13D weekly report - December 29, 2025 to January 02, 2026

Galloway Capital urges value unlock and stronger IR at Chicago Rivet & Machine Co (CVR)

Key Summary:  On Dec 29, 2025, Galloway Capital (6.45%) said Chicago Rivet is undervalued, could earn $4–$5/share, and should enhance IR with detailed releases and a Wall Street advisor, requesting engagement with management.

M.Cap: $13 million | Chicago Rivet & Machine Co. operates in the fastener industry in North America. 

On Dec 29, 2025 Galloway Capital (6.45%) sent a letter to the company arguing Chicago Rivet is undervalued and poised to benefit from U.S. protectionist policies, estimating $4–$5/share sustainable earnings. They urge improved investor relations, more detailed press releases, and hiring a Wall Street advisor to better communicate value to institutions, and request discussion with management.

Henry Posner signals governance engagement and potential board involvement at Power REIT (PW)

Key Summary:  On Dec 29, 2025, Henry Posner (10%) signaled plans to engage management and the board on governance and the future of Pittsburgh & West Virginia Railroad, may seek or nominate board members if needed, and could pursue governance reviews or strategic options. On July 25, 2024, Axonic Capital had discussed with the management various strategies to enhance shareholder value, including potential recapitalization and other strategic alternatives.

Market Cap: $4 million | Power REIT, a specialized real estate investment trust (REIT), emphasizes the "Triple Bottom Line" with a focus on Profit, Planet, and People.

Henry Posner

On December 29, 2025, Henry Posner (10%) stated that he plans to engage with CEO/Chair David H. Lesser and the Board on governance and the future of the company’s wholly owned subsidiary, Pittsburgh & West Virginia Railroad, may seek a board seat or nominate directors if no agreement is reached, and could explore governance audits, strategic options, or transactions. Source

Axonic Capital

On July 25, 2024, Axonic Capital (5.4%) had discussed with the management various strategies to enhance shareholder value, including potential recapitalization and other strategic alternatives. Source

Milfam LLC wins board control at Scully Royalty (SRL)

Key Summary: On December 11, 2023, Neil S. Subin (12.4% holder) disclosed he had taken an activist stance by nominating four director candidates for the December 29, 2023 AGM. On November 26, 2025, Subin and Milfam LLC again moved to change the board, notifying the company that they will nominate Jerrod Freund, Mark Holliday, Alan Howe, Nimesh Patel, and Skyler Wichers for election at the December 27, 2025 annual meeting and will solicit proxies for their slate. On December 29, 2025, Milfam LLC announced that all five of its nominees were elected to the Scully Royalty Ltd. board

Market Cap: $83 million | Scully Royalty Ltd. operates as an iron ore mining company in the Americas, Africa, Canada, Asia, and Europe. 

·         On December 11, 2023, Neil S. Subin (12.4%) stated that he has recently taken an activist investment stance by nominating four director candidates for the upcoming AGM on December 29, 2023. Source

·         On November 26, 2025, Neil S. Subin, Milfam LLC (13.4%) notified the company that he will nominate Jerrod Freund, Mark Holliday, Alan Howe, Nimesh Patel, and Skyler Wichers for election to the board at the December 27, 2025 annual meeting and will solicit proxies to support their election. Source

·         On December 7, 2025, Neil S. Subin, Milfam LLC sent a letter to the shareholders regarding the Annual Meeting and the notice provided by Milfam to the company regarding the nomination of each of Jerrod Freund, Mark Holliday, Alan Howe, Nimesh Patel, and Skyler Wichers to the board of directors of the company.

·         On December 29, 2025, Milfam LLC announced that all five of its nominees were elected to the Scully Royalty Ltd. board at the Dec 27, 2025 AGM, replacing company nominees after securing majority support despite an attempted meeting postponement.

More Provident Reaches Board Agreement, Withdraws Proxy Contest at ZIM Integrated Shipping Services Ltd (ZIM)

Key Summary: On November 11, 2025, More Provident Funds & Pension Ltd. sought to elect three new directors to enhance shareholder value. After discussions, the Group reached a deal on December 16, 2025, withdrew its proxy contest, and the Board backed a unified slate including its nominees Ron Hadassi and Ran Gritzerstein, with Dr. Keren Bar-Hava instead joining as an observer. The Group then endorsed the Board’s nominees and urged shareholder support.

Market Cap: $2.5 billion | ZIM Integrated Shipping Services Ltd., together with its subsidiaries, provides container shipping and related services in Israel and internationally.

On November 11, 2025, More Provident Funds & Pension Ltd. requested to add a proposal to elect three new directors, arguing board changes would enhance shareholder value, and later issued a supporting position statement. On December 16, 2025, the Group reached an agreement with the company, withdrawing its proxy contest as the Board approved a unified slate including its nominees Ron Hadassi and Ran Gritzerstein, while Dr. Keren Bar-Hava withdrew and joined as a board observer. The Group then endorsed the Board’s nominees and urged shareholders to support them at the upcoming meeting. Source

James C. Mastandrea Announces Proposal to Replace Whitestone REIT (WSR) Board After Years of Underperformance

Key Summary: On January 2, 2026, James C. Mastandrea announced plans to nominate a full slate of six independent trustees at the 2026 annual meeting to replace the current board. In March 7, 2024, Erez Asset Management plans to nominate two Board candidates at Whitestone's 2024 annual meeting. They urge shareholders to question management on underperformance, rejected buyout offers, asset sales, high costs, excessive debt, and lack of board experience. KBS Strategic Opportunity REIT aimed to align interests in mid-2017, increasing stake to 9.36% by December 2017. Despite unsuccessful board nominations, their proposal to declassify the board passed in May 2018. On May 14, 2024, the company announced that based on the preliminary vote count at the Company’s 2024 AGM, all six Whitestone’s nominees have been re-elected to the Board

Market Cap: $713 million | Whitestone REIT is a community-centered real estate investment trust (REIT) that acquires, owns, operates, and develops open-air, retail centers located in some of the fastest growing markets in the country: Phoenix, Austin, Dallas-Fort Worth, Houston and San Antonio.

James C. Mastandrea

On January 2, 2026, James C. Mastandrea, a long-time shareholder of Whitestone REIT, announced plans to file a preliminary proxy and nominate a full slate of six independent trustees at the 2026 annual meeting to replace the current board, citing years of share-price underperformance, persistent discounts to NAV, weak external growth, poor capital allocation, and excessive executive compensation. Mastandrea criticized the board for strategic missteps, dilution from equity issuance below NAV, shrinking portfolio size, elevated costs, litigation spending, and weak governance, arguing these failures have eroded shareholder value despite favorable Sun Belt market dynamics. He believes a reconstituted board with deep real estate and capital-markets expertise can reset strategy, restore accountability, improve operations and capital discipline, and ultimately unlock value through improved performance or a strategic sale or liquidation of assets. Source

Erez Asset Management

·         On March 7, 2024, Erez Asset Management stated its plans to nominate two candidates for the Board at the 2024 annual meeting. They highlighted Whitestone's underperformance and urged shareholders to question management during a conference call, focusing on issues like rejecting a premium buyout offer, value-destructive asset sales, high public company costs, excessive debt levels, and the board's lack of relevant experience. Source

·         On March 19, 2024, Erez Asset Management nominated two candidates for election to the Board at the 2024 AGM.

·         On April 2, 2024, Erez Asset Management filed proxy materials seeking support for its nominees.

·         On April 9, 2024, Erez Asset Management filed proxy materials urging shareholders to vote for their nominees and withhold votes from current trustees Taylor and Berry.

·         On April 22, 2024, Erez Asset Management issued the Investor Presentation titled “Change is Needed at Whitestone: Erez Offers a Path to Restoring Value for Shareholders.”

·         On April 26, 2024, Erez Asset Management filed proxy materials urging shareholders to vote for their nominees. It sent a letter to the shareholders highlighting the company's underperformance compared to peers, inefficient operations, and questionable governance practices.

·         On April 30, 2024, ISS supports Erez's nominees, Bruce Schanzer and Catherine Clark, for the board of directors, while advising shareholders to withhold support from Whitestone's nominees, David Taylor and Nandita Berry. Source

·         On May 6, 2024, Erez Asset Management reiterated the need for change at Whitestone REIT and rebutted accusations made by Whitestone regarding a potential acquisition offer. Erez clarified it wasn't pursuing an acquisition and criticized Whitestone's misleading allegations. Source

·         On May 14, 2024, the company announced that based on the preliminary vote count at the Company’s 2024 AGM, all six Whitestone’s nominees have been re-elected to the Board. Source

KBS Strategic Opportunity REIT

In mid-2017, KBS Strategic Opportunity REIT disclosed a 7.1% stake and aimed to align management and shareholder interests by discussing changes to compensation. By December 2017, their stake rose to 9.36%, prompting a notice to nominate trustees and propose declassifying the Board. They filed proxy materials in March and April 2018, urging support for their nominees and proposals. Despite ISS's recommendation, their candidates weren't elected at the May 2018 AGM, but the proposal to declassify the Board passed. By December 2018, KBS reduced its stake to 4.99%.

All company nominees elected; Smolyansky slate rejected at Lifeway Foods (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. On September 30, 2025, the company and Danone have signed a Cooperation Agreement to refresh the board by appointing four independent directors and separate the roles of Chair and CEO. On October 17, 2025, Edward Smolyansky (8.1%) notified Lifeway Foods of plans to nominate George Sent to the board and propose forming a new committee of independent directors appointed after September 30, 2025. At the AGM held on December 29, 2025, none of Edward Smolyansky’s nominees were elected to the Board, while all eight company nominees were elected.

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

·         On September 30, 2025, the company and Danone have signed a Cooperation Agreement to refresh the board by appointing four independent directors and separate the roles of Chair and CEO. The agreement also stays pending litigation, with Danone waiving certain shareholder rights and agreeing to support the board’s recommended candidates in 2025 and 2026. 

·         On October 17, 2025, Edward Smolyansky (8.1%) notified the company of his intent to nominate George Sent for election to the board at the 2025 annual meeting and to submit a non-binding shareholder proposal requesting the creation of a new board committee composed solely of independent directors appointed after September 30, 2025. Source

·         On November 7, 2025, Edward and Ludmila Smolyansky condemned the board’s decision to extend its Shareholder Rights Plan (poison pill) by one year to October 2026 without shareholder approval or clear justification. They urged the board to rescind the amendment, disclose director votes, and submit any future extensions to shareholder approval, warning they will seek to hold directors accountable at the next annual meeting. Source

·         On November 26, 2025, Edward Smolyansky filed a preliminary proxy statement seeking major board changes at Lifeway Foods, arguing that long-standing governance failures and entrenched leadership have damaged shareholder value. He is nominating George Sent and himself and proposing a new independent board committee to review leadership, the strategic plan, and strategic alternatives. Source

·         On December 3, 2025, Edward Smolyansky condemned the Board’s recent press release as misleading and false, accusing CEO Julie Smolyansky and entrenched leadership of personal smears to distract from governance failures and leadership misconduct. He urged shareholders to focus on Lifeway’s ongoing governance and transparency issues, requested a retraction, and is evaluating legal options. Source

·         On December 15, 2025, Edward Smolyansky released findings from 2023 sworn deposition testimony alleging severe governance failures by legacy directors Dorri McWhorter, Julie Smolyansky, and Jason Scher, including ignorance of shareholder activism, lack of awareness or oversight of CFO whistleblower allegations, failure to approve or supervise the 2021 Glen Oaks acquisition, and selective enforcement of conduct policies favoring the CEO. The testimony portrays a board that was disengaged, uninformed, and ineffective across fiduciary duties, shareholder engagement, whistleblower oversight, and M&A supervision, prompting Smolyansky to urge shareholders to WITHHOLD votes from the three legacy directors and vote FOR Edward Smolyansky and George Sent. Source

·         On December 17, 2025, ISS flagged serious governance concerns at Lifeway Foods, highlighting the emergence of a “shadow executive” in which CEO Julie Smolyansky’s spouse and Chief of Staff, Jason Burdeen, acts as a de facto senior authority on governance, strategy, and board matters despite holding no officer or director role, no formal employment agreement, and no fiduciary duties. ISS noted that during proxy advisor engagement, neither independent directors nor the CEO participated, with Burdeen leading governance discussions, raising transparency, related-party, and oversight risks. These concerns are compounded by Burdeen’s sharply rising compensation, lack of disclosed conflict safeguards, and prior credibility issues cited by a federal judge in 2024 litigation, leading ISS to question board independence, accountability, and the integrity of Lifeway’s governance framework. Source

·         At the AGM held on December 29, 2025, none of Edward Smolyansky’s nominees were elected to the Board, while all eight company nominees were elected.

Biglari Holdings withdrew their nomination of Sardar Biglari at Jack in the Box Inc (JACK)

Key Summary:

Biglari Holdings: Filed 13D after poison pill (Jul 2025) signaling engagement on operations and governance; later nominated Sardar Biglari and Douglas Thompson (Oct 2025), then ran a proxy campaign backing only Thompson and opposing Say-on-Pay and the rights plan (Dec 2025), while withdrawing Sardar’s nomination.

GreenWood Investors: Signed cooperation agreement on Nov 3, 2025 adding two GreenWood-backed directors with standstill and voting terms; Alan Smolinisky joined the board on Nov 7, 2025.

Jana Partners: Disclosed 7.3% in Feb 2018 and engaged on capital structure and strategy; entered confidentiality/standstill and cooperation agreements to add two directors, later amended through early 2019; stake reduced to 3.4% and two Jana-recommended directors were appointed in May 2019.

M.Cap: $269 million | Jack in the Box Inc. operates and franchises Jack in the Box quick-service restaurants (QSRs) and Qdoba Mexican Eats (Qdoba) fast-casual restaurants.

Biglari Holdings

·         On July 10, 2025, Biglari Holdings filed a Schedule 13D following the Board’s adoption of a poison pill, stating they may engage with management on potential changes to operations, governance, or capital structure, and may also communicate with other shareholders or third parties under confidentiality agreements. Source

·         On October 31, 2025, Biglari Holdings delivered a letter to the company nominating Sardar Biglari and Douglas Thompson for election to the Board at the 2026 annual meeting of shareholders. Source

·         On December 23, 2025, Biglari Holdings filed proxy materials soliciting proxies for the 2026 annual meeting to elect its nominee, Douglas Thompson, to the board alongside nine company nominees it does not oppose, arguing the current board has overseen years of shareholder value destruction and needs stronger oversight. Biglari urges shareholders to vote using its GOLD universal proxy card “FOR” its nominee and the nine company nominees, and “AGAINST” Say-on-Pay, the incentive plan amendment, and the rights agreement. Source

·         On December 23, 2025, Biglari Holdings withdrew their nomination of Sardar Biglari as a nominee at the Annual Meeting. Source

GreenWood Investors

·         On November 3, 2025, the company signed a cooperation agreement with GreenWood that added two GreenWood-backed directors, imposed standstill and voting commitments, set ownership thresholds tied to board rights, and included plans for a confidentiality agreement. Source

·         Effective November 7, 2025, the company appointed Alan Smolinisky to its board as a representative of GreenWood Investors, LLC

Jana Partners

·         On February 15, 2018, Jana Partners disclosed 7.3% and stated that it had discussions with the company regarding the capital structure, margins, capital allocation, franchise mix, and operations. It stated that it may have further discussions with the company regarding these and other topics including governance and Board composition. Source

·         On October 25, 2018, Jana Partners (6.7%) entered into a confidentiality and standstill letter agreement with the company. Under the Confidentiality Agreement, Jana Partners agreed to maintain the confidentiality of certain business information to be furnished by the company to Jana Partners and to abide by customary standstill obligations, subject to certain exceptions. Source

·         On October 29, 2018, the company and Jana Partners entered into a Cooperation Agreement. Pursuant to it, the company and Jana Partners will cooperate in good faith to agree upon two individuals recommended by Jana Partners (each a “New Independent Director”) to be added to the Board of Directors. Source

·         On January 4, 2019, the company and Jana Partners (6%) entered into an amendment to the Cooperation Agreement pursuant to which the deadline to appoint the new independent directors was extended to March 15, 2019. Source

·         On January 14, 2019, Jana Partners reduced its stake to 3.4%.

·         On April 25, 2019, the Company and Jana Partners entered into Amendment No. 3 to the Cooperation Agreement between the Company and Jana Partners dated October 29, 2018. Pursuant to which the Company added two individuals to the board on May 27, 2019. Source

Mithaq Capital Opposes Nexxen International Ltd. (NEXN) Board and Pay Proposals at December 30 AGM

Key Summary:  On December 17, 2025, Mithaq Capital (30.5%) said it voted against six of eight director re-elections, higher equity plan reserves, and CEO and non-executive pay at the December 30 AGM, while backing two directors and the auditor.

Market Cap: $360 million | Nexxen International Ltd. provides end-to-end and video-first platform that engages advertising campaigns for brands, agencies, media groups, and content creators worldwide.

·         On December 17, 2025, Mithaq Capital (30.5%) stated that ahead of the December 30, 2025 AGM, it has voted all its shares against the re-election of six of eight directors, an increase in the equity compensation plan share reserve, and compensation for both the CEO and non-executive directors, while supporting the re-election of two directors and the appointment of auditors. Mithaq indicated it may engage with the board, management, shareholders, or third parties on governance, strategy, capitalization, financing, or restructuring matters, and will continue to review its investment, retaining flexibility to increase or reduce its stake, pursue hedging, push for governance or capital structure changes, or consider other actions depending on AGM outcomes and future developments. Source

·         On December 29, 2025, Mithaq held discussions with the Board regarding its proxy vote against proposals for the Dec 30, 2025 AGM, leading to a Supplemental Proxy Statement on Dec 26 revising board composition and compensation proposals, after which Mithaq re-submitted its proxy voting FOR all five proposals. Source

DOMA Perpetual Capital Management Announces Intent to Nominate Three Director Candidates at 2026 Annual Meeting of Pacira BioSciences, Inc. (PCRX)

Key Summary: On March 14, 2025, DOMA Perpetual Capital Management announced the nomination of three director candidates, expressing concerns over the company's 76% decline in stock performance over the past decade and misaligned management compensation. On April 21, 2025, DOMA withdrew its nomination. On November 10, 2025, DOMA Perpetual Capital Management (6.83%) urged Pacira’s board to hire bankers and pursue a sale, citing excessive compensation, rising costs, and poor returns. On December 30, 2025, DOMA Perpetual Capital Management announced its plans to nominate three independent directors at the 2026 annual meeting

Market Cap: $1 billion | Pacira BioSciences, Inc. engages in the development, manufacture, marketing, distribution, and sale of non-opioid pain management and regenerative health solutions to healthcare practitioners in the United States. 

·         On December 11, 2024DOMA Perpetual Capital Management (4.14%) announced its intent to nominate four independent director candidates at the 2025 annual meeting. DOMA expressed confidence in Pacira’s intellectual property and criticized the stock as significantly undervalued. It urged the company to initiate a tender offer for 10 million shares using cash on hand and execute its approved $150 million buyback program supported by strong free cash flow. Source

·         On March 14, 2025, DOMA Perpetual Capital Management announced the nomination of three director candidates citing concerns over company's poor stock performance (down 76% in the last decade) and misaligned management compensation. Source

·         On April 21, 2025, DOMA withdrew its nomination.

·         On November 10, 2025, DOMA Perpetual Capital Management (6.83%) sent a public letter to the Board recommending actions, including engaging a banker to explore a sale of the business. They criticized excessive stock-based compensation, rising costs, and management’s failure to deliver returns, despite repeated shareholder communications. DOMA argues that Pacira’s flagship product, Exparel, remains undervalued and could achieve a valuation near $66 per share under a strategic buyer. The letter calls for hiring bankers to run a sale process by Q1 2026, freezing new M&A and R&D projects, cutting costs, and completing the current $300 million buyback before launching another.

·         On December 30, 2025, DOMA Perpetual Capital Management announced its plans to nominate three independent directors at the 2026 annual meeting, while urging the Board to launch a formal sale process for the company; it criticizes Pacira’s executive compensation and spending as excessive and questions the Board’s fiduciary oversight. Source

Chip Wilson launches board challenge at at lululemon athletica inc. (LULU) with three director nominees

Key Summary: Chip Wilson’s October 2025 letter argues lululemon has lost its innovative spirit and top talent under finance-led leadership, and urges a return to visionary, product-driven management and board diversity to revive the brand. On Dec 29, 2025, Chip Wilson nominated three independent directors—Marc Maurer (ex-On Holding Co-CEO), Laura Gentile (former ESPN CMO), and Eric Hirshberg (former Activision CEO)—for election to lululemon’s 2026 AGM and submitted a proposal to declassify the board.

Market Cap: $20 billion | lululemon athletica inc., together with its subsidiaries, designs, distributes, and retails technical athletic apparel, footwear, and accessories for women and men under the lululemon brand in the United States, Canada, Mexico, China Mainland, Hong Kong, Taiwan, Macau, and internationally. 

·         On October 7, 2025, lululemon founder Chip Wilson (8.4%) issued a letter arguing that lululemon’s decline stems from replacing innovation-driven, founder-style leadership with finance-focused executives who prioritize immediate results over long-term brand strength, resulting in an exodus of top talent, misguided strategic decisions, and diminishing brand reputation; he calls for the company to refocus on creative leadership, product excellence, and a diverse, entrepreneurial board to restore its original edge and vision.

·         On Dec 29, 2025, Chip Wilson nominated three independent directors—Marc Maurer (ex-On Holding Co-CEO), Laura Gentile (former ESPN CMO), and Eric Hirshberg (former Activision CEO)—for election to lululemon’s 2026 AGM and submitted a proposal to declassify the board. Wilson said the board lacks creative leadership, and argued new directors are needed to restore brand momentum, oversee CEO succession, and drive long-term shareholder value. Source

Key Summary: On November 27, 2025, YZi Labs Management filed a preliminary consent statement to expand the board and elect new directors, citing weak execution, poor communication, SEC filing delays, and stock underperformance despite a $500 million PIPE and gains in BNB, the company’s main treasury asset.

Market Cap: $304 million | CEA Industries Inc., through its subsidiary, Surna Cultivation Technologies LLC, focuses on the sale of environmental control and other technologies and services to the controlled environment agriculture (CEA) industry in the United States and Canada.

·         On November 27, 2025, YZi Labs Management filed a preliminary consent statement seeking written consents to expand the board and elect new directors, arguing that stronger oversight is needed after what it sees as weak execution, poor communication, SEC filing delays, and stock underperformance despite a $500 million PIPE and appreciation in BNB, the company’s primary treasury asset. Source

·         On December 3, 2025, YZi Labs Management filed a preliminary consent solicitation accused 10X Capital of mismanagement, transparency failures, and abandoning BNC’s promised BNB Treasury Strategy, contributing to severe shareholder value destruction. It demanded corrective action and solicited consents to expand the board with independent directors. Source

·         On December 19, 2025, YZi Labs and seven nominees formed a group (4.9%) to jointly file Schedule 13D disclosures, pursue board representation, and solicit consents to expand the board and elect the nominees, with YZi Labs controlling nominee trading and covering related expenses, and plans to file a revised preliminary Schedule 14A to seek these consents. Source

·         On December 29, 2025, the company adopted a poison pill and stricter bylaws requiring extensive disclosures and forms for nominating directors or soliciting consents. That same day, YZi Labs requested the required documents to continue its effort to expand the Board and appoint its nominees, and Ms. Zhang requested the relevant director guidelines. Source

 

Member discussion