GK Investor withdrew Board nominations at Genco Shipping & Trading (GNK)
Key Summary: On Jan 9, 2024, GK Investor proposed Randee Day and Robert M. Pons for the 2024 AGM. They seek to repeal Board-made By-Laws without shareholder consent. On Apr 5, 2024, they nominated only Robert M. Pons, prioritizing removal of Chairman James G. Dolphin while still seeking proxies. On May 16, 2024, GK Investor withdrew its nomination of Mr. Robert Pons.Market Cap: $681 million | Genco Shipping & Trading Limited engages in the ocean transportation of drybulk cargoes through the ownership and operation of drybulk carrier vessels worldwide.
On January 9, 2024, GK Investor (5.4%) submitted a formal Notice, in accordance with the company's By-Laws, proposing the nominations of Ms. Randee Day and Mr. Robert M. Pons as Nominees for election to the Board at the 2024 AGM. GK Investor also conveyed its intent to present an additional shareholder proposal at the 2024 Annual Meeting. This proposal seeks to repeal any By-Laws provisions or amendments adopted by the Board without shareholder approval between March 28, 2023, and the 2024 Annual Meeting, known as the 'By-Law Repeal Proposal. Source
On April 5, 2024, GK Investor communicated to the company its decision to nominate only one candidate, Mr. Robert M. Pons, for the Board at the 2024 Annual Meeting. Their primary objective is the removal of Chairman Mr. James G. Dolphin from the Board, and they believe that focusing on a single nominee will emphasize this goal to shareholders. Despite this, they still plan to seek proxies supporting the election of Mr. Robert M. Pons. Source
On April 15, 2024, GK Investor filed proxy materials seeking support for its nominee.
On May 16, 2024, GK Investor announced that it is withdrawing its nomination of Mr. Robert Pons as a candidate for election to the Board, as well as its bylaw repeal proposal. Source
Past
In July 2015, Strategic Value Partners (16.4%) discussed board representation with the company. By February 2016, they secured one board seat (17.3%). In October 2016, an agreement allowed board nominations, increasing to two at 25% ownership. On October 13, 2016, a representative planned to resign, with a replacement candidate proposed. Later, John Brantl joined the Board as Chairman of the Compensation Committee. In December 2016, Christoph Majeske's appointment was recommended, and on January 4, 2017, shareholders approved a board size increase and appointed Majeske to fill the vacancy.