13D weekly report - August 18, 2025 to August 22, 2025

Poplar Point Engages Resources Connection, Inc (RGP) on Cost Cuts and Divestitures

Key Summary: On August 21, 2025, Poplar Point Capital Management (5.6%) said it discussed cost cuts and non-core divestitures with RGP’s board but does not plan board changes; its recommendation of Filip Gyde was independently vetted by the nominating committee.

Market Cap: $156 million| Resources Connection, Inc. engages in the provision of consulting services to business customers under the Resources Global Professionals (RGP) name in North America, the Asia Pacific, and Europe.

On August 21, 2025, Poplar Point Capital Management (5.6%) stated that it has engaged in constructive discussions with management and the board regarding reducing overhead and exploring divestitures of non-core assets, but do not currently intend to seek board changes. While they recommended Filip Gyde to the board of RGP, his appointment was made independently through the company’s nominating committee process. Source

Duc Pham Seeks Board Seat to Drive Governance Reform and Turnaround at Charles & Colvard (CTHR)

Key Summary: On August 22, 2025, Duc Pham, now controlling 9.6% voting power after an August 20 proxy, voiced concern over the Company’s trajectory and announced plans to seek a board seat to drive governance reform, financial stabilization, and an operational turnaround.  On October 7, 2024, the company stated that the nomination notice from Riverstyx Capital Management to elect three candidates to the Board of Directors is invalid. On August 27, 2024, Riverstyx Capital Management (8.7%) notified the Company of its intention to nominate three Board candidates for the next annual shareholders meeting.

Market Cap: $1 million| Charles & Colvard, Ltd. operates as a fine jewelry company in the United States and internationally.  

Pham Duc Hoang

On August 22, 2025, Duc Pham, a long-time investor, stated that he has grown increasingly concerned about the Company’s trajectory and, after securing an irrevocable proxy on August 20, 2025, now controls 9.6% of the voting power (4.99% from his own holdings and 4.61% from Don Pham), making him one of the largest voting shareholders. He plans to seek a board seat to push for governance reform, financial stabilization, and an operational turnaround to restore long-term shareholder value. Source

Riverstyx Capital Management

On August 27, 2024, Riverstyx Capital Management (8.7%) submitted notice to the Company that it intends to nominate three candidates for election to the Board of Directors at the next annual meeting of shareholders. Source

On October 1, 2024, Riverstyx Capital Management issued a letter to the shareholders urging them to support for real change at the company.

On October 7, 2024, the company stated that the nomination notice from Riverstyx Capital Management to elect three candidates to the Board of Directors is invalid. It stated that the notice failed to meet the requirements of the company’s 2011 Amended and Restated Bylaws. Missing information includes candidate biographies, ownership stakes, and consent to serve. Source

Carlos Daniel Valadez

On April 11, 2023, Carlos Daniel Valadez (5.16%) stated that he intended to engage in discussions with the management and the board regarding the company's strategic marketing plan, capital allocation strategy, branding strategy and other related topics. Source

On May 15, 2023, Mr. Valdez sent a letter to the Board, requesting certain changes to the company’s strategy.

AstroNova (ALOT) Appoints Shawn Kravetz to the Board pursuant to the agreement with Askeladden Capital Management

Key Summary: On March 17, 2025, Askeladden Capital Management (9.3%) expressed disappointment in the company's performance and lack of transparency regarding shareholder value. They are engaging with management and the Board to explore ways to maximize value, including potential actions like nominating directors, recommending strategic changes, or seeking Board representation. On March 20, 2025, they submitted a formal notice for a stockholder proposal and director nominations for the 2025 Annual Meeting. On August 21, 2025, Askeladden Capital announced that its Board has appointed Shawn Kravetz to the Board pursuant to the execution of a Cooperation Agreement between the Company and Askeladden Capital Management

Market Cap: $82 million | AstroNova, Inc. designs, develops, manufactures, and distributes specialty printers, and data acquisition and analysis systems in the United States, Europe, Asia, Canada, Central and South America, and internationally.

·         On March 17, 2025, Askeladden Capital Management (9.3%) expressed disappointment in the company's performance and transparency regarding shareholder value. They are engaging with management and the Board to explore ways to maximize value and may take further actions, including engaging other shareholders, recommending strategic changes, or seeking Board representation and management changes. Source

·         On March 27, 2025, Askeladden Capital Management stated that they are engaging with the management and Board to explore ways to enhance shareholder value, including potential actions like nominating directors, suggesting strategic changes, or seeking board representation. On March 20, 2025, Askeladden Capital submitted a formal notice to present a stockholder proposal and nominate candidates for the 2025 Annual Meeting. Source

·         On April 3, 2025, Askeladden Capital Management issued a letter to the shareholders stating that the company has seen significant shareholder value destruction, losing nearly 50% of its share price since the May 2024 acquisition of MTEX, a decision that led to a 70% writedown and an event of default due to poor due diligence. Despite its recurring revenue base, AstroNova's stock has underperformed both small and micro-cap benchmarks, with severe profitability declines, including a nearly 40% reduction in expected EBITDA margins for FY 2026. Also Askeladden Capital nominated five candidates for election to the Board at the upcoming AGM.

·         On May 15, 2025, Askeladden Capital Management filed proxy materials seeking support for its nominees.

·         On June 3, 2025, Askeladden Capital issued an open letter urging shareholders to vote for his five board nominees at the July 9 annual meeting, citing strategic missteps, poor governance, and value destruction under current leadership. Askeladden’s research, supported by extensive industry interviews, criticizes AstroNova’s overreliance on Memjet, flawed MTEX acquisition, outdated marketing, weak customer support, and declining organic growth. The firm argues that a refreshed board with relevant turnaround and operational experience is essential to unlock value and restore performance.

·         On June 11, 2025, Askeladden Capital issued a presentation, “Building a Better AstroNova,” detailing the case for change at the company.

·         On June 27, 2025, ISS recommended shareholders vote on the GOLD card for nominees Samir Patel and Jeff Sands. Source

·         On June 30, 2025, Glass Lewis recommended shareholders vote FOR all five Askeladden nominees. Source

·         On August 21, 2025, Askeladden Capital announced that its Board has appointed Shawn Kravetz to the Board pursuant to the execution of a Cooperation Agreement between the Company and Askeladden Capital Management LLC. Source

Elliott Investment Management Boosts Stake in Southwest Airlines Co (LUV) Citing Confidence in Strategic Initiatives

Key Summary: On July 8, 2024, Elliott Investment Management L.P. called for a leadership overhaul at Southwest Airlines due to ongoing underperformance and dissatisfaction, urging the Board to reconstitute with independent airline executives and source a new CEO externally. Following this, Elliott proposed a fundamental strategy change and announced plans to nominate ten board candidates, criticizing current management for poor performance. On October 14, Elliott requested a Special Meeting of Shareholders on December 10, 2024, to elect eight independent nominees and remove eight current directors, stressing the urgent need for governance reform.  On October 23, 2024, Elliott Investment Management entered into a cooperation agreement with the company

Market Cap: $17 billion| Southwest Airlines Co. operates as a passenger airline company that provides scheduled air transportation services in the United States and near-international markets.

·         On July 8, 2024, Elliott Investment Management L.P. urged the Board to implement a leadership overhaul due to sustained underperformance and shareholder dissatisfaction. Following extensive feedback from shareholders and industry stakeholders, Elliott criticized recent actions by the Board, such as reducing revenue guidance and adopting a "poison pill" to thwart Elliott's stake increase. Elliott advocated for immediate Board reconstitution with independent, experienced airline executives and a new CEO sourced externally.

·         Press release

·         On August 5, 2024, Elliott Investment Management L.P. stated its belief that the company needed fundamental changes to improve its strategy and performance. They proposed reconstituting the Board, enhancing the leadership team by finding a new CEO and independent Board Chair, and conducting a comprehensive business review to develop and implement a new strategy to achieve industry-leading performance. Source

·         On August 13, 2024, Elliott Investment Management L.P. (11%) stated that it intends to nominate ten candidates to the Board. This move follows Elliott’s call for board reconstitution, new leadership installation, and a comprehensive business review to restore Southwest’s industry-leading position. Highlighting ongoing poor performance and board resistance, Elliott emphasizes the need for change. Source

·         On August 26, 2024, Elliott Investment Management sent a letter to the shareholders, expressing concerns over the company's declining performance due to poor leadership by CEO Bob Jordan and Executive Chairman Gary Kelly. Elliott criticized the management's entrenchment tactics and emphasized the need for a transparent and credible process to reinvigorate the company.

·         On September 10, 2024, Elliott Investment Management praised the Board for resigning seven directors, noting it as unprecedented. They emphasized the need for further changes and expressed confidence in their nominees to guide the airline forward. Source

·         On September 24, 2024, Elliott Investment Management (10.2%) sent a second open letter to the shareholders, announcing their intent to call a special meeting in the coming weeks due to the urgent need for leadership change. They accused Southwest of obstructing this change through defensive actions, including setting "false record dates" to disenfranchise shareholders. Elliott urges shareholders to ensure their voting rights by recalling any loaned shares before Southwest's next record date on October 7.

·         On September 26, 2024, Elliott Investment Management criticized Southwest Airlines during its Investor Day, stating that CEO Bob Jordan has failed to deliver acceptable financial results and is unfit to lead the company’s proposed changes. They highlighted past promises of profitability enhancements that resulted in deterioration, questioning the board's support for Jordan. Elliott expressed determination to call a special meeting for shareholders to advocate for an independent board capable of improving the company's performance.

·         On October 14, 2024, Elliott Investment Management, holding approximately 11% of Southwest Airlines Co. (NYSE: LUV), announced its request for a Special Meeting of Shareholders on December 10, 2024. Elliott aims to elect eight independent director nominees and remove eight current directors, emphasizing the urgent need for governance changes at Southwest. Source

·         On October 23, 2024, Elliott Investment Management entered into a cooperation agreement with the company and pursuant to it, the company announced the appointment of six new independent directors—David Cush, Sarah Feinberg, Dave Grissen, Gregg Saretsky, Patricia Watson, and Pierre Breber—effective November 1, 2024. Additionally, Elliott has withdrawn its request for a Special Meeting of Shareholders and will not nominate candidates for the Board.

·         On August 20, 2025, Elliott Investment Management increased its exposure to the company as a result of its belief that the strategic initiatives can position the company to create long-term shareholder value.

ADAR1 Capital Management issued an open letter to the shareholders of Keros Therapeutics (KROS)

Key Summary: On April 11, 2025, ADAR1 Capital called Keros undervalued but questioned the viability of KER-012 and KER-065, urging strategic actions like buybacks, cuts, asset sales, or liquidation, estimating value at $40–$50 per share. They are in talks with management and may revise their investment. On April 17, 2025, Pontifax Management entered into a Letter Agreement with the company, under which the Board agreed to nominate Mr. Nussbaum, Mary Ann Gray, and Alpna Seth for election at the 2025 Annual Meeting. On April 24, 2025, ADAR1 Capital demanded Keros Therapeutics' Board waive the nomination deadline, accusing directors of breaching fiduciary duties through actions including launching a strategic review after poor trial results, adopting a poison pill, and signing a restrictive agreement with Pontifax.

Market Cap: $547 million | Keros Therapeutics, Inc., a clinical-stage biopharmaceutical company, develops and commercializes novel therapeutics for patients with disorders that are linked to dysfunctional signaling of the transforming growth factor-beta family of proteins in the United States.

·         On April 11, 2025, ADAR1 Capital Management (13.3%) stated its belief that Keros shares are undervalued but raised concerns about the viability of KER-012 and KER-065. They urged the company to consider strategic options, including a buyback, workforce cuts, asset sales, or liquidation, estimating potential value of $40–$50 per share. They are engaging with management and may alter their investment based on developments. Source

·         On April 17, 2025, Pontifax Management (11.8%) entered into a Letter Agreement with the company, under which the Board agreed to nominate Mr. Nussbaum, Mary Ann Gray, and Alpna Seth for election at the 2025 Annual Meeting. Source

·         On April 24, 2025, ADAR1 Capital Management demanded that the Board waive or amend the expired nomination deadline, citing recent board actions as breaches of fiduciary duties intended to entrench current directors. Specifically, ADAR1 highlighted the Board's initiation of a strategic review potentially leading to a sale, adoption of a poison pill, and execution of a standstill agreement with Pontifax restricting alternative board nominations. ADAR1 threatened litigation or a "vote no" campaign against certain directors if the Board fails to provide at least a ten-day window for alternative nominations and to cease enforcing the standstill provisions. Source

·         On May 8, 2025, ADAR1 Capital Management issued an open letter to the shareholders expressing serious concerns about Keros' capital allocation, strategic direction, and prolonged underperformance, highlighting poor clinical results for drug candidates KER-012 and KER-065. Citing a loss of confidence in management and the Board, ADAR1 announced its intention to WITHHOLD votes for the re-election of directors Dr. Mary Ann Gray and Dr. Alpna Seth at the upcoming Annual Meeting on June 4, 2025. ADAR1 also supports significant stockholder representation on the Board, endorsing Ran Nussbaum of Pontifax.

·         On May 12, 2025, ADAR1 Capital Management released an investor presentation outlining its rationale for withholding votes on the re-election of Dr. Mary Ann Gray and Dr. Alpna Seth to the Keros Board of Directors at the Company’s upcoming Annual Meeting of Stockholders, scheduled for June 4, 2025.

·         On August 21, 2025, ADAR1 Capital Management issued a press release, including an open letter, expressing its disappointment with the Board's refusal to engage with ADAR1 Capital Management on the company's strategy, capital allocation priorities and Board refreshment, and stating that it will seek to elect new directors at the next annual meeting of the stockholders should the Board continue to refuse ADAR1 Capital Management's invitation to engage.

Logos Global Management Reiterates Urgent Strategic Reset with $700M Capital Return and Cost Cuts at Arvinas, Inc. (ARVN)

Key Summary: On June 10, 2025, Logos Global Management (6.4%) urged the board to undertake a strategic reset, calling for a special distribution to shareholders, halting early-stage pipeline investments, adopting a leaner cost structure, and avoiding independent development of the lead asset without a strategic partner. On August 22, 2025, with its stake increased to 8.6%, Logos reported that on August 7 it reiterated the call for an urgent reset, recommending a $700 million capital return, significant cost cuts, a 1-for-5 reverse split, and disciplined capital allocation to rebuild confidence and preserve value, while keeping open the option of further actions under Schedule 13D.

Market Cap: $537 million | Arvinas, Inc., a clinical-stage biotechnology company, engages in the discovery, development, and commercialization of therapies to degrade disease-causing proteins. 

On June 10, 2025, Logos Global Management (6.4%) urged the board to pursue a strategic reset—recommending a special distribution to shareholders, halting early-stage pipeline investments, adopting a leaner cost structure, and avoiding independent development of the lead asset without a strategic partner. Source

On August 22, 2025, Logos Global Management (8.6%) stated that on August 7, 2025, they reiterated the need for an urgent reset, recommending a $700 million capital return, major cost cuts, a 1-for-5 reverse split, and disciplined capital allocation to restore confidence and preserve value, while leaving open the possibility of pursuing other actions under Schedule 13D. Source

Van Herk Investments sent a letter to the Board of ProQR Therapeutics (PRQR)

Key Summary: On May 23, 2025, Van Herk Investments B.V., holding over 10% of ProQR, opposes the reappointments of CEO Daniel de Boer and Chairman James Shannon, citing poor performance, repeated strategic failures, and governance violations.

Market Cap: $179 million| ProQR Therapeutics N.V., a biotechnology company, focuses on the discovery and development of novel therapeutic medicines.                                                                         

·         On May 23, 2025, Van Herk Investments (10.9%) sent a letter to the Board expressing strong opposition to the proposed reappointments of CEO Daniel de Boer and Chairman James Shannon at the June 2025 AGM. VHI cites repeated strategic failures, underperformance, and lack of board renewal, attributing poor oversight and entrenched leadership dynamics as root causes. VHI urges the Board to withdraw the reappointment proposals and initiate leadership changes to unlock the company’s potential, warning that failure to act may prompt further steps.

·         On August 19, 2025, Van Herk Investments (11.6%) criticized the Board for poor governance, citing Shannon’s extended tenure, entrenched directors, repeated failed strategies, and unjustified bonuses. It demands confirmation that Shannon and De Boer serve only until the 2026 AGM, a clear rationale for De Boer’s reappointment, a board rotation plan, and strict governance compliance, warning of legal action if ignored. Source

MNG Boosts Takeover Offer for DallasNews (DALN) to $18.50 Per Share in Cash

 

Key Summary:  MNG Enterprises criticized DallasNews Corp.’s board on July 31, 2025, for rejecting its $16.50 per share cash offer in favor of Hearst’s lower $15.00 bid, accusing the board of limiting shareholder choice and breaching fiduciary duties while stressing its commitment to preserving The Dallas Morning News and its local mission. MNG subsequently raised its bid to $17.50 on August 11 and further to $18.50 on August 19, positioning its offers as superior and signaling it may appeal directly to shareholders if the board continues to resist engagement.

Market Cap: $81million | DallasNews Corporation, together with its subsidiaries, publishes and sells newspapers in Texas.

·         On July 31, 2025, MNG Enterprises, Inc. sent a letter to the Board of Directors of DallasNews Corporation expressing strong disappointment over the board’s outright rejection of MNG’s all-cash acquisition proposal of $16.50 per share, which was higher than the competing $15.00 per share offer from Hearst. MNG criticized the board for refusing to engage in any discussions and for adopting a shareholder rights plan that favored Hearst’s offer, thereby limiting shareholder choice and potentially violating fiduciary duties. Emphasizing their commitment to preserving the print edition of The Dallas Morning News and its local journalistic mission, MNG asserted they are better positioned than Hearst to support the paper’s long-term success. They remain open to constructive dialogue, including working with Robert Decherd, but warned that if the board refuses engagement, they will appeal directly to shareholders to reconsider and accept what MNG claims is the superior offer for the benefit of all stakeholders and the North Texas community.

·         On August 11, 2025, MNG submitted an enhanced proposal to acquire all outstanding shares of the company it does not already own for $17.50 per share in cash, up from its initial $16.50 offer. Source

·         On August 19, 2025, MNG submitted a further enhanced proposal to acquire all outstanding shares of the company it does not already own for $18.50 per share in cash—up from its initial $16.50 offer and its prior $17.50 enhanced proposal. 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 For

·         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.

·         On August 14, 2025, the Hartman Group sent a letter to Silver Star Properties’ board members Jack Tompkins and Jim Still, accusing CEO Haddock of mismanagement, erratic behavior, costly legal battles, self-enrichment through stock awards, and mishandling a stock split to deny rightful shares. The letter highlights falling occupancy, failed leasing efforts, and properties being sold at “fire-sale” prices, while criticizing the board for enabling Haddock and exposing themselves to liability. It warns against interfering with the upcoming August 29 shareholder vote, urges immediate accountability, and cautions that further stonewalling could trigger class action lawsuits. Also on August 14, 2025, the Hartman Group distributed a presentation to shareholders. The presentation highlights a 70% NAV decline since 2022 from mismanagement, occupancy losses, and distressed property sales; mini-storage investments are losing money with high debt costs; and CEO Haddock faces criticism for self-enrichment and regulatory breaches. It urges board change and backs three independent nominees—Brent Longnecker, Benjamin Thomas, and Allen R. Hartman—to restore governance and shareholder value.

Ned L. Sherwood demands Barnwell Industries (BRN) to Investigate $3 Million Texas Loss and Pursue Recovery for Shareholders

Key Summary:  On January 27, 2021, Barnwell settled with MRMP to re-nominate board representatives. MRMP planned a proxy contest in 2022, and in January 2023, Barnwell agreed to nominate new directors. On January 21, 2025, MRMP terminated the agreement due to a breach and plans to file a proxy statement for new board nominations. On January 28, 2025, Ned L. Sherwood (30%) condemned the company’s shareholder rights plan as a move to protect ineffective management and the Kinzler/Grossman family's interests. On February 14, 2025, Ned L. Sherwood submitted a slate of five director nominees for consideration at the company's 2025 Annual Meeting

Market Cap: $11 million | Barnwell Industries, Inc. operates in four segments namely Oil and Natural Gas Segment, Land Investment Segment, Contract Drilling Segment and Residential Real Estate Segment

·         On January 27, 2021, Barnwell entered into a settlement agreement with the shareholder group consisting of MRMP-Managers LLC, NLS Advisory Group, Inc., Ned L. Sherwood, and Bradley M. Tirpak. Pursuant to it, the company would re-nominate MRMP-Managers’ three representatives to the board at 2021 AGM.

·         With respect to the annual meeting of shareholders of the Company scheduled to be held on May 6, 2022, ISS and Glass, Lewis have each recommended that shareholders vote against the Company’s Proposal No. 4, the proposal to amend the Company’s certificate of incorporation to authorize blank-check preferred stock. Pursuant to the Cooperation and Support Agreement dated January 27, 2021 with the Company, as a result of the adverse recommendations released by ISS and Glass Lewis, Mr. Sherwood (18.3%) will vote his shares against the Company’s Proposal No. 4. Source

·         At the AGM held on May 6, 2022, the amendment to the Company’s certificate of incorporation to authorize blank-check preferred stock was not approved.

·         On October 27, 2022, MRMP-Managers LLC (20.1%) has announced that it plans to run a proxy contest for full board control at the company at its 2023 AGM. Ned L. Sherwood of MRMP commented:  "We believe change is long overdue at Barnwell.  We have grown tired of poison pills, millions of dollars spent on anti-takeover lawyers, and constant roadblocks placed in the way of success for the company.  We plan to refocus Barnwell on making profits for shareholders instead of preserving jobs for the CEO and the board.  We are confident that we can leave a better legacy than CEO Kinzler’s $42 million in net operating losses.” Source

·         On January 21, 2023, Barnwell entered into a settlement agreement with the shareholder group consisting of MRMP-Managers LLC and Ned L. Sherwood (together 19.6%) and pursuant to it,  the Company agreed to nominate Messrs. Woodrum, Grossman and Kinzler, along with two new independent directors, Joshua Horowitz and Laurance Narbut, for election to the Board  AGM and 2024 AGM.  

·         On January 21, 2025, MRMP-Managers LLC, the Ned L. Sherwood Revocable Trust, and Ned L. Sherwood terminated their Cooperation and Support Agreement with Barnwell Industries due to a material breach by the Company involving a "Special Committee" that overstepped its authority. As a result, the shareholder group is free to purchase additional shares and plan to file a proxy statement to nominate directors at the next annual meeting if the Company rejects their proposals. Sherwood, frustrated by excessive compensation to management and resistance from the board, is now proposing a new slate of five directors to focus on value-building and fair treatment for all shareholders while removing Kinzler, Grossman, and their associates. Source

·         On January 28, 2025, Ned L. Sherwood (30%) condemned the company’s shareholder rights plan as a move to protect ineffective management and the Kinzler/Grossman family's interests. He criticized excessive legal fees and executive compensation, especially amid poor performance. Sherwood urged shareholders to support his efforts for change, stating he had backing from at least 40% of shares and called for both sides to use personal funds for any legal battles. Source

·         On February 5, 2025, Ned L. Sherwood, addressing shareholders, responded to inquiries regarding recent company actions and expenditures. He highlighted concerns over an $18 million company retaining Skadden Arps for a proxy fight, questioned the rationale behind a newly formed "Special Committee," and urged for the prompt scheduling of the 2025 Annual Meeting to mitigate unnecessary expenses. Source

·         On February 14, 2025, Ned L. Sherwood (30%) submitted a slate of five director nominees for consideration at the company's 2025 Annual Meeting, following unsuccessful attempts to agree on a board slate. The company reported a quarterly loss of $1.9 million or $0.19 per share, underscoring the urgency to elect his slate for a turnaround. The nominees, selected for their expertise in finance, oil and gas, mergers and acquisitions, investment, and private equity, aim to enhance shareholder value by optimizing oil assets, leveraging tax loss carryforwards, and reducing overhead costs. Source

·         On March 14, 2025, Ned L. Sherwood sent a letter to shareholders soliciting consent to replace the current board. The Sherwood Group claims that the current board's leadership has resulted in a 53.5% decline in BRN’s share price since 2002, arguing that their proposed board members, with over 172 years of collective experience, are better equipped to turn the company around. They urge shareholders to support the new slate by signing and returning the enclosed BLUE consent card.

·         On April 3, 2025, Ned L. Sherwood issued an open letter to the shareholders reiterating his consent solicitation to replace the entire board with five nominees. The proposed slate promises a strategic overhaul, emphasizing cost reduction, operational consolidation, and efficient use of tax assets to enhance shareholder value.

·         On April 17, 2025, Ned L. Sherwood issued a presentation arguing that urgent change is needed at Barnwell Industries due to years of underperformance, poor capital allocation, and entrenched management under President & COO Alex Kinzler, whose tenure has seen declining market cap, wasted capital, and minimal returns to shareholders. Highlighting a looming financial crisis—with under $2M in cash and expected losses in March 2025—they allege mismanagement, excessive executive pay, and shareholder disenfranchisement through tactics like bylaw changes and poison pill plans. To address this, Sherwood proposes replacing the board with five independent nominees, closing the Hawaii office, reducing overhead, leveraging tax assets, and focusing on disciplined, value-driven governance.

·         On August 21, 2025, The Sherwood Group (29.9%) accused Barnwell’s board of wasteful spending, poor governance, and entrenchment, highlighting the company’s worsening cash burn and a $3 million loss from a failed Texas investment. Sherwood demanded an immediate investigation into the Texas deal, alleging breaches of fiduciary duty by former and current directors, and warned that delaying action could forfeit potential multimillion-dollar recoveries critical to Barnwell’s survival. Source

 

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