After a preliminary announcement following Texas Industries’ Oct. 22 annual shareholders meeting, it was verified that Shamrock Activist Value Fund (SAVF)
After a preliminary announcement following Texas Industries’ Oct. 22 annual shareholders meeting, it was verified that Shamrock Activist Value Fund (SAVF) officials were successful in getting three oppostion nominees elected to the board of directors and corporate governance proposals approved. The Shamrock-backed directors were elected by a 4-to-1 margin and will replace three incumbents that TXI’s nine-member board had backed for reelection. Shamrock’s proposals call upon the board to declassify and change from a staggered director election cycle Û whereby three nominees (new or incumbent) are elected annually to three-year terms Û to one where all directors are elected annually. Roughly 90 percent of the 22.46 million shares voted for the proposals, whose requesting the board wording indicates they are non-binding.
We believe these results send a positive message that TXI shareholders expect directors to be responsive and accountable, said Dennis Johnson, managing director for SAVF investment advisor Shamrock Capital Advisors and one SAVF’s board nominees. We are committed to fulfilling the mandate given by shareholders by working with management and our fellow directors to improve TXI’s operations and implementing these and other appropriate corporate governance improvements.
During the past year, SAVF has acquired TXI shares amounting to a 10.2 percent company stake. In August, the firm began a campaign calling for election of its opposition director slate and criticizing the board’s timing of $750 million in investments to upgrade Texas and California cement mills. Shamrock officials also cited TXI’s financial performance as lagging against New York Stock Exchange-traded peer companies Eagle Materials, Martin Marietta Materials and Vulcan Materials.