Callouts & quotes from 179+ activist slides

"Ms. Xu worked at NQ for less than six months, as marketing director, and then left NQ in 2007 in order to buy her stake in YDT; YDT is a separate and completely independent business from NQ; and NQ accounts for only 60% of YDT’s revenue. — NQ “Response to J Capital Report, ‘NQ Not At Any Price,’” August, 2013."

"Iger told board members he didn't think Chapek needed to audition for the role... Iger told [Chapek] that instead of the one-on-one board interviews, Disney's lead independent director, Susan Arnold, would be in touch... She and Iger had both recommended Chapek for the job, and the board had approved. — CNBC"

"“Michael sets the tone for not only the Company, but, more importantly, for independent distributors, that there is room at the top, that this is an aspirational business, and he paints that picture with kind of dreamy type of goals.” --CFO Rich Goudis, Herbalife Ltd. Investor Day at NYSE, 12/16/2008"

"Pursuant to the G&A Services Agreement, Ginkgo will perform its obligations as an independent contractor and the Company will pay Ginkgo for services at the fully burdened full time equivalent cost, plus pass-through costs, materials and services. — Soaring Eagle Acquisition Corp prospectus 8/13/2021"

"In the spirit of transparency and strong corporate governance, we encourage you to gather all of the facts, assess these questions holistically and independently and reach your own conclusions. Sincerely, Independent Directors of the Phillips 66 Board of Directors — Phillips 66's April 24 Letter"

"But we think the combination of the 2 companies, plus our road map, plus our product strategy, will allow us to break through the pack much like Trade Desk did, and put us in a position to be the dominant independent scaled player on the SSP side. — Magnite CEO, Needham Conf May 19, 2020"

""in the future, consistent with the Company's Corporate Governance Guidelines it is the Board of Director's intention to separate the positions of Chair and CEO and that the position of Chair shall be held by an independent director on the Board of Directors." — Office Depot 2011 Proxy"

"“A recession is when you have to tighten your belt; depression is when you have no belt to tighten. When you've lost your trousers - you're in the airline business.” — Sir Adam Thomson, Founder and Chairman of British Caledonian, one of Britain's most successful independent airlines"

""The lead independent director or another appropriate director should be available to meet with shareholders in those situations where an independent director is best placed to explain and contextualize a company's approach" — BlackRock Investment Stewardship Global Principles"

""The lead independent director or another appropriate director should be available to meet with shareholders in those situations where an independent director is best placed to explain and contextualize a company's approach" — BlackRock Investment Stewardship Global Principles"

"There are two commonly accepted structures for independent leadership to balance the CEO role in the boardroom: 1) an independent Chair; or 2) a Lead Independent Director when the roles of Chair and CEO are combined, or when the Chair is otherwise not independent. — BlackRock"

"We prepared the estimates of reserves which were audited by MM&A, and MM&A reviewed our methodology, assumptions and reserve factors utilized in calculations...MM&A relied on their independent pro-forma economic analysis for ultimate reserve determination — 10-K p.48"

"Following a risk-benefit analysis, including consultation with FDA, study investigators, independent expert neurologists, and neuroradiologists, Sanofi determined that the risk to patient safety outweighed the benefit that fedratinib would bring to patients. — Sanofi"

""You know, it’s really amazing. I step out of the Ferrari, the Bentley, or whatever, and people go – ‘what does that guy do for a living? – and I go, ‘I’m an Herbalife independent distributor,’ and people are absolutely amazed" — Doran Andry, Chairman’s Club Member"

"What are you looking for? Work From Home, Extra Income, Own Business, Financial Freedom, More Spare Time, Personal Development, Helping Others, Meeting New People, Retirement / Pension, Leave a Legacy — Herbalife Independent Distributor Presentation (2010)"

"“made Sinch the largest independent voice network in the United States. Inteliquent is one of the major backbones of any voice calling provider in the US and is also trusted by the major US mobile operators to power their peer-to-peer calling.” — Sinch"

"Independent proxy advisors ISS, Glass Lewis and Egan-Jones agree: support Elliott’s case for change at Phillips 66 (NYSE: PSX). Vote by the May 21st deadline to add new voices to the boardroom that put shareholders’ interests first."

""In our experience, boards are most effective at overseeing and advising management when there is a senior, independent board leader." — BlackRock Investment Stewardship, Proxy voting guidelines for U.S. securities - January 2024"

""In our experience, boards are most effective at overseeing and advising management when there is a senior, independent board leader." — BlackRock Investment Stewardship, Proxy voting guidelines for U.S. securities - January 2024"

"We determined that Ms. McIntosh's experience in the public education sector and her experience serving as an advisory board member qualify her to serve as an independent director on the Board. — PowerSchool 2023 Proxy Statement"

""With China's industrial upgrade, our country should be able to own independent and controllable key technologies. AI chip is China's opportunity to catch up in the semiconductor sector," said Leiwen Yao, director at Tencent"

"“AOL's CEO and CFO have realized significant value in terms of restricted stock vesting in the past two years while shareholders experienced a decline in the stock price.” — A leading independent compensation consulting firm"

"“The three new independent directors, Messrs. Chenault, Miner and Seams, were each recommended to the Board and the Nominating Committee by Michael Reich & Associates, a third party search firm.” — Tessera's proxy materials"

"“We encourage you to rely on the judgment of the Arconic Board, which is independent, objective and thoroughly dedicated to the interests of all Arconic shareholders.” — Arconic Letter to Shareholders, March 2, 2017"

"I was particularly annoyed about the shameless allegation that Ströer did not have any proper corporate governance and that the supervisory board was not independent. Intolerable effrontery! — Udo Müller"

"“All members of audit, compensation, and nominating/governance board committees should be independent” — BlackRock Investment Stewardship, Proxy voting guidelines for U.S. securities - January 2024"

"“All members of audit, compensation, and nominating/governance board committees should be independent” — BlackRock Investment Stewardship, Proxy voting guidelines for U.S. securities - January 2024"

""WCT is an independent oil and gas company in which Mr. Ward retains no financial interest nor has any management or operational involvement." — SandRidge Energy consent revocation statement"

"AOL's existing peer group, which serves as the foundation for benchmarking executive compensation, consists of companies that are too large. — Independent compensation consulting firm"

"AOL's existing peer group, which serves as the foundation for benchmarking executive compensation, consists of companies that are too large — Independent compensation consulting firm."

"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"

"Mr. Grijalva conducts his business as an independent sales representative through a limited liability company of which he and Ms. Grijalva are members. — FY18 Proxy (7/27/18)"

"The University of California does not endorse specific products or services as a matter of policy — Footnote in Herbalife Independent Distributor Presentation (2007)"

"Congratulations, the Associate Agreement you submitted was approved. You are now an independent associate with World Financial Group Insurance Agency, Inc. (WFGIA)."

"The Company currently anticipates the independent fiduciary will dispose of the contributed shares over the next 6 months. — Aerojet Rocketdyne Holdings, Inc. 8-K"

"Companies listed on the Prime Market should therefore appoint at least one-third of their directors as independent directors — Japan's Corporate Governance Code"

"Lazard recommends the separation of TWX into four independent companies: (1) AOL, (2) Content (Networks + Filmed Entertainment), (3) Publishing, and (4) TWC."

"I cannot accept this first line of challenge. There are two independent reasons why. First, I cannot accept premise (3) (see §60 above). — UK Court Ruling"

"“Solutions 30 and its leaders have been the subject of very serious accusations that the independent audit has fully rejected...” — Alexander Sator"

"“AOL's actual total cash compensation is high as a percentage of EBITDA in relation to peers.” — A leading independent compensation consulting firm"

"‘The BoD regularly reviews its leadership structure’: failure to correct confirms lack of independent oversight — BlackRock Board of Directors"

"Extent to which the audit was considered capable of detecting irregularities, including fraud — Deloitte Independent Auditor Report"

"the Company could create a REIT spin-off that holds most – but not all – of the real estate assets. — Independent Covenant Review"

"The Lead Independent Director, especially in a dual Chairman and CEO role, should be like 'Caesar's wife'(1) - beyond suspicion."

"The Lead Independent Director, especially in a dual Chairman and CEO role, should be like ‘Caesar's wife’ - beyond suspicion."

"“AOL's short-term pay is significantly misaligned with performance.” — A leading independent compensation consulting firm"

"My Herbalife Independent Distributorship has transformed my life with health, wealth and happiness. — Enrique Carrillo"

"My Herbalife Independent Distributorship has transformed my life with health, wealth and happiness. — Enrique Carrillo"

"Nuvei "has not independently verified the accuracy or completeness of such information" — New risk factor added Q3'21"

""Where Friends of Good Nutrition Meet Every Day" — Herbalife Independent Distributor Nutrition Club Presentation"

"Investors Generally Prefer That Independent Directors be a Substantial Majority of the Company's Board. — ISS"

"“Three independent directors” includes Mr. Kiefaber and Ms. Ogilvie, both of whom are already on the Board"

"Herbalife is a fantastic Business Opportunity! — Herbalife Independent Distributor Presentation (2009)"

"INDEPENDENT PROXY ADVISOR GLASS LEWIS BACKS ELLIOTT’S CASE FOR CHANGE AT PHILLIPS 66 — Streamline 66"

"Growing and Sustaining Royalties — Herbalife Independent Distributor Presentation (2006)"

"Source: Herbalife Independent Distributor Presentation (2011)"

"Source: Herbalife Independent Distributor Presentation (2008)"

"“Culture of concealment” — Independent investigation report"

"“Independent Third Party” — ANTA Prospectus"