L.B. Foster Company (FSTR) to Nominate Alexander B. Jones from 22NW, LP to the Board at 2024 AGM
Key Summary: On February 1, 2022, 22NW Fund disclosed a 9.5% stake, leading to discussions with the company's management. On April 6, 2023, they appointed Alexander B. Jones as a non-voting observer. On January 25, 2024, 22NW Fund entered into an agreement with the company nominating Mr. Jones for a Board seat to replace a retiring director.Market Cap: $262 million | L.B. Foster Company is a manufacturer, fabricator and distributor of products and services for the rail, construction, energy and utility markets.
Background
On February 1, 2022, 22NW Fund disclosed a 9.5% active stake in the company and stated that it has engaged, and intends to continue to engage in communications with the management team and Board regarding means to enhance stockholder value and improve the company’s corporate governance. Source
On April 6, 2023, 22NW Fund entered into a cooperation agreement with the company and pursuant to it, Mr. Alexander B. Jones, Research Analyst at 22NW Fund, was appointed to serve as a non-voting observer to the board effective immediately.
Update
On January 25, 2024, 22NW Fund (11.9%) and the company entered into a cooperation agreement. This agreement stipulates that Alexander B. Jones will be nominated as a candidate for the Board at the 2024 Annual Meeting, with his term lasting until the 2025 Annual Meeting. This nomination is to fill the vacancy left by the retiring director, Dirk Jungé. Additionally, during the Standstill Period, if elected, Mr. Jones will be appointed to at least one Board committee and considered for committee assignments during the annual review of committee composition.
Past
Legion Partners
On February 12, 2016, Legion Partners (9.6%) secured one board seat through mutual agreement, and on January 20, 2021, it reduced its stake to 6.01%.