13 thoughts on “Gliksberg on Meeting”

  3. Excellent writeup! Really appreciate! I like the spirit in which it’s offered. Would be a useful roadmap for the board to consider as they begin the post-Barry and Norris reality.

    I am so pleased they are gone, with their bully tactics and undermining the true owners of TPL. Suing the biggest shareholders and abusing shareholder input in favor of what they, the non-owners thought was best.

    With HK/SV now able to vote how they want, better shareholder governance is ahead. And we can get TPL back to being a compounding machine.

    Will be fascinating to see when the Delaware Chancery court issues their ruling. It still feels like to me the pacing item was getting the shareholder meeting concluded and some sort of private agreement.

    Its also going to be interesting to see how all the directors (except Stahl and Oliver) adjust to the new voting world. Bluntly, since they supported both the split and dilution plan and the expensive legal fight, I am inclined to vote against every one of them in the elections that will be in 2024 and 2025.

    They need to get quickly on the same page with the majority of shareholders or they will also be soon extinct.

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  4. I think you may be a little hasty with this sentiment “Its also going to be interesting to see how all the directors (except Stahl and Oliver) adjust to the new voting world. Bluntly, since they supported both the split and dilution plan and the expensive legal fight, I am inclined to vote against every one of them in the elections that will be in 2024 and 2025.”

    Two of the directors are brand new and just joining the board we can’t hold them accountable for the prior boards actions. They are Robert Roosa, and Marguerite Woung-Chapman. They and Murray Stahl were elected to one year terms and will be up for reelection in 2024.

    Barbara J. Duganier, Tyler Glover, and Karl F. Kurz are the Class I directors whose 3 year terms expire in 2024, so there should be six directors to be elected to one year terms in 2024. Rhys J. Best, General Donald G. Cook, Donna E. Epps, and Eric L. Oliver are the Class II directors whose 3 year terms expire in 2025, so there should be 9 directors to be elected to one year terms in 2025. [All of this is spelled out on page 10 of the 2023 Proxy Statement].

    Karl F. Kurz and Rhys J. Best joined the board on April 15 2022, according to their bios in the 2023 Proxy Statement the original directors joined the board January 11, 2021.

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  5. With Barry gone, the other directors have no reason to stick to his “print shares under false pretenses & get caught lying in court documents” playbook. Especially as shareholder voting now has consequences as earlier as next year. A fresh start across the board is now possible. We shall see.

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  6. I should have qualified my statement on the two new directors. They (Rousa and Wong-Chapman) clearly just took office and weren’t involved in the decision to sue that the other directors (except Stahl and Oliver) made in November 2022. That seemed obvious, but a strict reading of my comment could be interpreted they were included.

    That said, I am adamant on this issue. Any board member that supported suing the largest shareholder’s HK and Softvest is not aligned with my interests. Perhaps they were strongly influenced by Norris and Barry. Or perhaps they believed this is how a typical company should operate. They were tone deaf to the shareholder’s who realize it’s not a typical company. They sent out clearly misleading shareholder proxy information to get votes. So many games with not adjourning the 2022 annual meeting for nearly 7 months. I could go on and on.

    This former board (with the exception of Stahl and Oliver) seems to have forgot who really owns the company. Something is fundamentally wrong when my ownership of 2,000 plus shares is more than most of the board. Combined!

    Finally, the legal costs are not abstract. My cost of the legal fight for my shares is now more than 10k. If TPL loses the case as I anticipate, they may have to pay HK/Softvest’s lawyers also. The legal costs could double. That money could have bought back 5 shares or paid a nice special dividend. Multiply that cost by all owners and you are in the 15-17 million range.

    Unless the board “gets it” on who owns this company and quickly reverses the anti-shareholder legacy, I will vote against every one of the directors that supported the lawsuit.

    Liked by 1 person

    • No problem with you targeting the remaining six who voted against the shareholders interests, I just wanted to make sure you weren’t going after the newbies too.

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  7. I wonder about management, including the CEO. These past crazy ideas almost sound like empire building for more employees and greater management power. If management was seeding the board with acquisition and stock dilution ideas then fault lies in two places, and maybe three. The third was the engaged consultant group that may have seen the opportunity to send the company off in pursuit of objectives that would allow the consultants to bill more hours.

    I am not close enough to know the real picture. I just know the whole thing was so tone deaf toward the owners of the company that blame may lie all over the company. It would be interesting to interview employees to determine if any of management understood what they were doing and were a part of the problem.

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