13D weekly report - September 01, 2025 to September 05, 2025

Starboard intends to nominate Board candidates at BILL Holdings, Inc (BILL)

Key Summary: On September 4, 2025, Starboard (8.5%) said it will nominate directors and engage on value creation and governance.

Market Cap: $4.7 billion | BILL Holdings, Inc. provides financial operations platform for small and midsize businesses worldwide. 

On September 4, 2025, Starboard (8.5%) stated that it intends to nominate a slate of directors at the 2025 annual meeting and continue engaging with management and the board on value creation, representation, and governance. Source

Broadwood Announces Intent to Vote Against Acquisition of STAAR Surgical (STAA) by Alcon

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. On August 5, 2025, the company agreed to be acquired by Alcon, but Broadwood Partners said it will vote against the deal, citing process and valuation flaws, including Alcon’s earlier higher $55 + $7 CVR offer, no proper market check, and STAAR’s improving fundamentals being ignored.

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

On August 5, 2025, the company announced that it had entered into a definitive merger agreement through which Alcon will acquire the company. On September 2, 2025, Broadwood Partners announced it will vote against Alcon’s proposed acquisition, citing serious process and valuation flaws. Broadwood argued the deal undervalues STAAR, noting Alcon’s earlier, higher $55 + $7 CVR offer, the lack of a proper market check, and that STAAR’s improving fundamentals and cost discipline were ignored when the deal was struck. 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.

Charles & Colvard Shareholder Riverstyx Capital Slams Charles & Colvard (CTHR) Board for Handing Itself Nearly 40% of Company

Key Summary: On August 22, 2025, Riverstyx Capital Management nominated three Board candidates. On August 25, 2025, Duc Pham submitted a nomination for election to the board at the October 13 annual meeting. 

Market Cap: $2 million| Charles & Colvard, Ltd. operates as a fine jewelry company in the United States and internationally.  

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

On August 22, 2025, Riverstyx Capital Management (7.4%) submitted to the company, via email and UPS, a notice nominating three individuals, Ben Franklin, Michael R Levin, and Lloyd M Sems, for election to the Board at its 2025 annual meeting. Source

On August 22, 2025, Riverstyx Capital Management submitted a nomination notice to the company proposing Ben Franklin, Michael R. Levin, and Lloyd M. Sems for election to the Board at the 2025 Annual Meeting. Source

On September 3, 2025, Riverstyx Capital blasted the Board for adopting a Fiscal 2026 Executive Incentive Program that grants insiders nearly 1.2M shares—almost 40% of the company—at an artificially low price of $0.15 per share. The plan heavily favors the Executive Chairman with twice the CEO’s allocation, allows directors to grant equity to themselves, and includes a cash payout feature that could drain the company’s weak balance sheet. Riverstyx called the move blatant self-enrichment at the expense of long-suffering shareholders and announced it has nominated three independent directors to push for governance reform. Source

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

On August 25, 2025, Duc Pham submitted a nomination for election to the board at the October 13 annual meeting. 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.

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 September 2, 2025, Stoney Lonesome HF LP released a presentation opposing the Proposed Merger with Buyerlink. On September 4, 2025, Inspirato received a $3.15 per share ($39M) all-cash offer from Exclusive Investments, which Brent and Bradley Handler say is superior to the Buyerlink merger. They urge the board to engage with Exclusive and question Buyerlink’s $326M valuation versus Payam Zamani’s $100M+ estimate.

Market Cap: $39 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

·         On September 2, 2025, Stoney Lonesome HF LP released a presentation opposing the Proposed Merger with Buyerlink, citing value destruction for minority stockholders, a flawed approval process by the Special Committee and Board, a substantial windfall for Chairman and CEO Payam Zamani at stockholders’ expense, and the creation of a conglomerate structure lacking synergies.

·         On September 3, 2025, Brent and Bradley Handler, who had filed a Section 220 demand to review Inspirato’s (ISPO) records on its proposed merger with Buyerlink, Inc., reported that the demand remains unanswered and urged shareholders—especially the 66% not bound by voting agreements—to vote against the deal.

·         On September 4, 2025, the company received an unsolicited non-binding all-cash acquisition proposal from Exclusive Investments, LLC at $3.15 per share ($39M), which Brent and Bradley Handler argue offers more value than the proposed Buyerlink merger. They note the offer carries a premium to market pricing since the merger announcement and urge the board to engage with Exclusive. They also question Buyerlink’s $326M valuation, citing Payam Zamani’s July 2024 estimate of just “somewhere over $100M,” and reiterate concerns over the Buyerlink deal. Source

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