13D weekly report - August 04, 2025 to August 08, 2025

Two Seas Capital opposes CoreWeave acquisition of Core Scientific Inc (CORZ)

Key Summary: On August 7, 2025, Two Seas Capital (6.3%) stated that it will vote against Core Scientific’s sale to CoreWeave, calling it undervalued and risky, and plans to rally shareholder opposition.

Market Cap: $4.4 billion | Core Scientific, Inc. provides digital asset mining services in the United States.

On August 7, 2025, Two Seas Capital (6.3%) said it will vote against Core Scientific’s proposed sale to CoreWeave, calling the deal undervalued and risky due to its uncollared, all-stock structure. While supportive of a merger in principle, it believes the current terms unfairly favor CoreWeave and plans to urge other shareholders to reject the deal. Source

Broadwood Partners Questions Alcon Deal with STAAR Surgical Company (STAA), Reviews Strategic Options

Key Summary: Broadwood Partners noted progress in STAAR Surgical Company. On Jan 10, 2024 (22.1%), despite a stock price dip, it believed in the company's growth and opposed undervalued acquisitions. It stressed corporate governance and planned to engage for more enhancements and value creation. On March 3, 2025, Broadwood Partners increased its stake to 24.2% and supported the new CEO, aiming for improved profitability and long-term shareholder value. On April 2, 2025, Broadwood Partners raised its stake to 25.4%, backed the new CEO and Interim CFO for their strong track records, and welcomed governance improvements, including separating the CEO and Chair roles and adding Asia-focused directors. On August 5, 2025, the company agreed to be acquired by Alcon, but Broadwood Partners remains undecided and is reviewing the process while exploring alternatives.

Market Cap: $1.4 billion | STAAR Surgical Company designs, develops, manufactures and sells implantable lenses for the eye and delivery systems used to deliver the lenses into the eye.

On January 10, 2024, Broadwood Partners (22.1%) stated that despite the company's stock price having fallen since its last filing in November 2023, it believed the company had continued to grow and improve its financials. It opposed any acquisition offer at a price below its perceived long-term value. Broadwood Partners also emphasized the importance of corporate governance and shareholder alignment, noting past contributions and recent improvements. It planned to remain engaged in dialogue with the Board and other shareholders for further governance enhancements and value creation. Source

On March 3, 2025, Broadwood Partners raised its stake to 24.2% and expressed support for the new CEO, expecting improved profitability and growth, while also engaging with the Board on governance and strategic issues to foster long-term shareholder value. Source

On April 2, 2025, Broadwood Partners raised its stake to 25.4% and support the new CEO and Interim CFO, citing their track records, and welcome recent governance improvements, including the separation of CEO and Chair roles and the addition of Asia-focused directors.

On August 5, 2025, the company agreed to be acquired by Alcon, but Broadwood Partners remains undecided, seeking records on the merger process and exploring alternative partners or strategies to enhance shareholder value. Source

Past

In 2015, Broadwood Partners disclosed a 2.3% stake and sought a board seat, while it increased its holdings from 17.3% to 21.6%, citing governance and alignment concerns and faith in management. In 2016, Broadwood's stake grew to 27%, recognizing governance improvements but maintaining alignment concerns, emphasizing the need for more progress. In August 2018, holding 24.7%, Broadwood Partners noted substantial company progress under improved management, better results, and increased recognition, acknowledging governance advancements and committing to ongoing dialogue for long-term value. In August 2020, with a 23.6% stake, it reaffirmed its belief in the company's progress, and on January 28, 2021, at 21.5%, expressed satisfaction with ongoing corporate governance enhancements, crediting shareholder-oriented governance since 2014-2016 via shareholder-board dialogue.

Starboard Evaluating Options to Enhance Value at Rogers Corp (ROG)

Key Summary: Starboard initially nominated six directors in December 2022 but withdrew the nomination after a February 2023 settlement, which led to two Starboard-backed directors joining the Board. As of August 2025, with a 9.3% stake, Starboard continues to engage with management on value creation and may consider governance changes or strategic actions

Market Cap: $1.3 billion | Rogers Corporation designs, develops, manufactures, and sells engineered materials and components worldwide.

On February 6, 2023, Starboard (6.5%) disclosed that on December 15, 2022, it has delivered a letter to the company nominating a slate of six director candidates for election to the Board at the 2023 AGM. Source

On February 26, 2023, the company entered into a settlement agreement with Starboard and pursuant to it, Starboard has agreed to withdraw its notice of shareholder nomination of its six director candidates, and the Company has agreed to temporarily increase the size of the board from ten (10) to twelve (12) and appoint Armand F. Lauzon, Jr. (the “First Independent Director”) and Anne K. Roby (the “Second Independent Director,” to the Board)

On August 6, 2025, Starboard (9.3%) stated that they continue engaging with management on value creation and may consider actions like governance changes, business combinations, or altering their holdings. Source

Edward Smolyansky and Ludmila Smolyansky Announce Extension of Requested Response Deadline for Pending Consent Solicitation at Lifeway (LWAY)

Key Summary:  Since 2021, Edward and Ludmila Smolyansky have consistently pushed for leadership and governance changes at Lifeway Foods, including multiple director nominations, calls to replace CEO Julie Smolyansky, and demands for a strategic review. After a brief settlement in July 2022, tensions resurfaced in 2024 with renewed proxy efforts, legal disputes, and criticisms over insider compensation, governance practices, and rejection of acquisition offers from Danone. By August 2025, Danone, frustrated by failed negotiations and board entrenchment, signaled its intent to support Edward’s campaign to replace the board if a deal isn’t reached. On August 7, 2025, Edward and Ludmila Smolyansky, controlling ~26% of Lifeway Foods, extended the WHITE consent card deadline in their solicitation to September 30, 2025.

Market Cap: $422 million | Lifeway Foods, Inc. produces and markets probiotic-based products in the United States and internationally.

On October 15, 2021, Ludmila Smolyansky, Chairperson of the Board, and Edward Smolyansky, COO of the company, disclosed 38.4% and stated that Edward Smolyansky intends to nominate up to three directors at the 2021 AGM. Source

On February 21, 2022, the concerned shareholders (38.2%) notified the Board of their belief that the Company should replace the Company’s CEO, and commence an exploration of the Company’s strategic alternatives. Source

On March 11, 2022, Edward Smolyansky notified the corporate secretary of the company of his intent to nominate himself, Ludmila Smolyansky, Robert Whalen, Austin Hollis and Iana Trifonova for election to the  Board at the 2022 AGM. As Mr. Smolyansky continues to prepare for a potential proxy contest in connection with the 2022 AGM, he intends to continue to engage in discussions with the Board regarding his belief that the Company should replace the Company’s CEO, and commence an exploration of the Company’s strategic alternatives. Source

On July 27, 2022, Edward Smolyansky entered into a settlement agreement with the Company which terminates his potential proxy contest or solicitation with respect to the appointment of new directors to the Board. Pursuant to the Settlement Agreement, the Company has agreed, that (i) the Board will nominate: Juan Carlos Dalto, Jodi Levy, Dorri McWhorter, Perfecto Sanchez, Jason Scher, Pol Sikar, Julie Smolyansky and Ludmila Smolyansky, and (ii) the Board’s Audit and Corporate Governance Committee will oversee a review of strategic alternatives for the Company.

On February 10, 2023, Ludmila Smolyansky and Edward Smolyansky provided a notice to the Company regarding potential breaches of the Settlement Agreement, dated as of July 27, 2022, as amended, among the Company, Ludmila Smolyansky and Edward Smolyansky (the “Settlement Agreement”). Under the Settlement Agreement, Ludmila Smolyansky’s and Edward Smolyansky’s “standstill” obligations under Section 6 of the Settlement Agreement terminate in the event of a material breach by the Company that is not cured within ten days by the Company. On February 22, 2023, the Company provided a written response, claiming that it had not materially breached the Settlement Agreement, and noting that a committee of the Company’s board of directors had approved the engagement of a nationally recognized financial advisor, and that certain terms of the engagement were being negotiated and remained subject to approval by the committee. Source

On May 5, 2023, Mr. Smolyansky again notified the Company, in accordance with the Company’s bylaws, that he intended to nominate seven candidates for election as directors at the 2023 annual meeting.

On May 9, 2023, Mr. Smolyansky filed proxy materials seeking support for its nominees.

At the AGM held on June 15, 2023, all of the company's director nominees were elected to the Board.

On October 26, 2023, Ludmila Smolyansky and Edward Smolyansky (together 31.1%) informed the company. that they are nominating a director in accordance with the Settlement Agreement from July 27, 2022. As per the agreement, the Board must appoint the nominee if approved by the Board and its Audit and Corporate Governance Committee in good faith, with no unreasonable withholding of approval. They also mentioned a second contingent nominee to be considered if the first nominee is not approved by the Board or the Committee. Source

On July 18, 2024, Ludmila Smolyansky and Edward Smolyansky (together 8.4%) issued a press release demanding (i) the resignation of Julie Smolyansky, CEO and chairperson of the Company, (ii) the resignation of certain of the Company’s directors, including Jason Scher, Pol Sikar, Jody Levy, Dorri McWhorter and Perfecto Sanchez, (iii) the termination of Jason Burdeen, the Company’s chief of staff, (iv) the adoption of an anti-nepotism policy and (v) an operational and strategic review of the Company.

On August 13, 2024, Ludmila Smolyansky and Edward Smolyansky filed proxy materials soliciting consent for the Board Removal Proposal and the Director Election Proposal. Source

On December 30, 2024, Danone North America accused Lifeway Foods and CEO Julie Smolyansky of breaching a Shareholder Agreement by issuing nearly 300,000 shares without consent, declaring the action void. This follows rejected acquisition offers and Lifeway's leadership entrenchment, with Danone alleging shareholder value erosion through unauthorized stock grants and excessive compensation, hinting at potential litigation. Source

On February 3, 2025, Ludmila Smolyansky and Edward Smolyansky issued a press release regarding a lawsuit filed against Mr. Smolyansky by Julie Smolyansky, the CEO of the Company and confirming Mrs. Smolyansky and Mr. Smolyansky's goals with respect to the Company's management and board of directors.

On March 3, 2025, Danone filed a lawsuit against the company and its Board, accusing them of breaching fiduciary duties and violating the shareholder agreement. Danone seeks to have the share issuance rescinded and intends to continue pursuing legal action to enforce its rights under the agreement. Source

On March 13, 2025, Edward Smolyansky sent the letter to the company notifying his intent to nominate seven directors for election at the Company's 2025 annual meeting of shareholders.

On March 17, 2025, Mr. Smolyansky also made available a letter to Company shareholders on his website, www.freeLifeway.com

On March 28, 2025, Ludmila Smolyansky and Edward Smolyansky filed proxy materials seeking support for their nominees

On June 2, 2025, Edward and Ludmila Smolyansky (27%) filed a revised preliminary consent statement seeking to replace Lifeway Foods’ board, citing weak Q1 results and poor governance. Despite a reported EPS increase, they argue earnings were driven by a one-time gain, not core operations. Key concerns include declining operating margins, weak sales, rising expenses, and insider stock sales. They criticized the Board’s handling of Danone’s offer, CEO/Chair Julie Smolyansky’s compensation, and called for independent oversight and strategic review, asserting broad shareholder support for immediate change. Source

On July 2, 2025, Edward and Ludmila Smolyansky (23.2%) solicited shareholder consents to replace the board and implement governance reforms. Their four proposals include the Bylaws Restoration Proposal (to repeal any bylaw changes made after March 24, 2023), the Board Removal Proposal (to remove all current directors including CEO Julie Smolyansky), the Director Election Proposal (to elect a new seven-member slate), and the Anti-Nepotism Proposal (to bar employment of any immediate family of the CEO or President). Source

On July 29, 2025, Edward and Ludmila Smolyansky urged shareholders to support their consent solicitation to replace the current board. They criticized the board, led by Julie Smolyansky, for rejecting Danone’s 72% premium offer, adopting entrenchment tactics (poison pill, delayed annual meeting), and awarding $8.5M in CEO compensation (94% of 2024 net income). They also flagged insider stock sales and alleged violations of governance policies. Shareholders were urged to submit consents by August 1 to restore accountability and enable independent review of Danone’s offer. Source

On August 1, 2025, Danone (22.7%) stated that in September and November 2024, it proposed to acquire Lifeway, but both offers were rejected and no substantive negotiations took place at that time. Discussions resumed in late June 2025 when Lifeway approached Danone to "reset" their relationship, leading to the signing of a confidentiality and limited standstill agreement on August 1, 2025, which restricts certain actions by Danone until at least September 15, 2025, with a possible seven-day extension if negotiations continue. If no acquisition agreement is reached by the standstill expiration date, Danone currently plans to support Edward Smolyansky's efforts to replace Lifeway’s Board. Source

On August 7, 2025, Edward and Ludmila Smolyansky, who control ~26% of Lifeway Foods, extended the requested deadline for shareholders to return WHITE consent cards in their ongoing consent solicitation from August 1 to September 30, 2025, while continuing efforts to secure support for their proposals. Source

Settian Capital May Push for Operational or Strategic Changes at Westwood Holdings Group Inc (WHG)

Key Summary: On August 4, 2025, Settian Capital (5%) stated that it may engage with management to propose actions aimed at enhancing shareholder value. Since April 2021, JCP Investment Management (initially 10.4%, later 8.8%) has urged the company to explore strategic alternatives, including a sale, to enhance shareholder value. After the Board rejected a $25 per share cash offer from Americana Partners in July 2021, JCP privately questioned this decision in January 2022, citing the stock’s lower trading price and demanding a three-year value creation plan or a formal strategic review. In April 2023, JCP demanded books and records following reports that CEO Brian Casey was exploring a take-private deal, which JCP opposes given the company's low valuation and past rejection of a higher offer.

Market cap: $96 million | Westwood Holdings Group, Inc., through its subsidiaries, manages investment assets and provides services for its clients. 

Settian Capital

On August 4, 2025, Settian Capital (5%) stated that it may engage with management to propose actions aimed at enhancing shareholder value, including operational and/or strategic proposals. Source

JCP Investment Management

On April 29, 2021, JCP Investment Management (10.4%) stated that it intends to communicate with the management, Board and other interested parties, about a broad range of operational and strategic matters, and discuss with such persons a potential sale of the company as a means of enhancing stockholder value. Source

On July 14, 2021, the company announced that it has received an  unsolicited proposal from Americana Partners, LLC to acquire the Company for $25 per share in cash. But the company rejected the offer.

On January 5, 2022, JCP Investment Management (10.4%) stated that it privately wrote to the Board seeking an explanation how the company’s standalone plan represents a better risk-adjusted path forward than $25 per Share in cash. The private letter also called on the Board to release a three-year plan and outline the value creation plan for shareholders, or, alternatively, commence and disclose a robust strategic review process. It stated that on January 5, 2022, the Shares are trading at $16.87, which is nearly 33% less than the $25 per Share cash offer that the Board rejected. Given the company's continued underperformance under the stewardship of the current Board and management team, JCP Investment Management believes that the company should immediately commence a strategic review process, including a possible sale of the company, as a means to maximize stockholder value.  Source

On April 20, 2023, JCP Investment Management (8.8%) submitted a demand to inspect certain books and records of the company after learning that the company’s CEO, Brian O. Casey, has been contacting potential financing sources in connection with a potential take private of the company. JCP Investment Management intends to oppose any such efforts by management to take the company private at its depressed valuation, particularly in light of the Board’s previous public rejection of a $25 per share cash offer in July 2021 and stated rationale that such offer significantly undervalued the company relative to its standalone plan. Source

Altai Capital Management entered into a Cooperation Agreement with Digimarc Corp (DMRC)

Key Summary: On April 14, 2025, Ocho Investments (5.2%) urged Digimarc’s Board to replace the CEO, citing poor performance, layoffs, and delayed disclosure of key customer loss. They criticized the CEO’s misaligned pay and projected that new leadership could drive ARR up to $3.9B and lift the stock price to as high as $2,129. On July 28, 2025, Altai Capital Management (12.8%) entered into a Cooperation Agreement, under which Mr. Bajaj joined the Board and agreed to certain standstill terms.

Market Cap: $255 million | Digimarc Corporation, together with its subsidiaries, provides digital watermarking solutions in the United States and internationally.                                                                                                                 

On April 14, 2025, Ocho Investments (5.2%) delivered a presentation to the Board urging the independent directors to replace the CEO, citing declining revenues, weakened cash position, a 60% stock drop, and significant layoffs, including key R&D staff. Ocho criticized the CEO for delayed disclosure of major customer loss—potentially constituting securities fraud—and a compensation structure misaligned with shareholder interests. It believes new leadership could unlock significant growth and long-term value ($3B+ ARR potential), offering support in CEO selection and potential financing. They illustrated potential future success with revenue projections ranging from $130 million to $3.9 billion, which could translate to a stock price between $28 and $2,129

On July 28, 2025, Altai Capital Management (12.8%) entered into a Cooperation Agreement, under which Mr. Bajaj joined the Board and agreed to certain standstill terms.

Nantahala Capital Management secured a Board seat at Xtant Medical Holdings, Inc (XTNT)

Key Summary: On August 1, 2025, Nantahala Capital Management secured a Board seat.

Market Cap: $76 million | Xtant Medical Holdings, Inc. provides regenerative medicine products and medical devices for orthopedic and neurological surgeons in the United States and internationally.

On August 1, 2025, the Board elected Abhinav (Abi) Jain, an Analyst at Nantahala Capital Management, to the Board. Mr. Jain was appointed to serve as a member of the Compensation Committee and Nominating and Corporate Governance Committee of the Board. Source

Stoney Lonesome Opposes Buyerlink Merger, Citing CEO Favoritism at Inc. (ISPO)

Key Summary:  On July 31, 2025, Brent and Bradley Handler, co-founders and former leaders owning 8.2%, submitted a demand under Delaware law to inspect company records. The request seeks to investigate management and board actions related to the proposed Buyerlink, Inc. merger. On August 4, 2025, Stoney Lonesome HF LP opposed the proposed reverse merger with Buyerlink Inc., citing unfair benefit to CEO Payam Zamani over minority shareholders, and plans to vote against it.

Market Cap: $33 million | Inspirato Incorporated, together with its subsidiaries, operates as a luxury hospitality club in the United States and internationally. 

On July 31, 2025, Brent Handler, co-founder and former CEO and board member of the company, along with Bradley Handler, co-founder and former Executive Chairman of the board (together 8.2%), submitted a formal demand on July 31, 2025, under Delaware law to inspect certain corporate books and records. This request aims to investigate the actions of the company’s senior management and board regarding the proposed merger with Buyerlink, Inc., as outlined in the company’s preliminary proxy statement dated July 25, 2025. Source

On August 4, 2025, Stoney Lonesome HF LP oppose the proposed reverse merger with Buyerlink Inc., viewing it as unfairly benefiting CEO Payam Zamani at the expense of minority shareholders, and intend to vote against it. They are actively engaging with the Issuer’s management, board, and other stakeholders regarding their opposition. While they currently have no other concrete plans, they may consider various strategic actions in the future based on the Issuer’s financial and market conditions. Source

Hartman issued a presentation on Silver Star Properties (SLVS)

Key Summary: In Oct 2023, Allen R. Hartman advocated for Silver Star's liquidation and criticized mismanagement, leading to legal disputes regarding annual meetings. In Dec 2023, Hartman was sued by Silver Star for alleged misconduct. In Jan 2024, the company is conducting a Consent Solicitation to re-elect directors, which Hartman opposes, citing board actions that thwart stockholder choices and violate the company's charter. On March 21, 2025, Allen R. Hartman delivered a letter to the company nominating a slate of three director candidates for election to the board at the 2025 Annual Meeting of Stockholders. On April 10, 2025, Al Hartman criticized Silver Star CEO Gerald Haddock for awarding himself 1 million shares, calling it excessive and a breach of duty.

Market Cap: $28 million| Silver Star Properties REIT, Inc. is a self-managed real estate investment trust that is currently repositioning in an orderly manner into the self storage asset class.

On October 17, 2023, Allen R. Hartman (15%) expressed his belief that Silver Star should pursue a liquidation strategy and return capital to investors due to perceived mismanagement. He argued that most stockholders would prefer their capital returned in a Texas commercial property REIT rather than risking it in a national self-storage strategy. Mr. Hartman attributed Silver Star's declining value to mismanagement by the Executive Committee, led by Gerald Haddock. He accused Silver Star of adopting a short-term liquidation approach with asset sales at discounted prices and overinvestment in self-storage ventures at high costs to investors. Silver Star hadn't held an annual stockholder meeting since 2013, leading Mr. Hartman to file a lawsuit for a 2023 meeting. In response, Silver Star changed its Bylaws to allow stockholders to act without a meeting, a move contested by Mr. Hartman as violating Maryland law. Additionally, he and vREIT requested access to Silver Star's stock ledger, which was denied, claiming a lack of a "legitimate purpose." Source

On October 19, 2023, Mr. Hartman and vREIT filed a First Amended Complaint in the Maryland Litigation to compel a 2023 annual meeting, inspect the stock ledger, and declare the Purported Bylaw Amendment unlawful. Source

On December 14, 2023, Allen R. Hartman issued a press release disclosing that he object to the ongoing consent solicitation and that he is going to vote “NO” to the proposal in the Consent Solicitation for the re-election of Jack I. Tompkins, Gerald W. Haddock and James S. Still to the Board.

On December 14, 2023, Silver Star Properties REIT, Inc. initiated legal proceedings against Allen R. Hartman and related parties, alleging multiple charges including fraud, conspiracy, slander of title, and breach of contract. The company contends that the Hartman Defendants engaged in self-dealing, misused company resources, breached fiduciary duties, and conducted fraudulent litigation, resulting in substantial damages. These legal actions seek to address the alleged misconduct and facilitate the recovery of damages. Source Top of Form

On January 8, 2024, Silver Star Properties REIT, Inc. stated that it is conducting a Consent Solicitation to re-elect incumbent directors while seeking to reduce the board's size, effectively removing Allen Hartman. Hartman, the largest stockholder, strongly opposes the re-election, alleging that the board is avoiding an annual meeting, violating the company's charter, and preventing meaningful stockholder choices. Source

Silver Star has not held an annual meeting of stockholders in a number of years. The Entrenched Directors have blocked all of Hartman’s efforts to hold an annual meeting where stockholders could have a choice between re-electing the Entrenched Directors versus an alternative slate that has a different vision of the Company. This summer, Hartman reminded the Company of its obligations under law and its charter to hold an annual meeting for the purpose of electing directors and asked when one would be scheduled. Rather than schedule a meeting, the Board enacted a bylaw amendment in an attempt to avoid an annual meeting where stockholders would have a choice, and instead the bylaw amendment would permit directors to be elected by stockholder consent obtained through a consent solicitation. The Hartman Group believes the bylaw amendment was made in bad faith by the Entrenched Directors, is a blatant manipulation of the corporate machinery by them to remain in office, and violates Silver Star’s charter and Maryland law. Hartman has been forced to resort to litigation, and has in fact sued the Company and the Entrenched Directors to declare the bylaw amendment invalid and to compel an annual meeting.

On January 12, 2024, Allen Hartman and the Hartman Group sent an email to the shareholders, expressing frustration with the current Board and advocating for the liquidation of the company instead of pursuing a self-storage strategy. They proposed a new board focused on selling properties, paying down debt, and returning capital to shareholders. They cited an estimated conservative value of $8.00 per share and urged investors to revoke their consent solicitation votes to push for liquidation. Source

On January 18, 2024, Allen Hartman and the Hartman Group sent a letter to the shareholders countering Haddock's (CEO of the company)claims and the ongoing Consent Solicitation. Hartman denied using the company for personal gain, unlike Haddock, who took fees and awarded himself convertible units. He criticized Haddock's lack of experience and mismanagement, leading to poor company performance and auditor issues. Hartman emphasized the need for liquidation as per the company's charter, opposing the Board's new strategy. He called for a shareholder meeting to decide on asset sales and capital return, urging shareholders to revoke consent to the Board's current plans.

On Feb 1, 2024, the company announced that its consent solicitation closed on January 29, 2024. A Maryland court granted a preliminary injunction preventing the Company from counting votes until further notice. The Company is evaluating its options, but existing directors, including the Executive Committee, will remain in place regardless of the vote outcome.

On March 21, 2025, Allen R. Hartman (7.9%) delivered a letter to the company nominating a slate of three director candidates, Allen R. Hartman, Brent Longnecker and Benjamin Thomas, for election to the board at the 2025 Annual Meeting of Stockholders. Source

On April 1, 2025, the Hartman Group issued a letter to the shareholders criticizing Silver Star Properties’ leadership under Haddock, blaming them for destroying $278 million in net asset value since 2022 through their failed "New Direction Plan." They disputed SSP’s financial claims, highlighted past tenant satisfaction, and accused management of poor asset sales, mismanagement, and excessive compensation. The letter referenced a court order requiring a shareholder vote within six months to choose between liquidation and an alternative strategy, urging shareholders to consider replacing the board and holding management accountable.

On April 10, 2025, Al Hartman issued a letter to Silver Star shareholders condemning CEO Gerald Haddock’s award of 1 million shares to himself, calling it excessive and lacking endorsement from reputable compensation experts. Hartman said he spoke with 35 major shareholders representing nearly 20% of shares—97% of whom want Haddock removed. He accused Haddock of breaching fiduciary duty and prioritizing self-enrichment despite the company’s poor performance, suggesting legal action may follow his removal.

On May 27, 2025, Al Hartman, former CEO and largest shareholder of Silver Star Properties REIT, urged shareholders to vote in an upcoming proxy to replace current leadership, citing drastic value destruction under CEO Haddock. He highlighted the company’s NAV decline from $412M in 2020 to $134M by mid-2024 and accused Haddock of fiduciary breaches, financial non-disclosure, and misuse of funds to delay the shareholder meeting set for July 7. Source

On June 12, 2025, the Hartman Group urged shareholders to vote for its plan to return capital, criticizing current leadership for selling $395M in legacy assets and reinvesting in speculative, cash-negative properties, while insiders enriched themselves. It opposes a $50M preferred equity raise that would dilute common shareholders. Source

On June 19, 2025, the Hartman Group issued a letter blaming Silver Star Properties’ collapse on poor leadership following Al Hartman's forced exit. They cited plunging occupancy, distressed asset sales, and negative cash flow, contrasting it with Hartman’s past performance, including high occupancy and profitable exits. The letter urged shareholders to vote the BLUE proxy card to restore former leadership and stop further value destruction.

On June 23, 2025, the Hartman Group, owning ~7.8% of Silver Star Properties, alleges the Board triggered a poison pill and changed the Annual Meeting date and record date to entrench its control and dilute their stake. They call it a second misuse of the poison pill to suppress dissent. The group urges shareholders to vote the BLUE proxy card to remove key Board members, reject the company’s strategy, and support asset liquidation and capital return. Legal action is being considered. Source

On July 8, 2025, the Hartman Group warned shareholders that Silver Star Properties is illegally soliciting proxy votes despite being barred by the SEC for failing to file audited financials. Hartman urged shareholders to ignore calls from Silver Star or Alliance Advisors, avoid voting on the WHITE card, and stick with the BLUE proxy if already voted. They also flagged Silver Star’s use of a second “poison pill” and confirmed that the Hartman Shareholder Alliance will honor the resulting share split. Source

On July 18, 2025, the Hartman Group issued a letter urging to reject the company's turnaround plan and instead support their proposed orderly liquidation strategy, arguing it would return capital to shareholders. They criticized CEO Gerald Haddock for mismanagement, claiming his team caused a 70% NAV decline, sold $550M worth of assets for $395.8M, diverted funds into low-yield storage investments, and enriched themselves with no-cost share awards. The Hartman Group asserted that Haddock’s “New Direction Plan” is value-destructive and called on shareholders to vote the BLUE proxy card to elect their slate and restore accountability.

On August 4, 2025, the Hartman Group issued a presentation on Silver Star Properties challenging the current board’s governance and legal practices, citing poor performance and lack of transparency. Hartman’s group advocates for an “orderly liquidation” of assets to maximize shareholder returns and urges investors to support their nominated directors for improved oversight and value realization.

Stadium Capital Backs CEO Linda Findley at Sleep Number Corporation (SNBR)

Key Summary: Stadium Capital Management, holding 8.5% as of August 2023, expressed concerns over the company's long-term underperformance and the need for shareholder representation on the Board to improve governance and operations. By September, the firm criticized the Board for poor shareholder returns, capital allocation, and management oversight, requesting a meeting to discuss changes. Following a cooperating agreement in November 2023, the company added two new directors to its Board. Despite recent changes, Stadium Capital, now holding 11%, remains concerned about performance and plans to engage further on the need for additional reforms. On December 2, 2024, Stadium Capital Management nominated four candidates for election to the Board at the 2025 Annual Meeting. On March 13, 2025, the company and Stadium Capital Management entered into an agreement. As per the agreement, Stadium Capital withdrew its notice to nominate candidates for the 2025 Annual Meeting. On August 6, 2025, Stadium Capital Management (11.5%) expressed full support for new CEO Linda Findley and the refreshed Board

Market Cap: $214 million| Sleep Number Corporation, together with its subsidiaries, offers sleep solutions and services in the United States.

On August 25, 2023, Stadium Capital Management (8.5%) stated that it is concerned with the company’s long-term underperformance and believe shareholder representation on the Board is needed to drive improvements to the governance, capital allocation and operations. Stadium Capital stated that it is  engaging in discussions with the Board and management regarding the composition of the Board and opportunities to enhance shareholder value. Source

On September 13, 2023, Stadium Capital Management (9%) issued a letter and press release to the Board requesting a meeting with the independent directors to discuss the urgent need for shareholder-driven Board change. In the letter, Stadium Capital asserted that the Board has presided over abysmal shareholder returns, egregious capital allocation, poor corporate governance practices and questionable compensation decisions. Stadium Capital also expressed its views that the Board’s ineffective oversight has enabled management to let costs run out-of-control in pursuit of its wellness technology strategy. It has also expressed disappointment with the Board’s rejection of a good faith offer to collaborate on director refreshment, including adding its representative to the board.

Valuation insight

"Sleep Number spends 2x on R&D relative to Tempur Sealy even though Tempur Sealy generates, by our estimates, roughly 4x the retail sales of Sleep Number. Yet, based on our research, if Sleep Number spent proportionally the same amount on R&D as Tempur Sealy does, Sleep Number’s 2023 expected EPS would double."

On November 7, 2023, Stadium Capital Management entered into a cooperating agreement with the company and pursuant to it, the company agreed to add Stephen Macadam and Hilary Schneider (the “New Directors”) to its Board. Source

On October 30, 2024, the company announced Board and corporate governance changes.

On November 4, 2024, Stadium Capital Management (11%) expressed concerns about the company's long-term performance despite recent leadership and governance changes. The firm intends to engage with the company and other stakeholders to evaluate the need for further changes. Source

On November 25, 2024, Stadium Capital Management issued a press release and open letter to the  shareholders. In the November 25^th Letter, Stadium Capital expressed their views regarding the company’s need for a reconstituted Board and independent CEO search process. Stadium Capital also called on the company to collaborate with them to add new directors to the Board, appoint an Executive Chairman and ensure a wholly independent CEO search process to identify the company’s next leader. Stadium Capital concluded the Letter by making clear that they intend to nominate several exceptionally qualified directors for election at the 2025 AGM if the Board remains unwilling to engage constructively with them on changes they believe are necessary to unlock value at the company.

On December 2, 2024, Stadium Capital Management nominated Kevin Baker, Patrick A. Hopf, Jeffrey T. Jackson, and Jessica M. Prager for election to the Board at the 2025 Annual Meeting. Stadium Capital also issued a press release supporting the Nominees, emphasizing their experience in capital allocation, product innovation, and turnarounds. Stadium Capital urged the company to collaborate on Board refreshment and an independent CEO search, but stated it would leave the decision to shareholders if the Board does not cooperate. Source

On December 19, 2024, Stadium Capital issued an open letter to the shareholders outlining a plan to improve governance, strengthen leadership, and reset the CEO search process

On March 13, 2025, the company and Stadium Capital Management entered into an agreement. As per the agreement, Stadium Capital withdrew its notice to nominate candidates for the 2025 Annual Meeting, and Michael J. Harrison, Shelly R. Ibach, and Barbara R. Matas will not seek re-election. The only nominees for election will be Linda Findley, Deborah L. Kilpatrick, and Hilary A. Schneider. Additionally, Stephen L. Gulis, Jr. and Brenda J. Lauderback will resign by 2026, and the Board size will be reduced over time. Stadium Capital agreed to vote in favor of the new nominees. Source

On August 6, 2025, Stadium Capital Management (11.5%) stated that, following its prior concerns over governance and leadership in 2023–2024, it now sees the company on a strong recovery path under new CEO Linda Findley and a refreshed Board. The firm expressed full support for Ms. Findley’s leadership and the ongoing turnaround, highlighting confidence in her strategy and continued constructive engagement. Source