reduce the dividend substantially."

"At the current run rate IIPR would have to pay out $86M in dividends throughout 2020. It seems to us that the company will not be able to do so based on our analysis. We expect that the dividend will have to be reduced substantially."

"In the past decade, Zebra insider ownership has plummeted from 6.5% to just 1% of the equity. Over the same period, institutional investors known for doing fundamental research have either exited or materially reduced their stakes."

"Where is the actual $5.6 million payment that was made in 2022? It is not recorded through the financing or investing section as related to the acquisition. Did it go all through the income statement and reduce operating cash flow?"

"HGV's EBITDA growth is severely reduced by Diamond's slower growth business. HGV is forecasting 16% EBITDA growth on a standalone basis annually between 2022 and 2025 while Diamond standalone is only forecasted to grow 4% annually"

"Contrary to Phillips 66's narrative that their business mix affords investors reduced volatility and they have successfully completed their operational turnaround, the Company delivered worse earnings than all of its peer groups."

"Contrary to Phillips 66’s narrative that their business mix affords investors reduced volatility and they have successfully completed their operational turnaround, the Company delivered worse earnings than all of its peer groups."

"The quickest way to increase the value of Yahoo's shares is to do what should have been done 4 years ago and dramatically reduce the headcount and costs of the company to something sustainable matching current revenues and EBITDA"

"Twist’s chip can only make smaller oligos, which are a small niche; limited growth opportunity; larger vendors will continue to dominate; Twist may “go bankrupt” or “collapse” because of their pricing; Novartis will reduce spend"

"HIMS has gradually reduced its level of business and financial disclosure since the SPAC transaction. This behavioral pattern is consistent with companies that we've analyzed in the past that have delayed bad news for investors."

"A recent Tegus interview conducted Oct 4, 2021 of both a former Zimmer Biomet and Stryker employee confirms that the market has shifted towards giving away the robots for free or reduced cost in exchange for implant minimums."

"Recall on the previous slide, G&K revenue guidance was suppressed ~$165-$195 below G&K projections. Is it a coincidence that Cintas actual results came in above the initial range by an amount close to the reduced G&K revenue?"

"By primarily using stock options to incentivize management, the Board has created an environment that has favored excessive risk-taking, which can be seen by the excessive pace of M&A and the reluctance to reduce leverage."

"Compared to the Solidigm analysis, this would reduce annual HDD rack operating costs by over 90% from $3.1 million to $260K, or by over $28 million over ten years in their analysis, representing a material cost reduction."

"At Trian’s consumer investments where Nelson Peltz has served on the board, margin improvement coincided with sales growth, often due to reduced bureaucracy, greater accountability, and a faster moving organization"